HISTOGENICS CORPORATION SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
THIS SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (“Agreement”) is made as of the 18th day of December 2013 (the “Effective Time”), by and among Histogenics Corporation, 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” and collectively as the “Investors”).
LEASE AGREEMENT by and between INTERCONTINENTAL FUND III 830 WINTER STREET LLC, as Landlord and HISTOGENICS CORPORATION, as Tenant With respect to the property known as 830 Winter Street, Waltham, Massachusetts 02451 Dated as of June 9, 2006Lease Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies • Massachusetts
CONFIDENTIAL TREATMENT REQUESTED Paid-up License AgreementPaid-Up License Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
THIS AGREEMENT made and entered into as of March 6, 2013 by and between KOKEN Co., Ltd. (hereinafter referred to as “KOKEN”) and HISTOGENICS CORPORATION (hereinafter referred to as “HISTOGENICS”).
CONFIDENTIAL TREATMENT REQUESTED SEVENTH AMENDMENT TO LICENSE AGREEMENTLicense Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
Angiotech Pharmaceuticals (US), Inc., a corporation organized and existing under the laws of the State of Washington, with principal offices at North Bend, WA (“Angiotech US”);
EXCLUSIVE AGREEMENTExclusive Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
Effective as of April 15, 2001 (“Effective Date”), THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY, a body having corporate powers under the laws of the State of California (“STANFORD”), and Histogenics Corporation, a Massachusetts corporation having a principal place of business at 116 Pleasant Street, Suite 19, Easthampton, Massachusetts, 01027 (“LICENSEE”), agree as follows:
CONFIDENTIAL TREATMENT REQUESTED AMENDMENT TO LICENSE AGREEMENT (1st Amendment)License Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
Angiotech Pharmaceuticals (US), Inc., a corporation organized and existing under the laws of Washington, with principal offices at North Bend, WA (“Angiotech US”);
EMPLOYMENT AGREEMENTEmployment Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies • Massachusetts
This Employment Agreement (this “Agreement”) is entered into as of June 5, 2013, by and between Peter Greenleaf (the “Employee”) and Histogenics Corporation, a Delaware corporation (the “Company”).
CONFIDENTIAL TREATMENT REQUESTED REINSTATEMENT AGREEMENT AND SIXTH AMENDMENT TO LICENSE AGREEMENTLicense Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
THIS REINSTATEMENT AGREEMENT AND SIXTH AMENDMENT TO LICENSE AGREEMENT (this “Reinstatement and Sixth Amendment”), effective February 8, 2011, is by and among:
CONFIDENTIAL TREATMENT REQUESTED SECOND AMENDMENT TO EXCLUSIVE AGREEMENTExclusive License Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
This Second Amendment, effective as of January 15, 2006, by and between the Board of Trustees of the Leland Stanford Junior University, a body having corporate powers under the laws of the State of California (“Stanford”), and Histogenics Corporation, a Massachusetts corporation (“Histogenics”), serves to amend the April 15, 2001 agreement between Stanford and Licensee as follows:
CONFIDENTIAL TREATMENT REQUESTED FIFTH AMENDMENT TO LICENSE AGREEMENTLicense Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
Angiotech Pharmaceuticals (US), Inc., a corporation organized and existing under the laws of the State of Washington, with principal offices at North Bend, WA (“Angiotech US”);
CONFIDENTIAL TREATMENT REQUESTED FOURTH AMENDMENT TO LICENSE AGREEMENTLicense Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
Angiotech Pharmaceuticals (US), Inc., a corporation organized and existing under the laws of the State of Washington, with principal offices at North Bend, WA (“Angiotech US”);
CONFIDENTIAL TREATMENT REQUESTED LICENSE AGREEMENTLicense Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
Angiotech Biomaterials Corp., a corporation organized and existing under the laws of Delaware, with principal offices at 2500 Faber Place, Palo Alto, CA, 94303 (“Biomaterials”);
CONFIDENTIAL TREATMENT REQUESTED EIGHTH AMENDMENT TO LICENSE AGREEMENTLicense Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
Angiotech Pharmaceuticals (US), Inc., a corporation organized and existing under the laws of the State of Washington, with principal offices at North Bend, WA (“Angiotech US”);
CONFIDENTIAL TREATMENT REQUESTED AMENDMENT NO. 3 TO THE LICENSE AGREEMENT EFFECTIVE 04/15/2001 BETWEEN STANFORD UNIVERSITY AND HISTOGENICS CORPORATIONLicense Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
Effective as of May 1, 2009, THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY (“Stanford”), an institution of higher education having powers under the laws of the State of California, and Histogenics Corporation a Delaware company having a primary place of business at 830 Winter Street, Waltham MA 02451, agree as follows:
CONFIDENTIAL TREATMENT REQUESTED AMENDMENT NO. 4 TO THE LICENSE AGREEMENT EFFECTIVE 04/15/2001 BETWEEN STANFORD UNIVERSITY AND HISTOGENICS CORPORATIONLicense Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
Effective as of April 29, 2010, THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY (“Stanford”), an institution of higher education having powers under the laws of the State of California, and Histogenics Corporation, a Delaware corporation having its principal offices at 830 Winter Street, 3rd Floor, Waltham, MA 02451 (“Histogenics”) agrees as follows:
CONFIDENTIAL TREATMENT REQUESTED THIRD AMENDMENT TO LICENSE AGREEMENTLicense Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
Angiotech Pharmaceuticals (US), Inc., a corporation organized and existing under the laws of the State of Washington, with principal offices at North Bend, WA (“Angiotech US”);
CONFIDENTIAL TREATMENT REQUESTED SECOND AMENDMENT TO LICENSE AGREEMENTLicense Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
Angiotech Pharmaceuticals (US), Inc., a corporation organized and existing under the laws of the State of Washington, with principal offices at North Bend, WA (“Angiotech US”);
FIRST AMENDMENT TO LEASELease Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
This FIRST AMENDMENT TO LEASE (the “First Amendment”) dated this 1st day of October, 2009 (the “Effective Date”) is made by and between INTERCONTINENTAL FUND III 830 WINTER STREET, LLC, a Massachusetts limited liability company (the “Landlord”), and HISTOGENICS CORPORATION, a Massachusetts corporation (the “Tenant”).
CONFIDENTIAL TREATMENT REQUESTED FIRST AMENDMENT TO EXCLUSIVE AGREEMENTExclusive Agreement • February 14th, 2014 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
This First Amendment, effective as of October 26, 2005, by and between the Board of Trustees of the Leland Stanford Junior University, a body having corporate powers under the laws of the State of California (“Stanford”), and Histogenics Corporation, a Massachusetts corporation (“Histogenics”), serves to amend the Exclusive Agreement between Stanford and Licensee, titled “Restoration of Articular Cartilage Matrix” dated April 15, 2001 and described in Stanford docket S98-181 (the “Agreement”). Stanford and Histogenics agree as follows:
