0000950123-14-004392 Sample Contracts

CREDIT AND SECURITY AGREEMENT
Credit and Security Agreement • April 29th, 2014 • Ocular Therapeutix, Inc • Pharmaceutical preparations • Delaware

THIS CREDIT AND SECURITY AGREEMENT (this “Agreement”), dated as of April 17, 2014 (the “Closing Date”) by and among MIDCAP FINANCIAL SBIC, LP, a Delaware limited partnership (“MidCap”), as administrative agent (“Agent”), the Lenders listed on the Credit Facility Schedule attached hereto and otherwise party hereto from time to time (each a “Lender”, and collectively the “Lenders”), and OCULAR THERAPEUTIX, INC., a Delaware corporation (“Borrower”), provides the terms on which Lenders agree to lend to Borrower and Borrower shall repay Lenders. The parties agree as follows:

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AMENDED AND RESTATED LICENSE AGREEMENT
License Agreement • April 29th, 2014 • Ocular Therapeutix, Inc • Pharmaceutical preparations • Delaware

This AMENDED AND RESTATED LICENSE AGREEMENT (“Agreement”) is made and entered into as of January 27, 2012 (“Effective Date”), between Incept LLC, a Delaware Limited Liability Company with its principal place of business in Mountain View, California (“Incept”), and Ocular Therapeutix, Inc., formerly Ocular, Inc., a Delaware corporation with its principal place of business in Bedford, Massachusetts (“Ocular”).

OCULAR THERAPEUTIX, INC. FOURTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT May 31, 2013
Investor Rights Agreement • April 29th, 2014 • Ocular Therapeutix, Inc • Pharmaceutical preparations • Delaware

This Fourth Amended and Restated Investor Rights Agreement (this “Agreement”) dated as of May 31, 2013 is entered into by and among Ocular Therapeutix, Inc., a Delaware corporation (the “Company”), Incept, LLC and Amarpreet Sawhney and Farhad Khosravi (each, a “Founder” and collectively, the “Founders”) and the individuals and entities listed on Exhibit A attached hereto (individually, an “Investor” and collectively, the “Investors”).

LEASE
Lease Agreement • April 29th, 2014 • Ocular Therapeutix, Inc • Pharmaceutical preparations

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date and year first above written.

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