0001564590-22-010539 Sample Contracts

CERTAIN CONFIDENTIAL INFORMATION IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED Third Amendment to License Agreement
License Agreement • March 16th, 2022 • Sana Biotechnology, Inc. • Biological products, (no disgnostic substances) • Massachusetts

This Third Amendment (this “Third Amendment”), is effective as of May 20, 2021 (the “Third Amendment Effective Date”), by and between The President an Fellows of Harvard University (“Harvard”), and Sana Biotechnology, Inc., a corporation organized and existing under the laws of the State of Delaware (“Licensee”) (together with Harvard, the “Parties” and each individually a “Party”), and amends that certain License Agreement, dated as of March 19, 2019, as amended by those certain Amendments to the License Agreement dated as of June 10, 2019, and December 15, 2020, by and between Harvard and Licensee (together, the “Agreement”). Capitalized terms used but not defined herein have the respective meanings assigned to them in the Agreement.

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FOURTH AMENDMENT TO LICENSE AGREEMENT
License Agreement • March 16th, 2022 • Sana Biotechnology, Inc. • Biological products, (no disgnostic substances) • Massachusetts

This Fourth Amendment (this “Fourth Amendment”), is effective as of October 25, 2021 (the “Fourth Amendment Effective Date”), by and between President an Fellows of Harvard University (“Harvard”), and Sana Biotechnology, Inc., a corporation organized and existing under the laws of the State of Delaware (“Licensee”) (together with Harvard, the “Parties” and each individually a “Party”), and amends that certain License Agreement, dated as of March 19, 2019, as amended by those certain Amendments to the License Agreement dated as of June 10, 2019, December 15, 2020, and May 20, 2021, by and between Harvard and Licensee (together, the “Agreement”). Capitalized terms used but not defined herein have the respective meanings assigned to them in the Agreement.

PATENT LICENSE AGREEMENT – EXCLUSIVE
Patent License Agreement • March 16th, 2022 • Sana Biotechnology, Inc. • Biological products, (no disgnostic substances) • District of Columbia

This Patent License Agreement, hereinafter referred to as the “Agreement”, consists of this Cover Page, an attached Agreement, a Signature Page, Appendix A (List of Patent(s) or Patent Application(s)), Appendix B (Fields of Use and Territory), Appendix C (Royalties), Appendix D (Benchmarks and Performance), Appendix E (Commercial Development Plan), Appendix F (Example Royalty Report), and Appendix G (Royalty Payment Options).

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