0001193125-15-089115 Sample Contracts

PATENT LICENSE AGREEMENT n° C-00061901
Patent License Agreement • March 12th, 2015 • Cellectis S.A. • Biological products, (no disgnostic substances)

IP is the owner with both UPMC and the Institut Curie and CNRS of patents and patent applications relating to the gene of enzyme I-SceI, the expression of the enzyme I-SceI and its use. The LICENSOR has already granted exploitation rights for these patents and patent application to Third Parties for specific applications and now wishes to hare this technology with a new industrial partner.

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AMENDMENT NO 1 TO THE PATENT LICENSE AGREEMENT n° C-00061905
Patent License Agreement • March 12th, 2015 • Cellectis S.A. • Biological products, (no disgnostic substances)

IP filed two provisional patents applications in the United States whom inventors are Mr. Richard Mulligan and Mr. André Choulika relating to process of homologous recombination using meganucleases. IP has agreed to share with BCH exploitation rights of the inventions of theses patent applications and now wishes to share its rights under this technology with a industrial partner.

AMENDMENT NO. 1 TO THE PATENT LICENSE AGREEMENT NO. C-00061901
Patent License Agreement • March 12th, 2015 • Cellectis S.A. • Biological products, (no disgnostic substances)

L’Institut Pasteur, a public interest foundation, 25, rue du Docteur Roux, 75015 Paris, represented by Mr. Jean Castex, adjunct General Manager for administration and finance, and by Mr. Christian POLICARD, Director of Business Development and Industrial Partnerships.

UNIVERSITY OF MINNESOTA EXCLUSIVE PATENT LICENSE AGREEMENT
Exclusive Patent License Agreement • March 12th, 2015 • Cellectis S.A. • Biological products, (no disgnostic substances) • Minnesota

THIS EXCLUSIVE PATENT LICENSE AGREEMENT (this “Agreement”) is made by and between Regents of the University of Minnesota, a constitutional corporation under the laws of the state of Minnesota, having a place of business at 1000 Westgate Drive, Suite 160, St. Paul, Minnesota 55114 (the “University”), and the Licensee identified below. The University and the Licensee agree that:

UNIVERSITY OF MINNESOTA FIRST AMENDMENT TO THE EXCLUSIVE PATENT LICENSE AGREEMENT
Patent License Agreement • March 12th, 2015 • Cellectis S.A. • Biological products, (no disgnostic substances)

THIS FIRST AMENDMENT TO THE EXCLUSIVE PATENT LICENSE AGREEMENT (the “First Amendment”) is entered into as of the date of last signature by and between the Regents of the University of Minnesota, a Minnesota constitutional corporation under the laws of the state of Minnesota, having a place of business at 1000 Westgate Drive, Suite 160, St. Paul, MN 55114 (the “University”), and Cellectis S.A., a corporation under the laws of the country of France having a business address of 8, rue de la Croix Jarry, 75013, Paris, France (the “Licensee” or “Cellectis S.A.”).

RESEARCH, PRODUCT DEVELOPMENT, OPTION, LICENSE AND COMMERCIALIZATION AGREEMENT BETWEEN LES LABORATOIRES SERVIER SAS INSTITUT DE RECHERCHES INTERNATIONALES SERVIER SAS AND CELLECTIS SA
License and Commercialization Agreement • March 12th, 2015 • Cellectis S.A. • Biological products, (no disgnostic substances)

This Product Development, Option, License and Commercialization Agreement shall become effective as of the 17 day of February, 2014 (the “Effective Date”) by and between Les Laboratoires Servier, a corporation incorporated under the laws of France having a principal place of business at 50 rue Carnot, 92150 Suresnes, France (“LLS”) and lnstitut de Recherches lnternationales Servier, a corporation incorporated under the laws of France having its principal place of business at 50 rue Carnot, 92 150 Suresnes, France (“IRIS”) (LLS and IRIS being together referred to as “Servier”), and Cellectis SA, a company incorporated under the laws of France having a principal place of business, at 8, rue de la Croix Jarry, 75013 Paris, France (“Cellectis”). Cellectis and Servier are individually referred to herein as a “Party” and collectively, as the “Parties.”

AMENDMENT NO. 4 TO THE PATENT LICENSE AGREEMENT NO. C-00061901
Patent License Agreement • March 12th, 2015 • Cellectis S.A. • Biological products, (no disgnostic substances)

L’Institut Pasteur, a public interest foundation, 25, rue du Docteur Roux, 75015 Paris, represented by Mr. Christophe Mauriet, Adjunct General Manager,

AMENDMENT NO. 3 TO THE PATENT LICENSE AGREEMENT NO. C-00061906
Cellectis S.A. • March 12th, 2015 • Biological products, (no disgnostic substances)

L’Institut Pasteur, a public interest foundation, 25, rue du Docteur Roux, 75015 Paris, represented by Mr. Jean Castex, adjunct General Manager for administration and finance,

PATENT LICENSE AGREEMENT n° C-00061905
Cellectis S.A. • March 12th, 2015 • Biological products, (no disgnostic substances)

IP filed two provisional patents applications in the United States whom inventors are Mr. Richard Mulligan and Mr. André Choulika relating to process of homologous recombination using meganucleases. IP has agreed to share with BCH exploitation rightsof the inventions of theses patent applications and now wishes to share its rights under this technology with a industrial partner.

PATENT & TECHNOLOGY LICENSE AGREEMENT AGT. NO. A2014-1834
Technology License Agreement • March 12th, 2015 • Cellectis S.A. • Biological products, (no disgnostic substances) • Ohio

This Patent & Technology License Agreement (“PTLA”) is by and between the Licensor and the Licensee identified below (collectively, “Parties”, or singly, “Party”).

SCHEDULE A AMENDMENT NO. 4 TO PATENT LICENSING AGREEMENT NO. C-00061906
Patent Licensing Agreement • March 12th, 2015 • Cellectis S.A. • Biological products, (no disgnostic substances)

On June 19, 2000, the Parties signed the license agreement no. C-00061906 (hereafter the “AGREEMENT”), by which the LICENSOR grants the LICENSEE exploitation rights to the above mentioned patents and patent applications.

AMENDMENT NO. 2 TO THE PATENT LICENSE AGREEMENT NO. C-00061901
Cellectis S.A. • March 12th, 2015 • Biological products, (no disgnostic substances)

L’Institut Pasteur, a public interest foundation, 25, rue du Docteur Roux, 75015 Paris, represented by Mr. Jean Castex, adjunct General Manager for administration and finance, and by Mr. Christian POLICARD, Director of Business Development and Industrial Partnerships.

UNIVERSITY OF MINNESOTA SECOND AMENDMENT TO THE EXCLUSIVE PATENT LICENSE AGREEMENT
Patent License Agreement • March 12th, 2015 • Cellectis S.A. • Biological products, (no disgnostic substances)

THIS SECOND AMENDMENT TO THE EXCLUSIVE PATENT LICENSE AGREEMENT (the “Second Amendment”) is entered into as of the date of last signature by and between the Regents of the University of Minnesota, a Minnesota constitutional corporation under the laws of the state of Minnesota, having a place of business at 1000 Westgate Drive, Suite 160, St. Paul, MN 55114 (the “University”), and Cellectis S.A., a corporation under the laws of the country of France having a business address of 8, rue de la Croix Jarry, 75013, Paris, France (the “Licensee” or “Cellectis S.A.”).

RESEARCH COLLABORATION AND LICENSE AGREEMENT BY AND BETWEEN PFIZER INC. AND CELLECTIS SA JUNE 17, 2014
Research Collaboration and License Agreement • March 12th, 2015 • Cellectis S.A. • Biological products, (no disgnostic substances) • New York

This Research Collaboration and License Agreement (the “Agreement”) is entered into as of June 17, 2014 (the “Effective Date”), by and among Pfizer Inc., a corporation organized and existing under the laws of the State of Delaware and having a place of business at 235 East 42nd Street, New York, New York, 10017 United States (“Pfizer”) and Cellectis SA, a corporation organized and existing under the laws of France and having a place of business at 8 rue de la Croix Jarry, 75013 Paris, France (“Cellectis”). Pfizer and Cellectis may each be referred to herein individually as a “Party” and collectively as the “Parties.”

AMENDMENT NO. 1 TO THE PATENT LICENSE AGREEMENT NO. C-00061906
Cellectis S.A. • March 12th, 2015 • Biological products, (no disgnostic substances)

On June 19, 2000, the Parties signed licensing agreement no. C-00061906 (hereafter the “AGREEMENT”), by which the LICENSOR grants the LICENSEE exploitation rights under the above mentioned patents and patent applications.

AMENDMENT NO. 2 TO THE PATENT LICENSE AGREEMENT NO. C-00061906
Cellectis S.A. • March 12th, 2015 • Biological products, (no disgnostic substances)

L’Institut Pasteur, a public interest foundation, 25, rue du Docteur Roux, 75015 Paris, represented by Mr. Jean Castex, adjunct General Manager for administration and finance, and by Mr. Christian POLICARD, Director of Business Development and Industrial Partnerships.

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