Artiva Biotherapeutics, Inc. Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 2nd, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [___________________] between Artiva Biotherapeutics, Inc., a Delaware corporation (the “Company”), and [___________] (“Indemnitee”).

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Artiva Biotherapeutics, Inc. Common Stock Underwriting Agreement
Underwriting Agreement • January 21st, 2022 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York

Artiva Biotherapeutics, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [●] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [●] additional shares (the “Optional Shares”) of Common Stock (“Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).

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INDEMNITY AGREEMENT
Indemnity Agreement • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware

THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of ___________ _____, 2021, is made by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (the “Company”), and [______] (“Indemnitee”).

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OFFICE LEASE
Office Lease • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California

This Office Lease (the “Lease”), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”), below, is made by and between HSPF LA JOLLA COMMONS I INVESTORS LLC, a Delaware limited liability company (“Landlord”), and ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Tenant”).

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Private & Confidential
Artiva Biotherapeutics, Inc. • June 28th, 2024 • Biological products, (no disgnostic substances)

On behalf of Artiva Biotherapeutics, Inc. (the “Company”), I am pleased to offer you employment under the terms set forth in this offer letter agreement (this “Agreement”). These employment terms will be effective as of your start date, which will be on December 31, 2021 (the “Start Date”).

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CONSULTING AGREEMENT
Consulting Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California

THIS CONSULTING AGREEMENT (the “Agreement”) is sat by and between ARTIVA BIOTHERAPEUTICS, INC. (“Company”) and MEF CONSULTING LLC, a Limited liability company (“Consultant”), effective as of April 3, 2023 (the “Effective Date”).

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Re: Employment Offer Letter
Artiva Biotherapeutics, Inc. • June 28th, 2024 • Biological products, (no disgnostic substances)

On behalf of the Board of Directors of Artiva Biotherapeutics, Inc. (the “Company”), I am pleased to offer you employment under the terms set forth in this offer letter agreement (this “Agreement”). These employment terms are contingent upon Board approval, and will be effective as of your start date, which will be on January 1, 2021 (the “Start Date”).

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Re: Employment Offer Letter
Artiva Biotherapeutics, Inc. • April 8th, 2021 • Biological products, (no disgnostic substances)

On behalf of the Board of Directors of Artiva Biotherapeutics, Inc. (the “Company”), I am pleased to offer you employment under the terms set forth in this offer letter agreement (this “Agreement”). These employment terms are contingent upon Board approval, and will be effective as of your start date, which will be on January 1, 2021 (the “Start Date”).

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SELECTED PRODUCT LICENSE AGREEMENT (AB-101)
Selected Product License Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)

THIS SELECTED PRODUCT LICENSE AGREEMENT (the “Agreement”) is made and entered into as of November 21, 2019 (the “Effective Date”) by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having a place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121, USA, and GREEN CROSS LABCELL CORPORATION, a Korean corporation (“GCLC”), with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 446-850, 16924, Republic of South Korea. Artiva and GCLC are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.

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AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • March 2nd, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware

THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of February 22, 2021, by and among Artiva Biotherapeutics, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor.”

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SELECTED PRODUCT LICENSE AGREEMENT (AB-101)
Selected Product License Agreement • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)

THIS SELECTED PRODUCT LICENSE AGREEMENT (the “Agreement”) is made and entered into as of November 21, 2019 (the “Effective Date”) by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having a place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121, USA, and GREEN CROSS LABCELL CORPORATION, a Korean corporation (“GCLC”), with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 446-850, 16924, Republic of South Korea. Artiva and GCLC are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.

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Private & Confidential
Artiva Biotherapeutics, Inc. • April 8th, 2021 • Biological products, (no disgnostic substances)

On behalf of Artiva Biotherapeutics, Inc. (the “Company”), I am pleased to offer you employment under the terms set forth in this offer letter agreement (this “Agreement”). These employment terms will be effective as of your start date, which will be on April 5, 2021 (the “Start Date”).

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Omnibus Amendment
Artiva Biotherapeutics, Inc. • June 28th, 2024 • Biological products, (no disgnostic substances)

This Omnibus Amendment (this “Amendment”), effective as of February 3, 2022, is entered into by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having its principal place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121 and GC CELL CORPORATION (F/K/A GREEN CROSS LABCELL CORPORATION), a Korean corporation (“GC Cell” or “GCLC”), with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 16924, Republic of South Korea.

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Dr. Heather Raymon Private & Confidential
Artiva Biotherapeutics, Inc. • June 28th, 2024 • Biological products, (no disgnostic substances)

On behalf of Artiva Biotherapeutics, Inc. (the “Company”), I am pleased to offer you employment under the terms set forth in this offer letter agreement (this “Agreement”). These employment terms will be effective as of your start date, which will be on or around October 22, 2020 (the “Start Date”).

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Amendment No. 2 to Strategic Collaboration Agreement
Strategic Collaboration Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)

This Amendment No. 2 (the “Amendment”), effective as of June 30, 2023 (the “Amendment Date”), amends certain provisions of the Strategic Collaboration Agreement dated November 1, 2022, amended November 14, 2022 (the “Agreement”), between Affimed GmbH, a German corporation having its principal office at Im Neuenheimer Feld 582, 69120 Heidelberg, Germany (“Affimed”) and Artiva Biotherapeutics, Inc., a Delaware corporation having its principal office at 5505 Morehouse Drive, Suite 100, San Diego, CA 92121, USA (“Artiva”) (Affimed and Artiva each a “Party” and together the “Parties”).

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Amendment No. 1 to Option and License Agreement
Option and License Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)

This Amendment No. 1 (this “Amendment”), effective as of June 23, 2020, amends certain provisions of the Option and License Agreement dated September 4, 2019, between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having its principal place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121 and GREEN CROSS LABCELL CORPORATION, a Korean corporation (“GCLC”), with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 446-850, 16924, Republic of South Korea (hereinafter the “Original Agreement”).

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OPTION AND LICENSE AGREEMENT
Option and License Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York

THIS OPTION AND LICENSE AGREEMENT (the “Agreement”) is made and entered into as of September 4, 2019 (the “Effective Date”) by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having a place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121, USA, and GREEN CROSS LABCELL CORPORATION, a Korean corporation (“GCLC”), with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 446-850, 16924, Republic of South Korea. Artiva and GCLC are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.

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Re: Separation Agreement
Separation Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)

This letter sets forth the substance of the separation agreement (the “Agreement”) that Artiva Biotherapeutics, Inc. (the “Company”) is offering to you to aid in your employment transition.

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Michael Faerm Re: Separation Agreement Dear Mike:
Consulting Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)

This letter sets forth the substance of the separation agreement (the “Agreement”) that Artiva Biotherapeutics, Inc. (the “Company”) is offering to you to aid in your employment transition.

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MASTER RESEARCH SERVICES AGREEMENT (For Selected Products)
Master Research Services Agreement • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York

THIS MASTER RESEARCH SERVICES AGREEMENT (the “Agreement”) is made as of August 3, 2020 (the “Effective Date”), by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation, having an address of 4747 Executive Drive, Suite 1150, San Diego, CA 92121 (“Artiva”), and GREEN CROSS LABCELL CORPORATION, a Korean corporation, with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 446-850, 16924, Republic of Korea (“GCLC”).

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Amendment No. 1 to Option and License Agreement
Option and License Agreement • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)

This Amendment No. 1 (this “Amendment”), effective as of June 23, 2020, amends certain provisions of the Option and License Agreement dated September 4, 2019, between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having its principal place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121 and GREEN CROSS LABCELL CORPORATION, a Korean corporation (“GCLC”), with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 446-850, 16924, Republic of South Korea (hereinafter the “Original Agreement”).

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Amendment No. 1 to Master Agreement for Manufacturing Services
Master Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)

This Amendment No. 1 (this “Amendment”), effective as of June 16, 2020, amends certain provisions of the Master Agreement for Manufacturing Services dated March 16, 2020, between Artiva Biotherapeutics, Inc. (“Company”), having its principal place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121 and Green Cross Cell Corporation, a Korean corporation (“Manufacturer”), with its principal place of business located at 107, lhyeon-ro 30 beon-gil, Giheung- gu, Yongin-si, Gyeonggi-do, 16924, Republic of South Korea (hereinafter the “Original Agreement”).

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CONSULTING AGREEMENT
Consulting Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California

THIS CONSULTING AGREEMENT (the “Agreement”) is made by and between ARTIVA BIOTHERAPEUTICS, INC. (“Company”) and DIEGO MIRALLES (“Consultant”), effective as of NOVEMBER 1, 2023 (the “Effective Date”).

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COLLABORATION AGREEMENT
Collaboration Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York

This COLLABORATION AGREEMENT (this “Agreement”), made as of November 1, 2022 (the “Effective Date”), is by and between AFFIMED GMBH, a German corporation (“Affimed”), having a primary place of business at Im Neuenheimer Feld 582, 69120 Heidelberg, Germany, and ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having a primary place of business at 5505 Morehouse Drive, Suite 100, San Diego, CA 92121, USA. Affimed and Artiva are each referred to herein individually as a “Party” and collectively the “Parties”.

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Amendment No. 1 to Master Agreement for Manufacturing Services
Master Agreement • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)

This Amendment No. 1 (this “Amendment”), effective as of June 16, 2020, amends certain provisions of the Master Agreement for Manufacturing Services dated March 16, 2020, between Artiva Biotherapeutics, Inc. (“Company”), having its principal place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121 and Green Cross Cell Corporation, a Korean corporation (“Manufacturer”), with its principal place of business located at 107, lhyeon-ro 30 beon-gil, Giheung- gu, Yongin-si, Gyeonggi-do, 16924, Republic of South Korea (hereinafter the “Original Agreement”).

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OFFICE LEASE
Office Lease • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California

This Office Lease (the “Lease”), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”), below, is made by and between HSPF LA JOLLA COMMONS I INVESTORS LLC, a Delaware limited liability company (“Landlord”), and ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Tenant”).

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MASTER RESEARCH SERVICES AGREEMENT (For Selected Products)
Master Research Services Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York

THIS MASTER RESEARCH SERVICES AGREEMENT (the “Agreement”) is made as of August 3, 2020 (the “Effective Date”), by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation, having an address of 4747 Executive Drive, Suite 1150, San Diego, CA 92121 (“Artiva”), and GREEN CROSS LABCELL CORPORATION, a Korean corporation, with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 446-850, 16924, Republic of Korea (“GCLC”).

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Amendment No. 1 to Consulting Agreement
Consulting Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)

This Amendment No. 1 (the “Amendment”), effective as of October 3, 2023, amends certain provisions of the Consulting Agreement dated April 3, 2023 (the “Agreement”), between Artiva Biotherapeutics, Inc. (“Company”), having its principal place of business at 5505 Morehouse Drive, Suite 100, San Diego, CA 92121 and MEF Consulting LLC (“Consultant”).

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MERCK PARTNERED PRODUCT RESEARCH SERVICES AND LICENSE AGREEMENT
Services and License Agreement • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York

THIS MERCK PARTNERED PRODUCT RESEARCH SERVICES AND LICENSE AGREEMENT (the “Agreement”) is made as of January 27, 2021 (the “Effective Date”), by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having an address of 4747 Executive Drive, Suite 1150, San Diego, CA 92121, and GREEN CROSS LABCELL CORPORATION, a Korean corporation (“GCLC”), with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 446-850, 16924, Republic of Korea.

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EXCLUSIVE LICENSE AND RESEARCH COLLABORATION AGREEMENT by and between Artiva Biotherapeutics, Inc. and Merck Sharp & Dohme Corp.
Exclusive License and Research Collaboration Agreement • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York

This Exclusive License and Research Collaboration Agreement (this “Agreement”) is effective as of January 27, 2021 (the “Effective Date”) and is entered into by and between Artiva Biotherapeutics, Inc., a corporation organized and existing under the laws of Delaware (“Company”) and Merck Sharp & Dohme Corp., a corporation organized and existing under the laws of New Jersey (“Merck”).

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Private & Confidential
Artiva Biotherapeutics, Inc. • June 6th, 2022 • Biological products, (no disgnostic substances)

On behalf of Artiva Biotherapeutics, Inc. (the “Company”), I am pleased to offer you employment under the terms set forth in this offer letter agreement (this “Agreement”). These employment terms are contingent upon reference check and Board approval, and will be effective as of your start date, which will be on or before June 6, 2022 (the “Start Date”). This offer will become void if not accepted by May 24, 2022.

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Amendment No. 1 to Consulting Agreement
Consulting Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)

This Amendment No. 1 (the “Amendment”), effective as of September 1, 2023, amends certain provisions of the Consulting Agreement dated March 31, 2023 (the “Agreement”), between Artiva Biotherapeutics, Inc. (“Company”), having its principal place of business at 5505 Morehouse Drive, Suite 100, San Diego, CA 92121 and Peter Flynn (“Consultant”).

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FIRST AMENDMENT TO LICENSE AGREEMENT
License Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)

THIS FIRST AMENDMENT TO LICENSE AGREEMENT (this “First Amendment”) is made as of May 9, 2022, by and between ARE-SD REGION NO. 37, LLC, a Delaware limited liability company (“Licensor”), and ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Licensee”).

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Agreement Confidential QA Controlled Document Master Agreement for Manufacturing Services March 16, 2020 / DCR001 AGR001.01
Agreement Confidential Qa Controlled Document • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)

CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.

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OPTION AND LICENSE AGREEMENT
Option and License Agreement • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York

THIS OPTION AND LICENSE AGREEMENT (the “Agreement”) is made and entered into as of September 4, 2019 (the “Effective Date”) by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having a place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121, USA, and GREEN CROSS LABCELL CORPORATION, a Korean corporation (“GCLC”), with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 446-850, 16924, Republic of South Korea. Artiva and GCLC are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.

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