0001144204-14-045707 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • July 30th, 2014 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

This Indemnification Agreement (“Agreement”) is made and entered into this ____ day of ______ 2014, by and between Eyegate Pharmaceuticals, Inc., a Delaware corporation (the “Company,” which term shall include, where appropriate, any Entity (as hereinafter defined) controlled directly or indirectly by the Company) and ____________ (“Indemnitee”):

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EYEGATE PHARMACEUTICALS, INC. SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • July 30th, 2014 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations • Massachusetts

THIS SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT, entered into as of _______________, 2014 (this “Agreement”), is made by and between Eyegate Pharmaceuticals, Inc., a Delaware corporation (the “Employer”), and Stephen From (the “Employee”).

Amended and Restated License Agreement
License Agreement • July 30th, 2014 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations

This Amended and Restated License Agreement (this “Agreement”) is entered into and made effective the 16th day of December 2005 (the “Effective Date”) between UNIVERSITY OF MIAMI and its School of Medicine, whose principal place of business is at 1600 N.W. 10th Avenue, Miami, Florida 33 136 (hereinafter referred to as “LICENSOR”) and EYEGATE PHARMA SA, a French corporation whose principal place of business is at Tour de l’Horloge 4, place Louis Armand, 75012 PARIS, France and formerly known as Optis France SA (hereinafter referred to as “LICENSEE”).

FIRST AMENDMENT TO FIRST AMENDED AND RESTATED LICENSE AGREEMENT
License Agreement • July 30th, 2014 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations

THIS FIRST AMENDMENT TO FIRST AMENDED AND RESTATED LICENSE AGREEMENT ("this Amendment") is made as of July 7, 2014 (the "Effective Date"), by and between UNIVERSITY OF MIAMI and its School of Medicine, whose principal place of business is at 1600 N.W. 10th Avenue, Miami, Florida 33136 (the "Licensor") and EYEGATE PHARMA SA, a French corporation, whose principal place of business is at Tour de l'Horlage 4, place Louis Armand, 75012 Paris, France, and formerly known as Optis France SA (the "Licensee").

EYEGATE PHARMACEUTICALS, INC. Suite 108 Waltham, MA 02452
Letter Agreement • July 30th, 2014 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations • Massachusetts

This Letter Agreement amends and restates the prior letter agreement between you and the Company, dated as of August 22, 2006, as amended (the “Prior Letter”) and shall be effective immediately following the closing of the Company’s initial public offering (the “IPO”) of its common stock, $0.01 par value per share (“Common Stock”), (the “Effective Date”) and shall continue thereafter in full force and effect until terminated in accordance with the provisions of this Letter Agreement. The Prior Letter shall remain in full force and effect, subject to its respective termination provisions, until the Effective Date; and if the IPO does not close, this Letter Agreement shall be null, void, and without effect.

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