0001193125-14-036245 Sample Contracts

REGULUS THERAPEUTICS INC. REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 5th, 2014 • Regulus Therapeutics Inc. • Pharmaceutical preparations

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of February 4, 2014, by and between REGULUS THERAPEUTICS INC., a Delaware corporation (the “Company”), and AVENTIS HOLDINGS INC., a Delaware corporation (“Investor”). The Company and Investor may be referred to hereinafter collectively as the “Parties” and each individually as a “Party.”

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COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • February 5th, 2014 • Regulus Therapeutics Inc. • Pharmaceutical preparations • California

This COMMON STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of February 4, 2014, is made by and between REGULUS THERAPEUTICS INC., a Delaware corporation (the “Company”), and AVENTIS HOLDINGS INC., a Delaware corporation (“Purchaser”).

January 30, 2014 Sanofi 54, rue La Boétie 75414 Paris, France Attn: Philippe Goupit, Vice President, Corporate Licenses, Strategy & Development Re: Extension of Option Periods Dear Philippe:
Regulus Therapeutics Inc. • February 5th, 2014 • Pharmaceutical preparations

Sanofi and Regulus Therapeutics Inc. (“Regulus”) are parties to that certain Option Letter, dated as of June 21, 2013 (the “Option Letter”). Capitalized terms used and not expressly defined in this letter shall have the meanings attributed to them in the Option Letter.

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