Exhibit 10.21
EXCLUSIVE LICENSE AGREEMENT (ACT IP)
This Exclusive License Agreement (“Agreement”) is made and entered into this 14 th day of May, 2004
(the “Effective Date”), by and between Advanced Cell Technology, Inc., a Delaware corporation with offices
located at One Innovation Drive, Worcester, Massachusetts 01605 (“LICENSOR”), and PacGen Cellco, LLC,
a California limited liability company with offices located at 157 Surfview Drive, Pacific Palisades, CA 90272
(“LICENSEE”) (LICENSOR and LICENSEE sometimes hereinafter referred to individually as a “Party” and
collectively as the “Parties”).
WITNESSETH
WHEREAS, LICENSOR owns or has licensed with sublicenseable interest the PATENT RIGHTS (as
defined below) and KNOW-HOW (as defined below); and
WHEREAS, LICENSEE desires to obtain an exclusive worldwide license under LICENSOR’s rights in
such technology in the FIELD; and
WHEREAS, LICENSOR is willing to grant such a license to LICENSEE upon the terms and conditions
set forth below; and
NOW, THEREFORE, in consideration of the premises and the mutual covenants contained herein, the
Parties hereto agree as follows:
ARTICLE 1 - DEFINITIONS
For the purposes of this Agreement, the following words and phrases shall have the following meanings:
1.1 “AFFILIATE” shall mean, with respect to any PERSON, any other PERSON which directly or
indirectly controls, is controlled by, or is under common control with, such PERSON. A PERSON shall be
regarded as in control of another PERSON if it owns, or directly or indirectly controls, at least fifty percent
(50%) of the voting stock or other ownership interest of the other PERSON, or if it directly or indirectly
possesses the power to direct or cause the direction of the management and policies of the other PERSON by
any means whatsoever.
1.2 “FIELD” shall mean (1) the research, development, manufacture and selling of human and non-
human animal cells for commercial research use, inc