LICENSE AGREEMENT by and between THE SCRIPPS RESEARCH INSTITUTE, a California nonprofit public benefit corporation and FATE THERAPEUTICS, INC., a Delaware corporationLicense Agreement • February 24th, 2021 • Fate Therapeutics Inc • Biological products, (no disgnostic substances) • California
This License Agreement is entered into and made effective as of this 13th day of July, 2009 (the “Effective Date”), by and between THE SCRIPPS RESEARCH INSTITUTE, a California nonprofit public benefit corporation (“TSRI”), and Fate Therapeutics, Inc., a Delaware corporation (“Licensee”), each located at the respective address set forth in Section 14.17 below, with respect to the facts set forth below.
STOCK OPTION AGREEMENT UNDER FATE THERAPEUTICS, INC. INDUCEMENT EQUITY PLANStock Option Agreement • February 24th, 2021 • Fate Therapeutics Inc • Biological products, (no disgnostic substances)
Pursuant to the Fate Therapeutics, Inc. Inducement Equity Plan as amended through the date hereof (the “Plan”), Fate Therapeutics, Inc. (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of Common Stock, par value $0.001 per share (the “Stock”) of the Company specified above at the Option Exercise Price per Share specified above subject to the terms and conditions set forth herein and in the Plan. This Stock Option is not intended to be an “incentive stock option” under Section 422 of the Internal Revenue Code of 1986, as amended. For the avoidance of doubt, this Stock Option is not issued under the Company’s 2013 Stock Option and Incentive Plan, and does not reduce the share reserve under such equity plan. This Stock Option is granted as an “employment inducement award” pursuant to the exemption provided by Rule 5635(c)(4) of the Marketplace Rules of
Re: Collaboration and Option Agreement between Fate Therapeutics, Inc. (“Fate”) and Ono Pharmaceutical Co., Ltd. (“Ono”), dated September 14, 2018 (the “Agreement”)Fate Therapeutics Inc • February 24th, 2021 • Biological products, (no disgnostic substances)
As you know, Fate and Ono are conducting a research collaboration under the Agreement, pursuant to which (i) Fate is conducting research on Collaboration Candidate 1; and (ii) Ono and Fate are conducting research to enable Ono to determine the Ono Antigen Binding Domain for Collaboration Candidate 2, upon which determination the Ono Antigen Binding Domain will be incorporated into Collaboration Candidate 2 for further research and development of Collaboration Candidate 2 under the Agreement. Ono has exclusive options under the Agreement to obtain exclusive licenses to Collaboration Candidate 1 and Collaboration Candidate 2. Capitalized terms used but not defined in this letter will have the meanings given in the Agreement.
PATENT LICENSE AGREEMENTPatent License Agreement • February 24th, 2021 • Fate Therapeutics Inc • Biological products, (no disgnostic substances)
FATE is developing novel cell therapies based upon its proprietary platform. The Parties entered into an Option Agreement dated 26.11.2018 (the “OPTION AGREEMENT”) by which MDC granted FATE an option to obtain an exclusive license to the aforementioned PATENT RIGHTS. FATE has executed the option and wishes to enter into a license agreement with MDC on the terms summarized in the term sheet attached as Annex 2 to the OPTION AGREEMENT, and set forth herein in this Agreement. MDC is willing to grant FATE such a license.
RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER FATE THERAPEUTICS, INC. INDUCEMENT EQUITY PLANRestricted Stock Unit Award Agreement • February 24th, 2021 • Fate Therapeutics Inc • Biological products, (no disgnostic substances)
Pursuant to the Fate Therapeutics, Inc. Inducement Equity Plan as amended through the date hereof (the “Plan”), Fate Therapeutics, Inc. (the “Company”) hereby grants an award of the number of Restricted Stock Units listed above (an “Award”) to the Grantee named above. Each Restricted Stock Unit shall relate to one share of Common Stock, par value $0.001 per share (the “Stock”) of the Company. For the avoidance of doubt, the Award is not issued under the Company’s 2013 Stock Option and Incentive Plan, and does not reduce the share reserve under such equity plan. This Award is granted as an “employment inducement award” pursuant to the exemption provided by Rule 5635(c)(4) of the Marketplace Rules of the NASDAQ Stock Market, Inc.
