Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Triple asterisks denote omissions. STRATEGIC COLLABORATION, OPTION AND LICENSE AGREEMENT BETWEEN VERTEX PHARMACEUTICALS INCORPORATED VERTEX...Collaboration, Option and License Agreement • July 8th, 2016 • CRISPR Therapeutics AG • Biological products, (no disgnostic substances) • Massachusetts
This STRATEGIC COLLABORATION, OPTION AND LICENSE AGREEMENT (this “Agreement”) is entered into as of October 26, 2015 (the “Effective Date”) by and between, on the one hand, VERTEX PHARMACEUTICALS INCORPORATED, a corporation organized and existing under the laws of The Commonwealth of Massachusetts (“Vertex Parent”), and VERTEX PHARMACEUTICALS (EUROPE) LIMITED, a private limited liability company organized under the laws of England and Wales (“Vertex UK” and, together with Vertex Parent, “Vertex”) and, on the other hand, CRISPR THERAPEUTICS AG, a corporation organized under the laws of Switzerland (“CRISPR AG”), CRISPR THERAPEUTICS, INC., a corporation organized under the laws of the state of Delaware (“CRISPR Inc.”), CRISPR THERAPEUTICS LIMITED, a corporation organized under the laws of England and Wales (“CRISPR UK”) and TRACR HEMATOLOGY LTD, a UK limited company (“Tracr” and together with CRISPR AG, CRISPR Inc. and CRISPR UK “CRISPR”). Vertex and CRISPR each may be referred to herein
LICENSE AGREEMENTLicense Agreement • July 8th, 2016 • CRISPR Therapeutics AG • Biological products, (no disgnostic substances) • England
THIS LICENSE AGREEMENT (“Agreement”) is entered into and effective as of April 10, 2014 (the “Effective Date”), by and between EMMANUELLE MARIE CHARPENTIER, an individual residing at Böcklerstrasse 18, 38102 Braunschweig, Germany (“EC”), and TRACR HEMOGLOBINOPATHIES LTD, a UK limited company having its registered office at 90 Fetter Lane, London EC1A 1JP, United Kingdom (“Tracr”).
LICENSE AGREEMENTLicense Agreement • July 8th, 2016 • CRISPR Therapeutics AG • Biological products, (no disgnostic substances) • England
THIS LICENSE AGREEMENT (“Agreement”) is entered into and effective as of April 15, 2014 (the “Effective Date”), by and between EMMANUELLE MARIE CHARPENTIER, an individual residing at Böcklerstrasse 18, 38102 Braunschweig, Germany (“EC”), and CRISPR THERAPEUTICS AG, a company organized under the laws of Switzerland having a principal place of business at Aeschenvorstadt 36, CH-4051 Basel, Switzerland (“CRISPR”).
CRISPR IP CONTRIBUTION AGREEMENTCrispr Ip Contribution Agreement • July 8th, 2016 • CRISPR Therapeutics AG • Biological products, (no disgnostic substances) • New York
This CRISPR IP Contribution AGREEMENT (this “Contribution Agreement”) is entered into as of March 16, 2016 (the “Effective Date”) by and between, on the one hand, VIVR LLP, a limited liability partnership duly incorporated under the laws of England and Wales (“Company”), and, on the other hand, CRISPR THERAPEUTICS AG, a corporation organized under the laws of Switzerland (“CRISPR AG”), CRISPR THERAPEUTICS, INC., a corporation organized under the laws of the state of Delaware (“CRISPR Inc.”), CRISPR THERAPEUTICS LIMITED, a corporation organized under the laws of England and Wales (“CRISPR UK”) and TRACR HEMATOLOGY LTD, a UK limited company (“TRACR” and together with CRISPR AG, CRISPR Inc. and CRISPR UK “CRISPR”).
SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN REQUESTED. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT WITH THREE ASTERISKS [***]. AN UNREDACTED VERSION OF THIS EXHIBIT HAS BEEN...Option Agreement • July 8th, 2016 • CRISPR Therapeutics AG • Biological products, (no disgnostic substances) • New York
THIS OPTION AGREEMENT (the “Agreement”) is made and entered into as of March 16, 2016 (the “Effective Date”), by and among, CRISPR Therapeutics AG, a stock corporation (Aktiengesellschaft) organized under the laws of Switzerland and registered under the registration number CHE-494.642.722 (“CRISPR”), and Bayer HealthCare LLC, a limited liability company incorporated under the laws of Delaware (“Bayer”) and VIVR, LLP ,a limited liability partnership incorporated under the laws of England and Wales (“Company”). Bayer and CRISPR, collectively, are the “Optionees” and each, individually, is an “Optionee”. Terms not otherwise defined herein shall have the meaning set forth in that certain Joint Venture Agreement, dated as of December 19, 2015 (as amended, restated, or otherwise modified from time to time, the “JV Agreement”).
JOINT VENTURE AGREEMENT BETWEEN BAYER HEALTHCARE LLC - and - CRISPR THERAPEUTICS AG December 19, 2015Joint Venture Agreement • July 8th, 2016 • CRISPR Therapeutics AG • Biological products, (no disgnostic substances) • New York
Bayer wishes to collaborate with a company having a high reputation in genome editing technology to further its objective of entering the genome editing market.
