AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • February 26th, 2021 • Talaris Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
Contract Type FiledFebruary 26th, 2021 Company Industry JurisdictionTHIS AMENDED AND INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 22nd day of September, 2020 by and among TALARIS THERAPEUTICS, 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”, each of the stockholders listed on Schedule B hereto, each of whom is referred to herein as a “Key Holder”, and any additional Investor that becomes a party to this Agreement in accordance with Subsection 6.9 hereof.
Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder...Exclusive License Agreement • February 26th, 2021 • Talaris Therapeutics, Inc. • Biological products, (no disgnostic substances) • Kentucky
Contract Type FiledFebruary 26th, 2021 Company Industry JurisdictionThis Amended and Restated Exclusive License Agreement (“Agreement”) is executed this 31st day of October, 2018 (the “Execution Date”) and is effective as of February 26, 2017 (the “Effective Date”) and is made by and between University of Louisville Research Foundation, Inc. (“ULRF”), a Kentucky 501(c)3 non-profit corporation having an office at 300 East Market Street, Suite 300, Louisville, Kentucky, 40202, as the agent of the University of Louisville (“UofL”) for licensing intellectual property owned and controlled by ULRF on behalf of UofL and Regenerex, Inc. (“Licensee”), a Delaware corporation with a principal place of business at 201 East Jefferson Street, Suite 110B, Louisville, KY. ULRF and Licensee are referred to herein, on occasion, separately each as a “Party” or together as the “Parties”.
UNIVERSITY OF LOUISVILLE LEASE AGREEMENTLease Agreement • February 26th, 2021 • Talaris Therapeutics, Inc. • Biological products, (no disgnostic substances) • Kentucky
Contract Type FiledFebruary 26th, 2021 Company Industry JurisdictionThis Lease Agreement (“Agreement”), made and entered into with effect as of November 1, 2018 (the “Effective Date”), by and between the University of Louisville, an agency of the Commonwealth of Kentucky and an institution of higher education (“Lessor”), and Regenerex, Inc. (“Lessee”). The parties agree as follows: