0001193125-21-193217 Sample Contracts

EXCLUSIVE OPTION AGREEMENT
Exclusive Option Agreement • June 17th, 2021 • dMY Technology Group, Inc. III • Services-computer integrated systems design • Maryland

This Exclusive Option Agreement (Option Agreement) is entered into as of July 15, 2016 (“Effective Date”) by and between the UNIVERSITY OF MARYLAND, a constituent institution of the University System of Maryland, itself a public agency and instrumentality of the State of Maryland, U.S.A., (UMD), through its Office of Technology Commercialization (OTC) having a principal place of business at 2130 Mitchell Building, 7999 Regents Dr., College Park, MD 20742, and ionQ, Inc., a corporation organized under the laws of the State of Delaware (hereinafter referred to as “LICENSEE”) and having a principal place of business at 10206 Brightsone Place, Ellicott City, MD 21042.

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SECOND AMENDMENT TO OPTION AGREEMENT
Option Agreement • June 17th, 2021 • dMY Technology Group, Inc. III • Services-computer integrated systems design

This Second Amendment to the Option Agreement dated March 19, 2021 (“Amendment Effective Date”) is by and between ionQ, Inc. (“Licensee”) and Duke University (“DUKE”).

AMENDMENT # 3 TO EXCLUSIVE LICENSE AGREEMENT BETWEEN IONQ, INC. DUKE UNIVERSITY AND UNIVERSITIY OF MARYLAND
Exclusive License Agreement • June 17th, 2021 • dMY Technology Group, Inc. III • Services-computer integrated systems design

This Amendment #3 to the Exclusive License Agreement entered into by and between Duke University, a nonprofit educational and research institution organized under the laws of North Carolina (“DUKE”) and IonQ, Inc. (“Licensee”) is effective as of the date of last signature below.

AMENDMENT # 4 TO EXCLUSIVE LICENSE AGREEMENT BETWEEN IONQ, INC. DUKE UNIVERSITY AND UNIVERSITIY OF MARYLAND
Exclusive License Agreement • June 17th, 2021 • dMY Technology Group, Inc. III • Services-computer integrated systems design

This Amendment #4 to the Exclusive License Agreement entered into by and between Duke University, a nonprofit educational and research institution organized under the laws of North Carolina (“DUKE”) and IonQ, Inc. (“Licensee”) is effective as of the date of last signature below.

FORM OF STOCK ISSUANCE AGREEMENT
Stock Issuance Agreement • June 17th, 2021 • dMY Technology Group, Inc. III • Services-computer integrated systems design • Delaware

THIS STOCK ISSUANCE AGREEMENT (“Agreement”) is made as of the ____ day of ________ (the “Effective Date”) by and between IONQ, INC., a Delaware corporation (the “Company”), and [UNIVERSITY OF MARYLAND][DUKE UNIVERSITY] (“University”).

IONQ - DUKE EXCLUSIVE OPTION AGREEMENT
Exclusive Option Agreement • June 17th, 2021 • dMY Technology Group, Inc. III • Services-computer integrated systems design • Maryland

This Exclusive Option Agreement (Option Agreement) is entered into as of July 15, 2016 (“Effective Date”) by and between DUKE UNIVERSITY, a nonprofit educational and research institution organized under the laws of North Carolina (“DUKE”), and ionQ, Inc., a corporation organized under the laws of the State of Delaware (hereinafter referred to as “LICENSEE”) and having a principal place of business at 10206 Brightstone Place, Ellicott City, MD 21042.

FIRST AMENDMENT TO OPTION AGREEMENT
Option Agreement • June 17th, 2021 • dMY Technology Group, Inc. III • Services-computer integrated systems design

This First Amendment to Option Agreement dated December 18, 2020 (“Amendment Effective Date”) is by and between ionQ, Inc. (“Licensee”) and Duke University (“DUKE”).

Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. AMENDMENT #1 TO EXCLUSIVE LICENSE AGREEMENT BETWEEN IONQ, INC....
Exclusive License Agreement • June 17th, 2021 • dMY Technology Group, Inc. III • Services-computer integrated systems design

This Amendment #1 to the Exclusive License Agreement (Amendment) entered into by and between the University of Maryland (UMD) and ionQ, Inc. (Licensee) is effective as of the date of last signature below.

AMENDMENT #1 TO EXCLUSIVE LICENSE AGREEMENT BETWEEN IONQ, INC. DUKE UNIVERSITY AND UNIVERSITY OF MARYLAND
Exclusive License Agreement • June 17th, 2021 • dMY Technology Group, Inc. III • Services-computer integrated systems design

This Amendment #1 to the Exclusive License Agreement entered into by and between Duke University, a nonprofit educational and research institution organized under the laws of North Carolina (“DUKE”) and ionQ, Inc. (“Licensee”) is effective as of the date of last signature below.

LICENSE AGREEMENT
License Agreement • June 17th, 2021 • dMY Technology Group, Inc. III • Services-computer integrated systems design • Maryland

This AGREEMENT is entered into by and between the UNIVERSITY OF MARYLAND, a constituent institution of the University System of Maryland, itself a public agency and instrumentality of the State of Maryland, U.S.A., (hereinafter referred to as “UMD”), through its Office of Technology Commercialization (“OTC”) having a principal place of business at 2130 Mitchell Building, 7999 Regents Dr., College Park, MD 20742, Duke University, a private institution of higher education (hereinafter referred to as “Duke”), having a principal place of business at Durham, NC 27710, and ionQ, a corporation organized under the laws of the State of Delaware (hereinafter referred to as “Licensee”) and having a principal place of business at 10206 Brightsone Place, Ellicott City, MD 21042.

AMENDMENT # 2 TO EXCLUSIVE LICENSE AGREEMENT BETWEEN IONQ, INC. DUKE UNIVERSITY AND UNIVERSITIY OF MARYLAND
Exclusive License Agreement • June 17th, 2021 • dMY Technology Group, Inc. III • Services-computer integrated systems design

This Amendment #2 to the Exclusive License Agreement entered into by and between Duke University, a nonprofit educational and research institution organized under the laws of North Carolina (“DUKE”) and IonQ, Inc. (“Licensee”) is effective as of the date of last signature below.

AMENDMENT #2 TO EXCLUSIVE LICENSE AGREEMENT BETWEEN IONQ, INC. AND UNIVERSITIY OF MARYLAND
Exclusive License Agreement • June 17th, 2021 • dMY Technology Group, Inc. III • Services-computer integrated systems design

This Amendment #2 to the Exclusive License Agreement (Amendment) entered into by and between the University of Maryland (UMD) and ionQ, Inc. (Licensee) is effective as of the date of last signature below.

AMENDMENT TO OPTION AGREEMENT
Option Agreement • June 17th, 2021 • dMY Technology Group, Inc. III • Services-computer integrated systems design

This Amendment to Option Agreement dated February 4, 2021 (“Amendment Effective Date”) is by and between ionQ, Inc. (“Licensee”) and the University of Maryland (“UMD”).

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