SETTLEMENT AGREEMENT AND GENERAL RELEASESettlement Agreement and General Release • February 19th, 2013 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This Settlement Agreement and General Release (the “Agreement”) is entered into this 12th day of November 2012 (the “Effective Date”) by and among Tekmira Pharmaceuticals Corporation, a British Columbia corporation with a principal place of business at 100-8900 Glenlyon Parkway, Burnaby, British Columbia, Canada V5J 5J8 (“TPC”), Protiva Biotherapeutics Inc., a wholly-owned subsidiary of TPC and a British Columbia corporation with a principal place of business at 100-8900 Glenlyon Parkway, Burnaby, British Columbia, Canada V5J 5J8 (“Protiva”), Alnylam Pharmaceuticals, Inc., a Delaware corporation with a principal place of business at 300 Third Street, Cambridge, MA 02142 (“Alnylam”), and AlCana Technologies, Inc., a British Columbia corporation with a principal place of business at 2714 West 31st Avenue, Vancouver, British Columbia, Canada V6L 2A1 (“AlCana”). Each of TPC, Protiva, Alnylam, and AlCana shall be considered a “Party,” and collectively they shall be considered the “Parties.”
CROSS-LICENSE AGREEMENT By and Among ALNYLAM PHARMACEUTICALS, INC. TEKMIRA PHARMACEUTICALS CORPORATION And PROTIVA BIOTHERAPEUTICS INC. Dated: November 12, 2012Cross-License Agreement • February 19th, 2013 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This Cross-License Agreement (this “Agreement”) is entered into as of November 12, 2012 (the “Effective Date”), by and among ALNYLAM PHARMACEUTICALS, INC., a corporation organized under the laws of the State of Delaware having a principal office at 300 Third Street, Cambridge, MA 02142, U.S.A. (“Alnylam”), TEKMIRA PHARMACEUTICALS CORPORATION, a Canadian corporation having a principal office at 100-8900 Glenlyon Parkway, Burnaby, B.C., Canada V5J 5J8 (“Tekmira”), and, solely with respect to Section 10.12, PROTIVA BIOTHERAPEUTICS INC., a wholly-owned subsidiary of Tekmira and a British Columbia corporation with a principal place of business at 100-8900 Glenlyon Parkway, Burnaby, B.C., Canada V5J 5J8 (“Protiva”).
RE: Termination of the License and Collaboration Agreement dated January 9, 2009, as amended by the First Amendment dated November 2, 2009, (the “Agreement”) between Alnylam Pharmaceuticals, Inc. (“Alnylam”) and Cubist Pharmaceuticals, Inc. (“Cubist”)Letter Agreement • February 19th, 2013 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations
This letter agreement (“Letter Agreement”) confirms the understanding and agreement between the signatory parties hereto (the “parties”) with respect to the termination of the Agreement. Unless otherwise stated herein, all capitalized terms used herein have the same definitions as those set forth in the Agreement. The parties have agreed, as follows:
LICENSE AND COLLABORATION AGREEMENT by and between ALNYLAM PHARMACEUTICALS, INC. and GENZYME CORPORATIONLicense and Collaboration Agreement • February 19th, 2013 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • Massachusetts
THIS LICENSE AND COLLABORATION AGREEMENT (this “Agreement”), effective as of October 18, 2012 (the “Effective Date”), by and between Alnylam Pharmaceuticals, Inc., a corporation organized and existing under the laws of the State of Delaware (“Alnylam”) and, Genzyme Corporation, a corporation organized and existing under the laws of the Commonwealth of Massachusetts (“Genzyme”).
CONSULTING AGREEMENTConsulting Agreement • February 19th, 2013 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • Massachusetts
This Consulting Agreement (together with its attachments, this “Agreement”) made as of March 1, 2006 (the “Effective Date”), is between Alnylam Pharmaceuticals, Inc. a Delaware corporation having an address at 300 Third Street, 3rd Floor, Cambridge, MA 02142 (together with its subsidiaries “Alnylam”), and Phillip A. Sharp, having an address at Center for Cancer Research, Room E17-529, Massachusetts Institute of Technology, Cambridge, MA 02139-4307 (“Consultant”). Alnylam desires to have the benefit of Consultant’s knowledge and experience, and Consultant desires to provide Consulting Services (defined below) to Alnylam, all as provided in this Agreement.
