Employment AgreementEmployment Agreement • March 28th, 2024 • Omega Therapeutics, Inc. • Biological products, (no disgnostic substances) • Massachusetts
This Employment Agreement (this “Agreement”), dated as of April 28, 2022, is made by and between Omega Therapeutics, Inc., a Delaware corporation (together with any successor thereto, the “Company”), and Joshua Reed (“Executive”) (collectively referred to herein as the “Parties” or individually referred to as a “Party”). This Agreement shall be effective as of the date of execution by the Parties (the “Effective Date”).
October 5, 2022 Richard A. Young, Ph.D.Omega Therapeutics, Inc. • March 28th, 2024 • Biological products, (no disgnostic substances)
October 6, 2023 Richard A. Young, Ph.D.Omega Therapeutics, Inc. • March 28th, 2024 • Biological products, (no disgnostic substances)
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY “[***]”, HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.Certain • March 28th, 2024 • Omega Therapeutics, Inc. • Biological products, (no disgnostic substances)
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY “[***]”, HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.Letter Agreement • March 28th, 2024 • Omega Therapeutics, Inc. • Biological products, (no disgnostic substances)
Reference is hereby made to that certain License Agreement by and between Flagship Pioneering Innovations V, Inc. (“Flagship”) and Omega Therapeutics, Inc. (“Company”), dated effective as of March 12, 2019, as amended from time to time (the “License Agreement”), pursuant to which Company obtained from Flagship certain rights to Foundational IP in order to develop and commercialize Licensed Products (as each term is defined in the License Agreement). Company is currently negotiating a Research Collaboration Agreement to be entered into by and among Company, Novo Nordisk A/S (“Novo Nordisk”) and a newly formed wholly owned subsidiary of Pioneering Medicine (NN), LLC (“SpinCo”), and certain entities affiliated with SpinCo, pursuant to which Company will grant Novo Nordisk and SpinCo certain rights under the Foundational IP (the “Research Collaboration Agreement” and such transactions contemplated by the Research Collaboration Agreement, the “Proposed Transaction”). Capitalized terms not o
RESEARCH COLLABORATION AGREEMENT by and among PIONEERING MEDICINES 08, INC. a Delaware corporation, OMEGA THERAPEUTICS, INC. a Delaware corporation, PIONEERING MEDICINES (NN), LLC a Delaware limited liability company, PM (NN) EXPLORATIONS, INC. a...Research Collaboration Agreement • March 28th, 2024 • Omega Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Research COLLABORATION AGREEMENT (this “Agreement”) is made and entered into as of December 31, 2023 (the “Effective Date”), by and among Pioneering Medicines 08, Inc., a Delaware corporation located at 55 Cambridge Pkwy, Suite 800E, Cambridge, MA 02142 (“PM SpinCo”), Omega Therapeutics, Inc., a Delaware corporation located at 140 First Street, Suite 501, Cambridge, Massachusetts 02140 (“PlatformCo,” and together with PM SpinCo, each an “RCA PM Party” and collectively, the “RCA PM Parties”) and Novo Nordisk A/S, a corporation organized and existing under the laws of Denmark located at Novo Allé 1, 2880 Bagsvaerd, Denmark (“Novo Nordisk” and, together with the RCA PM Parties, the “Parties,” and individually each a “Party”). In addition, Pioneering Medicines (NN), LLC, a Delaware limited liability company (“Shareholder”) shall be a party to this Agreement (and therefore a Party) solely for purposes of Sections 6.1.1, 6.2, 11.1, 11.4, 11.5, 12.1, 12.4, 12.5, 12.6.1, 12.7 through 12.1
Effective December 31, 2023 Omega Therapeutics, Inc. Cambridge, Massachusetts 02141 Re: Waiver, Confirmation and Agreement Regarding Research Collaboration Agreement Ladies and Gentlemen:Omega Therapeutics, Inc. • March 28th, 2024 • Biological products, (no disgnostic substances)
Reference is made to the Patent License Agreement (Co-Exclusive) between Whitehead Institute for Biomedical Research (“Whitehead”) and Omega Therapeutics, Inc. (“Omega”) effective as of May 22, 2019 (the “Co-Exclusive License Agreement”; Whitehead Ref: L7516). Capitalized terms used in this letter agreement (this “Letter”) without definition shall have the meanings given to them in the Co-Exclusive License Agreement. All references to Sections herein are to Sections in the Co-Exclusive License Agreement unless otherwise stated.
