LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 31st, 2018 • Mesoblast LTD • Biological products, (no disgnostic substances) • California
THIS LOAN AND SECURITY AGREEMENT is made and dated as of March 6, 2018 and is entered into by and between Mesoblast Limited ACN 109 431 870, an Australian listed public company (“Parent” and “Guarantor”), Mesoblast UK Limited, a company incorporated in England and Wales with registered number 07596260 whose registered address is 5 New Street Square, London, EC4A 3TW, United Kingdom (“Mesoblast UK”), Mesoblast, Inc., a Delaware corporation (“Mesoblast USA”), Mesoblast International (UK) Limited, a company incorporated in England and Wales with registered number 09630007 whose registered address is 5 New Street Square, London, EC4A 3TW, United Kingdom (“Mesoblast Intl UK”), Mesoblast International Sàrl, a company organized under the laws of Switzerland (“Mesoblast SUI”) and each of Parent’s Subsidiaries that delivers a Joinder Agreement pursuant to Section 7.13 of the Agreement (together with Mesoblast USA, Mesoblast UK, Mesoblast Intl UK and Mesoblast SUI, collectively referred to as th
DEVELOPMENT AND COMMERCIALIZATION AGREEMENT Between Mesoblast Inc. and Mesoblast International Sàrl and Tasly Pharmaceutical Group Co., Ltd. July 17, 2018Development and Commercialization Agreement • August 31st, 2018 • Mesoblast LTD • Biological products, (no disgnostic substances) • Victoria
This DEVELOPMENT AND COMMERCIALIZATION AGREEMENT (the “Agreement”) is made as of July 17, 2018 (the “Signature Date”) by and between, on the one hand, Mesoblast Inc. with a place of business at 505 Fifth Avenue, Level 3, New York, NY 10017 (“Mesoblast Inc.”) and Mesoblast International Sàrl, a Swiss societé a responsibilité limitée, with its principal place of business located at Route de Pre-Bois 20, c/o Accounting & Management Service SA, 1217 Meyrin, Switzerland (“Mesoblast Sàrl,” and together with Mesoblast Inc., “MSB”) and, on the other hand, Tasly Pharmaceutical Group Co., Ltd. with a place of business at Tasly TCM Garden, No. 2, Pujihe East Road, Beichen district, Tianjin, P. R. China 300410 (“Tasly” or “Collaborator”). MSB and Tasly are each referred to herein by name or, individually, as a “Party” or, collectively, as the “Parties.”
PATENT LICENSE AND SETTLEMENT AGREEMENTPatent License and Settlement Agreement • August 31st, 2018 • Mesoblast LTD • Biological products, (no disgnostic substances) • New York
This PATENT LICENSE AND SETTLEMENT AGREEMENT is entered into as of December 14, 2017 (the “Effective Date”) by and between, on the one hand, Mesoblast Inc., a Delaware corporation, with a place of business at 505 Fifth Avenue, New York, New York 10017 U.S.A. (“Mesoblast Inc.”) and Mesoblast International Sàrl, a Swiss societé à responsibilité limitée, with a place of business located at Route de Pre-Bois 20, c/o Accounting & Management Service SA, 1217 Meyrin, Switzerland (“Mesoblast Sàrl,” and together with Mesoblast Inc., “MSB”) and, on the other hand, TiGenix S.A.U., a Spanish corporation, with a place of business at Calle Marconi 1, Parque Tecnológico de Madrid, 28760 Tres Cantos (Madrid), Spain (“TiGenix”); each of MSB and TiGenix may be hereinafter referred to together as the “Parties” and individually as a “Party” when convenient.
