0001193125-15-412641 Sample Contracts

COLLABORATIVE RESEARCH, DEVELOPMENT, COMMERCIALIZATION AND LICENSE AGREEMENT BY AND BETWEEN PROTEOSTASIS THERAPEUTICS, INC. and BIOGEN IDEC NEW VENTURES INC. December 5, 2013
And License Agreement • December 23rd, 2015 • Proteostasis Therapeutics, Inc. • Pharmaceutical preparations • Massachusetts

This COLLABORATIVE RESEARCH, DEVELOPMENT, COMMERCIALIZATION AND LICENSE AGREEMENT (this “Agreement”) is entered into as of December 5, 2013 (the “Effective Date”) by and between Proteostasis Therapeutics, Inc., a Delaware corporation having its principal place of business at 200 Technology Square, Fourth Floor, Cambridge, MA 02139 (“PTI”), and Biogen Idec New Ventures Inc., a Massachusetts corporation having its principal place of business at 14 Cambridge Center, Cambridge, MA 02142, USA (“Biogen Idec”). Each of Biogen Idec and PTI is sometimes referred to individually herein as a “Party” and collectively as the “Parties.”

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Amendment No. 3 to Collaboration and License Agreement
Collaboration and License Agreement • December 23rd, 2015 • Proteostasis Therapeutics, Inc. • Pharmaceutical preparations

This Amendment No. 3 to Collaboration and License Agreement (this “Amendment No. 3”) is made and effective as of December 1, 2015, by and between Proteostasis Therapeutics, Inc., a corporation existing under the laws of the State of Delaware, having a place of business at 200 Technology Square, 4th Floor, Cambridge, MA 02139 (“PTI”) and Astellas Pharma Inc., a Japanese corporation having its principal place of business at 5-1 Nihonbashi-Honcho 2-Chome, Chuo-ku, Tokyo 103-8411, Japan (“Astellas”). Each of Astellas and PTI is sometimes referred to individually herein as a “Party” and collectively as the “Parties”.

RESEARCH, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT by and between Proteostasis Therapeutics, Inc. and Cystic Fibrosis Foundation Therapeutics, Inc. Dated March 20, 2012
Research, Development and Commercialization Agreement • December 23rd, 2015 • Proteostasis Therapeutics, Inc. • Pharmaceutical preparations • Massachusetts

This Agreement is made on this 20th day of March, 2012 (the “Effective Date”) by and between Proteostasis Therapeutics, Inc. (“PTI”), a Delaware corporation with its principal office at 200 Technology Square, Fourth Floor, Cambridge, MA 02139, and Cystic Fibrosis Foundation Therapeutics, Inc. (“CFFT”), a nonprofit corporation with its principal offices at 6931 Arlington Road, Bethesda, Maryland, 20814, and shall become effective on the Effective Date (as defined herein). PTI and CFFT are each a “Party,” and, collectively, the “Parties.”

PROTEOSTASIS THERAPEUTICS, INC. CONSULTING AGREEMENT
Consulting Agreement • December 23rd, 2015 • Proteostasis Therapeutics, Inc. • Pharmaceutical preparations • Massachusetts

This Consulting Agreement (this “Agreement”), is effective as of August 1, 2013 (the “Effective Date”) by and between (i) Proteostasis Therapeutics, Inc., a Delaware corporation (the “Company”), 200 Technology Square, Fourth Floor, Cambridge, MA 02139 and (ii) Dr. Jeffery W. Kelly, an individual residing at 8110 El Paseo Grande #407, La Jolla, CA 92037 (the “Consultant”).

PROTEOSTASIS THERAPEUTICS, INC. FORM OF INDEMNIFICATION AGREEMENT
Proteostasis Therapeutics • December 23rd, 2015 • Proteostasis Therapeutics, Inc. • Pharmaceutical preparations • Delaware

This Indemnification Agreement (“Agreement”) is made as of [●] by and between Proteostasis Therapeutics, Inc., a Delaware corporation (the “Company”), and [●] (“Indemnitee”).

Amendment No. 2 to Collaboration and License Agreement
Collaboration and License Agreement • December 23rd, 2015 • Proteostasis Therapeutics, Inc. • Pharmaceutical preparations

This Amendment No. 2 to Collaboration and License Agreement (this “Amendment No. 2”) is made and effective as of August 5, 2015, by and between Proteostasis Therapeutics, Inc., a corporation existing under the laws of the State of Delaware, having a place of business at 200 Technology Square, 4th Floor, Cambridge, MA 02139 (“PTI”) and Astellas Pharma Inc., a Japanese corporation having its principal place of business at 5-1 Nihonbashi-Honcho 2-Chome, Chuo-ku, Tokyo 103-8411, Japan (“Astellas”). Each of Astellas and PTI is sometimes referred to individually herein as a “Party” and collectively as the “Parties”.

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