0001144204-10-000428 Sample Contracts

PARTICIPATION AGREEMENT
Participation Agreement • January 5th, 2010 • Cleveland Biolabs Inc • Services-commercial physical & biological research

THIS PARTICIPATION AGREEMENT (this “Agreement”), dated as of December 30, 2009, is made by and among Cleveland BioLabs, Inc., a Delaware corporation (“CBL”), registered on June 5th, 2003, registration number 3666863, tax identification number 20-0077155, located at the address 73 High Street, Buffalo, NY, USA 14203) represented by Michael Fonstein, CEO, and Bioprocess CapitalPartners, LLC, a management company of the venture fund Bioprocess Capital Ventures, a company registered on October 6th, 2006 under the laws of the Russian Federation (“BCP”), registration number 5067746956052, located at the address 6 Stolovyi Pereulok, Bldg. 2, Moscow, Russia 121069, represented by Vladimir Tezov, General Director. CBL and BCP are sometimes referred to individually as an “Participant” and collectively as “Participants.”

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