EXHIBIT 10.16


 


patent RIGHTS
ASSIGNMENT


 


THIS PATENT RIGHTS
ASSIGNMENT (“Patent Assignment”) is made, entered into and effective as of this
21st day of December, 2012, by PAOLO MACCHIARINI, an individual, c/o Karolinska Institutet, SE-171, 77 Stockholm,
Sweden, (the “Assignor”) in favor of HARVARD APPARATUS REGENERATIVE TECHNOLOGY, INC., a Delaware
corporation (the “Assignee”).


 


recitals:


 


WHEREAS, the
Assignor has agreed to assign to the Assignee all of its right, title and interest in, and to execute this Patent Assignment to
enable Assignee to acquire all of his rights to certain inventions and the patent application and all divisions, reissues, reexaminations,
substitutions, continuations, continuations-in-part, foreign counterparts and extensions of the patent applications listed on Schedule
1 (collectively, the “Assigned Patent Rights”).


 


NOW, THEREFORE,
in consideration of the foregoing and the respective representations, warranties, covenants, agreements and conditions set forth
herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending
to be legally bound hereby, each party hereto hereby agrees as follows:


 


1.          Assignment.
The Assignor hereby irrevocably conveys, transfers and assigns to the Assignee, and the Assignee hereby accepts, all Assignor’s
legal and beneficial right, title and interest, if any, of the Assignor in and to the Assigned Patent Rights, and the inventions
claimed therein, to hold unto Assignee absolutely and in perpetuity (or for the longest period of time
otherwise permitted by law), together with all related common-law rights associated therewith and any and all royalties, fees,
income, payments and other proceeds now or hereafter due or payable with respect thereto and all causes of action and rights to
sue, seek injunctive relief, and recover (for the sole use and benefit of the Assignee and its successors, assigns or other legal
representatives) damages for past, present and future infringement, misappropriation or other violation thereof or damage thereto.
The Assignee is to hold all right, title and interest in and to the Assigned Patent Rights as fully as it would have been held
and enjoyed by the Assignor, to the end of the term or terms for which said Patent is or may be granted, reissued, renewed, restored,
amended, converted, or extended, had the assignment in this Section 1 not been made.


 


2.          Authorization.
The Assignor authorizes and requests the United States Patent and Trademark Office and the equivalent office in each country or
international entity in which Assigned Patent Rights is registered to record the Assignee as the assignee of the rights of Assignor
in the Assigned Patent Rights and to issue any patents which may be granted on any applications included in the Assigned Patent
Rights to the Assignee as assignee of the entire right, title and interest therein and thereto.


 




    	 



    	 



    

 


3.          Further
Assurances. Each party hereto shall, from time to time and at all times hereafter, upon the request of the other party
hereto, do, execute, acknowledge and deliver or cause to be done, executed, acknowledged and delivered all such further acts, deeds,
assignments, transfers, conveyances, powers of attorney and assurances as may be required to carry out the intent of this Patent
Assignment. Without limiting the foregoing, the Assignor agrees, without additional consideration, to take such further actions
and to execute any powers of attorney, applications, assignments, declarations, affidavits and other papers necessary or desirable
to transfer, vest, record and perfect good, valid and marketable title in the Assigned Patent Rights to the Assignee.


 


4.          Entire
Agreement. This Patent Assignment contains the entire agreement of the parties with regard to the subject matter hereof;
provided, however, that this provision is not intended to abrogate any other written agreement between the parties
executed with or after this Patent Assignment.


 


5.          Successors
and Assigns. This Patent Assignment shall be binding upon each party hereto and its respective successors and assigns.


 


6.          Governing
Law. This Patent Assignment shall be governed by and construed in accordance with the Laws of the State of Delaware without
giving effect to any Law or rule that would cause the Laws of any jurisdiction other than the State of Delaware to be applied.


 


7.          Counterparts.
This Patent Assignment may be executed in multiple counterparts, each of which shall for all purposes
be deemed to be an original and all of which, when taken together, shall constitute one and the same instrument. Signatures of
the parties transmitted by electronic transmission shall be deemed to be their original signatures for all purposes.


 


(Signature on following
page)


 




    	2



    	 



    

 


IN WITNESS WHEREOF,
the parties hereto have caused this Patent Assignment to be duly executed effective as of the date first above written.


 


	 	“ASSIGNOR”:
	 	 
	 	PAOLO MACCHIARINI
	 	 
	 	/s/ Paolo Macchiarini
	 	 
	 	“ASSIGNEE”:
	 	 
	 	HARVARD APPARATUS REGENERATIVE TECHNOLOGY, INC.
	 	 
	 	By:	/s/ David Green
	 	     David Green, President and CEO


 




    	 



    	 



    

 


Schedule
1


 


assigned
Patent APPLICATION


 


	Country	 	Application Number	 	Status	 	Filing Date
	 	 	 	 	 	 	 
	United States	 	61/505,096	 	Provisional	 	July 6, 2011
	 	 	 	 	 	 	 
	United States	 	13/542,218	 	Pending	 	July 5, 2012
	 	 	 	 	 	 	 
	United States	 	13/542,202	 	Pending	 	July 5, 2012
	 	 	 	 	 	 	 
	PCT	 	PCT/IB2012/001696	 	Pending	 	July 6, 2012