0001047469-15-007386 Sample Contracts

MIRNA THERAPEUTICS, INC. (a Delaware corporation) Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • September 18th, 2015 • Mirna Therapeutics, Inc. • Pharmaceutical preparations • New York
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AMENDMENT No. 1 to LICENSE AGREEMENT
License Agreement • September 18th, 2015 • Mirna Therapeutics, Inc. • Pharmaceutical preparations

This AMENDMENT NO. 1 to LICENSE AGREEMENT (this “Amendment”) is made and entered into effective as of December 27, 2013 (the “Amendment Effective Date”), by and between Mirna Therapeutics, Inc., a Delaware corporation with offices at 2150 Woodward Street, Suite 100, Austin, Texas 78744 (“MirnaRx”), and Marina Biotech, Inc., a Delaware corporation with offices at 3830 Monte Villa Parkway, Bothell, Washington 98021 (“Marina Bio”).

MIRNA THERAPEUTICS LETTERHEAD]
Employment Agreement • September 18th, 2015 • Mirna Therapeutics, Inc. • Pharmaceutical preparations • Texas

This EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into this 8th day of September, 2015 (the “Effective Date”) by and between Mirna Therapeutics, Inc., a Delaware corporation (the “Company”) and Alan Fuhrman (“Employee”).

MIRNA THERAPEUTICS LOGO]
Mirna Therapeutics, Inc. • September 18th, 2015 • Pharmaceutical preparations

On behalf of Mirna Therapeutics, Inc. (“Mirna”), a Delaware corporation, I am pleased to offer you the full-time position of Executive Vice President and Chief Scientific Officer. We anticipate your start date to be September 28, 2015 (the “Start Date”).

MIRNA THERAPEUTICS LETTERHEAD] AMENDMENT NO. 1 TO THE EMPLOYMENT AGREEMENT
Employment Agreement • September 18th, 2015 • Mirna Therapeutics, Inc. • Pharmaceutical preparations

This Amendment No. 1 (the “Amendment”) effective as of August 1, 2014 (the “Amendment Effective Date”) to the Employment Agreement dated April 18, 2013 (the “Agreement”) is made by and between Mirna Therapeutics, Inc., a Delaware corporation (the “Company”) and Jon Irvin (“Employee”).

MIRNA THERAPEUTICS LETTERHEAD]
Mirna Therapeutics, Inc. • September 18th, 2015 • Pharmaceutical preparations

On behalf of Mirna Therapeutics, Inc. (“Mirna”), a Delaware corporation, I am pleased to offer you the full-time position of Chief Financial Officer. We anticipate your start date to be September 8, 2015 (the “Start Date”).

MIRNA THERAPEUTICS LETTERHEAD]
Employment Agreement • September 18th, 2015 • Mirna Therapeutics, Inc. • Pharmaceutical preparations • Texas

This EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into this 18th day of April, 2013 (the “Effective Date”) by and between Mirna Therapeutics, Inc., a Delaware corporation (the “Company”) and Jon Irvin (“Employee”).

AMENDMENT No. 2 to LICENSE AGREEMENT
License Agreement • September 18th, 2015 • Mirna Therapeutics, Inc. • Pharmaceutical preparations

This AMENDMENT NO. 2 to LICENSE AGREEMENT (this “Amendment No. 2”) is made and entered into effective as of May 11, 2015 (the “Amendment No. 2 Effective Date”), by and between Mirna Therapeutics, Inc., a Delaware corporation with offices at 2150 Woodward Street, Suite 100, Austin, Texas 78744 (“MirnaRx”), and Marina Biotech, Inc., a Delaware corporation with offices c/o Pryor Cashman LLP, 7 Times Square, New York, New York 10036 (“Marina Bio”).

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