LOGICBIO THERAPEUTICS, INC. CONFIDENTIAL INFORMATION, INVENTION ASSIGNMENT, RESTRICTED ACTIVITIES, AND ARBITRATION AGREEMENTConfidential Information, Invention Assignment, Restricted Activities, and Arbitration Agreement • October 18th, 2022 • Alexion Pharmaceuticals, Inc. • Pharmaceutical preparations • Massachusetts
As a condition of my employment with LogicBio Therapeutics, Inc. (“LogicBio”), its subsidiaries, affiliates, successors or assigns (together, the “Company”), and in consideration of my employment with the Company and my receipt of the compensation now and hereafter paid to me by Company, and in recognition of the fact that, as an employee of the Company, I will be granted access to the good will, trade secrets and other confidential information of the Company, and in exchange for other good and valuable consideration, including without limitation the stock option that will be granted to me, subject to the approval of the Company’s Board of Directors, under the Company’s 2018 Equity Incentive Plan on or after the date hereof, the sufficiency of which I hereby acknowledge, I agree to the following provisions of this LogicBio Therapeutics, Inc. Confidential Information, Invention Assignment, Restricted Activities, and Arbitration Agreement (this “Agreement”):
CONFIDENTIAL August 30, 2022 Alexion Pharmaceuticals, Inc. Boston, Massachusetts 02210 Re: Exclusivity Agreement Ladies and Gentlemen,Exclusivity Agreement • October 18th, 2022 • Alexion Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This letter agreement, effective as of August 30, 2022 (the “Effective Date”), confirms our agreement with respect to the matters set forth below in connection with the non-binding revised proposal (the “Proposal”), dated August 25, 2022, from Alexion Pharmaceuticals, Inc. (“Alexion”) with respect to a potential strategic transaction (the “Transaction”) with LogicBio Therapeutics, Inc. (“LogicBio”).
VIA EMAILEmployment Agreement • October 18th, 2022 • Alexion Pharmaceuticals, Inc. • Pharmaceutical preparations
As you know, LogicBio Therapeutics, Inc. (the “Company”) is expected to become a subsidiary of Astrazeneca plc (“Astrazeneca”) under an Agreement and Plan of Merger, by and among LogicBio, Alexion Pharmaceuticals (“Alexion”), and Camelot Merger Sub, Inc. (the “Merger Agreement”, and the transactions set out in the Merger Agreement, the “Merger”).
CONFIDENTIALITY AGREEMENTConfidentiality Agreement • October 18th, 2022 • Alexion Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS CONFIDENTIALITY AGREEMENT (this “Agreement”) is effective as of October 20, 2021 (“Effective Date”), between Alexion Pharmaceuticals, Inc., a Delaware Corporation with offices at 121 Seaport Boulevard, Boston, Massachusetts 02210 (“Alexion”), and LogicBio Therapeutics, Inc., a Delaware corporation with offices at 65 Hayden Avenue, Floor 2, Lexington, MA 02421 (the “Company”). Alexion and the Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
VIA EMAILEmployment Agreement • October 18th, 2022 • Alexion Pharmaceuticals, Inc. • Pharmaceutical preparations
As you know, LogicBio Therapeutics, Inc. (the “Company”) is expected to become a subsidiary of Astrazeneca, plc (“Astrazeneca”) under an Agreement and Plan of Merger, by and among LogicBio, Alexion Pharmaceuticals (“Alexion”), and Camelot Merger Sub, Inc. (the “Merger Agreement”, and the transactions set out in the Merger Agreement, the “Merger”).
LOGICBIO THERAPEUTICS, INC. CONFIDENTIAL INFORMATION, INVENTION ASSIGNMENT, RESTRICTED ACTIVITIES, AND ARBITRATION AGREEMENTConfidentiality Agreement • October 18th, 2022 • Alexion Pharmaceuticals, Inc. • Pharmaceutical preparations • Massachusetts
As a condition of my employment with LogicBio Therapeutics, Inc. (“LogicBio”), its subsidiaries, affiliates, successors or assigns (together, the “Company”), and in consideration of my employment with the Company and my receipt of the compensation now and hereafter paid to me by Company, and in recognition of the fact that, as an employee of the Company, I will be granted access to the good will, trade secrets and other confidential information of the Company, and in exchange for other good and valuable consideration, including without limitation the stock option that will be granted to me, subject to the approval of the Company’s Board of Directors, under the Company’s 2018 Equity Incentive Plan on or after the date hereof, the sufficiency of which I hereby acknowledge, I agree to the following provisions of this LogicBio Therapeutics, Inc. Confidential Information, Invention Assignment, Restricted Activities, and Arbitration Agreement (this “Agreement”):
VIA EMAILEmployment Agreement • October 18th, 2022 • Alexion Pharmaceuticals, Inc. • Pharmaceutical preparations
As you know, LogicBio Therapeutics, Inc. (the “Company”) is expected to become a subsidiary of Astrazeneca plc (“Astrazeneca”) under an Agreement and Plan of Merger, by and among LogicBio, Alexion Pharmaceuticals (“Alexion”), and Camelot Merger Sub, Inc. (the “Merger Agreement”, and the transactions set out in the Merger Agreement, the “Merger”).
