Certain information has been excluded from this exhibit because it (i) is not material and (ii) would be competitively harmful if publicly disclosed.
Amendment No. 1 to License Agreement
This Amendment No. 1 to License Agreement (this Amendment No. 1) is entered into as of this 25th day of October, 2018 ( the Amendment No. 1 Execution Date), and shall be deemed effective as of April 1, 2017 (the Amendment No. 1 Effective Date), by and between 10X Genomics, Inc. (fka 10X Technologies, Inc.), a Delaware Corporation, having a place of business at 7068 Koll Center Parkway, Suite 401, Pleasanton, CA 94566 (Licensee) and President and Fellows of Harvard College, an educational and charitable corporation existing under the laws and the constitution of the Commonwealth of Massachusetts, having a place of business at Richard A. and Susan F. Smith Campus Center, Suite 727E, 1350 Massachusetts Avenue, Cambridge, Massachusetts 02138 (Harvard). Harvard, on the one hand, and Licensee, on the other, each shall be referred to herein as a Party and together as the Parties.
WHEREAS, Harvard and Licensee entered into a License Agreement dated as of September 26th, 2013 (the License Agreement); and
WHEREAS, Harvard and Licensee each agree and acknowledge that Licensee is and has been making and selling Licensed Products and Instrument Products ( as defined below); and
WHEREAS, Harvard and Licensee each agree and acknowledge that royalties on sales of Instrument Products (as defined below) made after the Amendment No. 1 Effective Date should be made at the Rate defined below and are due and owing; and
WHEREAS, Harvard and Licensee desire to amend the License Agreement in accordance with Section 11.10 thereof, as set forth below;
NOW, THEREFORE, for good and valuable consideration, the sufficiency of which is hereby acknowledged, the Parties agree as follows:
Section 1.1 of the License Agreement is hereby amended by inserting into the appropriate alphabetical order the following terms:
Amendment No. 1 Effective Date means April 1, 2017.
Amendment No. 1 Execution Date shall mean October 25, 2018.
Instrument Products means (a) Licensed Products that are instruments such as, but not limited to, the GemCode and Chromium instruments, or (b) any instrument product marketed, sold, used, or otherwise provided by or on behalf of Licensee, its Affiliates or Sublicensees, now or in the future, that is necessary for, or intended for, use in combination or connection with a Licensed Product for purposes of making, using, or performing a method or product covered within the scope of a Valid Claim.