Exhibit 10.1
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND IS THE TYPE THAT THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL.
Massachusetts Institute of Technology
and
Sigilon Therapeutics, Inc.
FIFTH AMENDMENT
This Fifth Amendment (“Fifth Amendment”), effective as of September 17, 2021 (the “Fifth Amendment Effective Date”), is made by and between the Massachusetts Institute of Technology, a nonprofit research institution having a principal address at 77 Massachusetts Avenue, Cambridge, MA 02139 (“MIT”) and Sigilon Therapeutics, Inc. (fka Sigilon, Inc.) a Delaware corporation, having a principal address at 100 Binney Street, Cambridge, MA 02142 (“Company”) (each individually a “Party” and collectively the “Parties”), and amends that certain Exclusive Patent License Agreement between the Parties dated as of February 8, 2016, as amended (collectively, the “License Agreement”). Capitalized terms used herein without definition shall have the meaning given such terms in the License Agreement.
WHEREAS, MIT internally moved certain filings under MIT Case No. [***] to MIT Case No. [***] solely for administrative purposes;
WHEREAS, COMPANY notified MIT, in an electronic mail message dated April 21, 2020, of its desire to cease funding the prosecution of MIT Case No. [***];
NOW, THEREFORE, the Parties agree to amend the LICENSE AGREEMENT as follows:
1.Article 1.29 is hereby deleted and replaced with the follow definition:
“1.29 “GROUP A PATENT RIGHTS” shall mean any PATENT RIGHTS based on MIT Case Nos. [***].”