To companies developing products using iPS cell stockApproval

Preclinical

ClinicalresearchClinical
trialMAApplication

If you will reach the successful eventthat is to obtain the marketing
approval...

Please refund a part of the revenues inorder CiRA Foundation to maintain thephilosophy that is “High-quality iPS
cells at low cost."

Launch➢ Consideration for transfer of ownership of iPS cells:
JPY 50 million(Half price for venture companies *1)➢ iPSC Stock System Maintenance Fee*2 :0.5% of sales for 20 years(If you do not need to be transferred ownership, you will notbe charged for the transfer of ownership.)*1) Venture companies: Companies with less than 100 employees*2) iPSC Stock System Maintenance Fee: Cost to maintain information necessary for companies to handle
regenerative medicine products, including information provided by CiRA Foundation relevant to iPS cellstock, various data related to manufacturing and evaluation, storage of the original iPS cell stock.
CiRA Foundation│1For iPS cell ownership transfer consideration and iPSC Stock System Maintenance Fee● For management unit
✓ The management unit is the product name (brand name) in principle. (The same product name is groupedeven in different countries)✓ Manufacturing and marketing approval (hereinafter, “approval”) means main approval. (Not subject toconditional approval)● For ownership transfer consideration✓ Ownership is transferred on a management unit basis.
✓ After executing Ownership Transfer Agreement, the possessory right (real right) will be set at the time ofnotification of the clinical trial, and the ownership will be transferred at the time of approval of manufacturingand marketing.
✓ Payment of consideration is not required when setting the possessory right, and JPY 50M is required whentransferring the ownership. (Half price for venture. One-time payment through Japan, US and Europe)✓ Early transfer of ownership is possible if prepayment is conducted before the predetermined timing of for theconsideration payment (the time of manufacturing and marketing approval).
✓ Even if the products come from the same stock, JPY 50M shall be paid for each approval as far as theproduct is different product management unit. However, the maximum is 3 products management units, andin principle we will not receive the consideration for 4th product or later.
(Even if approval is obtained for cells not derived from stock cells, if your company use the data of clinical trials performedon stock-derived cells, your company will be charged for this ownership transfer consideration)● For iPSC Stock System Maintenance Fee✓ 0.5% of worldwide sales for 20 years from the year following the first approval in the Japan, US or Europe.
✓ Even if the products come from the same stock, the starting point of 20 years will occur for each approvalof the product as a management unit. However, the maximum is 3 products, and in principle we will notreceive the 4th product or later.
(Even if approval is obtained for cells not derived from stock cells, if your company use the data of clinical trials performedon stock-derived cells, your company will be charged for this iPSC Stock System Maintenance Fee)

Product A：20 years from the year following approval
Product A：Main approval

Product B：20 years from the year following approval
Product B：Main approval

CiRA Foundation│2

Rights and obligations associated with transfer of ownership

Collaborative Research Agreement
against stock use organization

Possessory right will
be set after theclinical trial
notification

Foundation
Establish

Transfer of ownership toCiRA Foundation from Kyoto
University at the time ofCiRA Foundation’s
establishment

iPSC stock system
maintenance fees
Approval

Possessory
rightsOwn Ownership -ership Transfer
transfer Agreement

Transfer fee

Right to suspend and return iPSC based on its ownership
Limitation of purpose of use

iPS cell stock cannot be sold or transfer

Restrictions on human use, individuals and germ cell production
Possibility of disposal and return iPSC due to withdrawal of donor IC

Prior approval to provide iPSC and research materials to a third party
Prior approval users/use location of donor/quality information

Right to terminate Agreement (do not exercise if cured)
Cell/data request right

Data request right (duty of effort)

Stock Committee Examination

Subsequent report when adding destinations + Annual report*This content just shows schematic image, and the details may change in the future.

CiRA Foundation│3