EX-10.25



 Exhibit 10.25 

AMENDMENT NO. 4 
 TO THE
LICENSE AGREEMENT EFFECTIVE 04/15/2001 
 BETWEEN 

STANFORD UNIVERSITY 

AND HISTOGENICS CORPORATION 

Effective as of April 29, 2010, THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY (“Stanford”), an institution of
higher education having powers under the laws of the State of California, and Histogenics Corporation, a Delaware corporation having its principal offices at 830 Winter Street, 3rd Floor, Waltham, MA 02451 (“Histogenics”) agrees as
follows: 
  

	 	1.	BACKGROUND 

 Stanford and Histogenics are parties to an Exclusive Agreement effective as of
April 15, 2001 (the “Original Agreement”), as amended by the First Amendment to Exclusive Agreement effective as of October 26, 2005 (“Amendment No. 1”), Second Amendment to Exclusive Agreement effective as of
January 15, 2006 (“Amendment No. 2”), and Amendment No. 3 to the License Agreement effective as of May 1, 2009 (“Amendment No. 3 and together with the Original Agreement, Amendment No. 1 and Amendment
No. 2, the “License Agreement”). The License Agreement covers Restoration of Articular Cartilage Matrix disclosed in Stanford Docket S98-181. Stanford and Histogenics wish to amend the License Agreement to change the date by when
Histogenics will have certain products available for commercial sale. 
  

	 	2.	AMENDMENT 

 The third bullet in Section 2.6(A) of Amendment No. 2 is amended to read
as follows: 
  

	 	•	 	Histogenics will have Licensed Products available for commercial sale no later than December 31, 2015 

  

	 	3.	NO OTHER CHANGES 

 Except as set forth in this Amendment No. 4, the License Agreement
remains in full force and effect and is hereby ratified and confirmed. In the event of any conflict between the terms of this Amendment No. 4 and the terms of the License Agreement, the terms of this Amendment No. 4 shall control. 

 

	 	4.	EXECUTION IN COUNTERPARTS 

 This Amendment No. 4 may be executed in one or more
counterparts, each of which when so executed and delivered shall be deemed to be an original and all of which taken together shall constitute one and the same instrument. The parties agree that a copy of the original signature (including an
electronic copy) may be used for any and all purposes for which the 







 
original signature may have been used. The parties further waive any right to challenge the admissibility of authenticity of this document in a court of law based solely on the absence of an
original signature. 
  

	 	5.	ENTIRE AGREEMENT 

 The License Agreement, as modified by this Amendment, represents the entire
agreement between Stanford and Histogenics relating to the subject matter hereof and merges and supersedes all prior and contemporaneous discussions, agreements and understandings of every nature relating to the subject matter of the License
Agreement. 
 IN WITNESS WHEREOF, the parties have executed this Amendment No. 4 in duplicate originals by their duly authorized
officers or representatives. 
  

			
	THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY
		
	Signature:	 	 /s/ Katharine Ku

	Name:	 	 Katharine Ku

	Title:	 	 Director Technology Licensing

	Date:	 	 April 29, 2010

	
	HISTOGENICS CORPORATION
		
	Signature:	 	 /s/ F. Ken Andrew

	Name:	 	 F. Ken Andrews

	Title:	 	 CEO & President

	Date:	 	 4-29-10



  
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