Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks
Senesco Technologies, Inc.
September 20, 2002
THIS IS AN AGREEMENT effective September 20, 2002, ("Effective Date") by and between Tilligen, Inc., a
Washington corporation having its principal place of business at 1000 Seneca Street, Seattle, WA 98101
("Tilligen") and Senesco Technologies, Inc. ("Senesco"), a Delaware corporation having a principal place of
business at 303 George Street, Suite 420, New Brunswick, NJ 08901.
Senesco has certain technologies related to controlling plant senescence by altering the expression of plant genes
and their cognate expressed proteins that are induced during or coincident with the onset of senescence.
Tilligen has certain technologies relating to the generation and identification of mutations in genes predictive of
traits of interest.
Senesco and Tilligen are establishing a research alliance to develop and commercialize certain improved varieties
of [**] containing desirable Mutations (hereinafter defined).
NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth, the parties
agree as follows:
Terms in this Agreement defined in the singular have the same meanings when used in the plural and vice versa.
For purposes of this Agreement, the following words and phrases shall have the following meanings:
1.1 "Affiliate" means with respect to any person or entity, any other person or entity that directly or indirectly
controls, is controlled by or is under common control with such person or entity. A person or entity shall be
deemed to be "controlled" by any other person or entity if such other person or entity (i) possesses, directly or
indirectly, power to direct or cause the direction of the management and policies of such person or entity whether
by contract or otherwise, (ii) has direct or indirect