Article 1: MEDSTARTUP

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Article 1: MEDSTARTUP MedStartUp is a GALIEN FOUNDATION BUSINESS FRANCE program initiative which aim to allow, encourage and reward new international partnerships between innovative French and North American entities in the healthcare field. The key words are scientific excellence and commercial ambitions. MEDSTARTUP strengthens opportunities for rapid development and valuation by enabling companies to: - Establish international partnerships in order to take advantage of synergies on biomedical research projects and to accelerate their international development. Strengthen the visibility and the economic viability of projects by partnering with recognized players and access funding to finance the project s development. - Benefit from the support of BUSINESS FRANCE to back the project s development at a very early stage when young companies often experience difficulties. The GALIEN FOUNDATION - BUSINESS FRANCE Program is composed of the following: - MEDSTARTUP Days - MEDSTARTUP Competition - MEDSTARTUP Award - Support of Business France for the partnership project Article 2: MEDSTARTUP Days MEDSTARTUP Days is a networking event dedicated to French and North American entities. In 2015, the MEDSTARTUP Days will take place in New York. By allowing participating companies to meet potential partners, startups or well established companies (from small companies to big pharma), this event is part of the MEDSTARTUP approach to promote partnerships between young French companies and innovators from other countries. Partnerships resulting from the MEDSTARTUP Days and companies participating in the event will be eligible to compete in the MEDSTARTUP Competition whose winner will be awarded the MEDSTARTUP Award during the GALIEN Award Ceremony. Article 3: Eligibility Criteria Any French company that meets the following conditions can participate to the MEDSTARTUP Days: - The company is headquartered in France. - The company has the status of a Young Innovative Company (French JEI status) or innovative business, or is less than ten years old, or is an academic or industrial spin-off that is less than two years old. - The company operates in the health industry in the broad sense (pharmaceutical industry, biotechnology, medical or biomedical, e-health technologies) and works on highly innovative research projects.

- 2014 Ubistart laureates can attend the 2015 edition but cannot compete for final award. Already established Franco-French partnerships or Franco-American partnerships can also register for the MEDSTARTUP Days if at least one of their members is a JEI, and they wish to find a new partner, make their project known or to become eligible for the MEDSTARTUP Program. Article 4: Application Files The application form for the MEDSTARTUP Days is available at http://medstartup.galienfoundation.org/register_ok.php Article 5: Filing of applications for MEDSTARTUP Completed applications must be submitted before July 31 st 2015 (for French participants only) closing date for registrations at midnight. Applications received after this deadline will be automatically disqualified. Article 6: Selection of the Projects for the MEDSTARTUP Days and Registration for the MEDSTARTUP Competition Projects at the MEDSTARTUP Days will be evaluated in particular, but not exclusively, on the following criteria: scientific excellence, degree of innovation, response to still unmet needs, social and economic impacts for the partners involved, creativity, feasibility and economic viability, relevance of an international partnership to the development strategy. All the partnership projects from the MEDSTARTUP Days can register for the MEDSTARTUP Competition at the following address: http://medstartup.galienfoundation.org A panel of expert judges chaired by Bernard Poussot, will review proposals and select the most innovative and promising US-French projects for the 4 following categories (up to 5 selected projects by category): o Best Collaboration or Partnership with Academia Leading to a Breakthrough Therapy o Best Innovative Trial Design Leading to Quicker and Better Therapeutic Outcome o Best Use of Health Patient Engagement Technologies o Best Collaboration or Partnership Leading to a Breakthrough Therapy or Diagnosis dedicated to the in-developing countries

The nominated partnership projects will be selected according to their replies to the following questions: - Why is your project innovative with regard to the scientific world? - Why is your project innovative with regard to what currently exists on the market? - In what way does your project answer unmet needs? - What impact on society would your project have? - In what way is your project realistic and economically viable? - What additional scientific or economic value would be attained by developing an international partnership versus maintaining a domestic focus? Among these nominees, four (4) will be selected to receive the MEDSTARTUP Award. Article 7: Selection Jury for the MEDSTARTUP Days and the MEDSTARTUP Competition The selection jury, placed under the patronage of the GALIEN Foundation Board, will be composed of members, who are French and non-french, scientific and economic experts. This jury will be independent and any conflict of interest will be avoided. If a member of the jury is associated with one of the projects, his or her vote regarding this project will not be taken into account in the project selection process. The list of projects selected to participate in MEDSTARTUP will be published on the website http://medstartup.galienfoundation.org and each project submitter will be informed by e- mail. The list of projects selected to participate in the MEDSTARTUP Competition will be published on the website http://medstartup.galienfoundation.org and each project referent will be informed by e-mail. The list of the projects nominated for the MEDSTARTUP Competition will be published on the website http://medstartup.galienfoundation.org and each project referent will be informed by e-mail. The presentation of the nominees will be the subject of a special dossier in the "MEDSTARTUP Book" of Scientific Innovation. Article 8: Payment of Participation Fees for the MEDSTARTUP Days Two offers are available for the French participants: 900 for the standard package and 2400 for the premium package. Please refer directly to Business France for more detailed information. The registration process is free of charge for US entities.

Article 9: Out-of-Pocket Expenses for Nominees attending the MEDSTARTUP Award ceremony To facilitate attendance to the MEDSTARTUP Award ceremony, the nominated companies will be entitled to the reimbursement of an amount of up to 900 euros solely upon presentation of supporting documents. This amount is intended to cover: - The price of the lowest-cost transportation - airplane/train - in economy class, and for transportation by car according to the mileage rate chosen by MEDSTARTUP organizers; taxi fares should be subject to prior agreement. - One-night accommodations in a hotel suggested by BUSINESS FRANCE. All other expenses are the responsibility of the applicants and will not be subject to any reimbursement. Article 10: MEDSTART Day Schedule 7:30-8:00 Welcome and Networking Breakfast 8:00-8:15 Opening Remarks from the GALIEN Foundation and BUSINESS FRANCE 8:15-12:00 Candidates Projects Presentation and B2B meetings 12:00-1:00 am Networking Lunch 1:00-5:00 pm Candidates Projects Presentation and B2B meetings 5:00-6:00 pm Networking cocktail 6:30 Gala Dinner Presentations will be prepared by the MEDSTARTUP participants and are mandatory. Article 11: Communication The applicants and project referents authorize MEDSTARTUP organizers to publish their first and last names, their business s complete contact information, and the public description of their project found in the application, on their websites and via other media in the context of information and communication initiatives related to the activity of MEDSTARTUP, BUSINESS FRANCE and the GALIEN FOUNDATION without being able to claim any entitlement. The applicants and project referents also authorize MEDSTARTUP, BUSINESS FRANCE and the GALIEN FOUNDATION to use video recordings as well as photographs taken during the MEDSTARTUP Days and the Awards Ceremony, and to broadcast them, on their websites and elsewhere, as a part of information and communication initiatives. Article 12: Confidentiality The members of the jury and those with access to application files agree in writing to keep strictly confidential any information related to the projects and to respect the Charter of Ethics in Chapter 16.

Article 13: Agenda June 1 st to July 31 st 2015: application process to attend the MEDSTARTUP Days August 22 th 2015: Announcement of the selected French companies October 27 th 28 th 2015: MEDSTARTUP Days November 1 st May 2016: Submission of applications for the MEDSTARTUP Competition June 2016: Announcement of the projects nominated for the MEDSTARTUP Competition September 2016: The MEDSTARTUP Awards Ceremony Article 14: Nominees Any nominated company agrees to provide a visual support in the required format and at the required time, which will be used during the GALIEN FORUM Award Ceremony. Any nominated company agrees to be represented by a member of the company during the MEDSTARTUP Award Ceremony. Article 15: Award allocation The MEDSTARTUP Award will be given to the best partnerships of each of these categories: o Best Collaboration or Partnership with Academia Leading to a Breakthrough Therapy o Best Innovative Trial Design Leading to Quicker and Better Therapeutic Outcome o Best Use of Health Patient Engagement Technologies o Best Collaboration or Partnership Leading to a Breakthrough Therapy or Diagnosis dedicated to the in-developing countries Each French laureate will receive a $25 000 value price from the Galien Foundation. This price gives access to any services offered by Business France North America. The Business France team will be in charge of supporting the development of each laureate regarding their winning partnership and/or their expansion plan in the US market. The objectives will be the following: - Provide commercial development support (market analyses, structuring and positioning of the offer, commercial prospection, representation, contact followup, introduction to key players ). - Act as guarantor of the charter preserving the interests of each of the entities.

- Up to 10% of the prize amount could be allocated to expenses linked to logistics: (travel, hotels, product handling, etc.). For performance of its services, BUSINESS FRANCE shall be bound by an obligation of means: Article 16: Charter All the candidates solemnly agree to respect the following principles: - Protect the interests of the business and respect its natural development process as well as the creation of jobs. - In the context of a partnership, promote equitable development of the various entities in order to balance social, economic and intellectual benefits in the various countries in which they are based. - Protect the intellectual property resulting from the research conducted in partnership through an arrangement at the start of the partnership taking into account the pre-existing intellectual property of the partnership as well as the contribution of each party to the framework of the partnership. Article 17: Acceptance of the Rules All applicants acknowledge that they are informed of the rules herein and they accept their provisions