Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. WHITEHEAD INSTITUTE FOR BIOMEDICAL RESEARCH And VERASTEM, INC. EXCLUSIVE PATENT LICENSE AND TANGIBLE PROPERTY AGREEMENTEquity Issuance Agreement • November 3rd, 2011 • Verastem, Inc. • Massachusetts
This Agreement, effective as of October 13, 2010 (the “EFFECTIVE DATE”), is by and between the Whitehead Institute for Biomedical Research (“WHITEHEAD”), a Delaware corporation, with a principal office at Nine Cambridge Center, Cambridge, Massachusetts 02142, and Verastem, Inc. (“COMPANY”), a Delaware corporation, with a principal place of business at c/o Longwood Founders Fund, 800 Boylston Street, Suite 1555, Boston, Massachusetts 02199.
SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • November 3rd, 2011 • Verastem, Inc. • Delaware
This SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of the 1st day November, 2011, by and among VERASTEM, INC., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” and each of the stockholders listed on Schedule B hereto, each of whom is referred to in this Agreement as a “Key Holder”.
