0001047469-13-010434 Sample Contracts

December 1, 2011 Poniard Pharmaceuticals, Inc.
License Agreement • November 12th, 2013 • Verastem, Inc. • Pharmaceutical preparations
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THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONSENT AND ASSUMPTION AGREEMENT
Consent and Assumption Agreement • November 12th, 2013 • Verastem, Inc. • Pharmaceutical preparations • California

This CONSENT AND ASSUMPTION AGREEMENT (the “Agreement”) is made as of the 4th day of September, 2013, by and between and Verastem, Inc., a Delaware corporation (“Verastem”) and Encarta, Inc., a Delaware corporation (“Encarta”) and is joined in by Poniard (assignment for the benefit of creditors), LLC, a California limited liability company, in its sole and limited capacity as Assignee for the Benefit of Creditors of Poniard Pharmaceuticals, Inc. (“Poniard ABC”) for the limited purposes set forth herein.

Verastem, Inc. 215 First Street, Suite 440 Cambridge, MA 02142
Modifying Patent Prosecution Rights and Obligations • November 12th, 2013 • Verastem, Inc. • Pharmaceutical preparations
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