RUBIUS THERAPEUTICS, INC. [FORM OF] DIRECTOR INDEMNIFICATION AGREEMENTDirector Indemnification Agreement • June 22nd, 2018 • Rubius Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This Indemnification Agreement (“Agreement”) is made as of [ ] by and between Rubius Therapeutics, Inc., a Delaware corporation (the “Company”), and [Director] (“Indemnitee”).
RUBIUS THERAPEUTICS, INC. [FORM OF] OFFICER INDEMNIFICATION AGREEMENTOfficer Indemnification Agreement • June 22nd, 2018 • Rubius Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This Indemnification Agreement (“Agreement”) is made as of [ ] by and between Rubius Therapeutics, Inc., a Delaware corporation (the “Company”), and [Officer] (“Indemnitee”).(1)
SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT Rubius Therapeutics, Inc.Investors’ Rights Agreement • June 22nd, 2018 • Rubius Therapeutics, Inc. • Biological products, (no disgnostic substances) • Massachusetts
THIS SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of February 23, 2018, by and among Rubius Therapeutics, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto (each, an “Investor,” and together with any subsequent investors, or transferees, who become parties hereto as “Investors” pursuant to Subsection 6.9, the “Investors”).
ContractWarrant Agreement • June 22nd, 2018 • Rubius Therapeutics, Inc. • Biological products, (no disgnostic substances) • North Carolina
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH APPLICABLE LAW. THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 4.4 OF THIS WARRANT.
WHITEHEAD INSTITUTE FOR BIOMEDICAL RESEARCH and RUBIUS THERAPEUTICS, INC. EXCLUSIVE PATENT LICENSE AGREEMENTExclusive Patent License Agreement • June 22nd, 2018 • Rubius Therapeutics, Inc. • Biological products, (no disgnostic substances) • Massachusetts
This Agreement, effective as of January 28, 2016, (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, MA 02142, and Rubius Therapeutics, Inc. (“COMPANY”), formerly known as VL26, Inc., a Delaware corporation, with a principal place of business at 620 Memorial Drive, Suite 100 West, Cambridge, MA 02139.
LEASE AGREEMENTLease Agreement • June 22nd, 2018 • Rubius Therapeutics, Inc. • Biological products, (no disgnostic substances) • Massachusetts
THIS LEASE AGREEMENT (this “Lease”) is made as of this 18th day of January, 2018, between ARE-MA REGION NO. 58, LLC, a Delaware limited liability company (“Landlord”), and RUBIUS THERAPEUTICS, INC., a Delaware corporation (“Tenant”).
RUBIUS THERAPEUTICS, INC. LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 22nd, 2018 • Rubius Therapeutics, Inc. • Biological products, (no disgnostic substances) • North Carolina
This LOAN AND SECURITY AGREEMENT (the “Agreement”) is entered into as of November 20, 2015, by and between PACIFIC WESTERN BANK, a California state chartered bank (“Bank”) and RUBIUS THERAPEUTICS, INC. (“Borrower”).
June 21, 2018 Re: Second Amended and Restated Chairman Agreement Dear David:Chairman Agreement • June 22nd, 2018 • Rubius Therapeutics, Inc. • Biological products, (no disgnostic substances) • Massachusetts
This agreement (the “Agreement”) amends and restates the Amended and Restated Chairman Agreement, dated October 3, 2017, between you and Rubius Therapeutics, Inc. (the “Company”) with respect to the position of the Company’s Chairman of the Board (“Chairman”). The terms of your engagement are set forth below. Except as otherwise specified herein, this Agreement shall be effective as of the date hereof (the “Restatement Effective Date”), and any changes in the rate of the compensation payable hereunder from that previously in effect shall take effect as of the Restatement Effective Date.
