0001193125-18-047493 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 16th, 2018 • Merus N.V. • Pharmaceutical preparations • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of February 13, 2018 by and among Merus N.V., a public company with limited liability (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Company”), and the “Investors” named in the Securities Purchase Agreement of even date herewith by and among the Company and the Investors identified on Exhibit A attached thereto (the “Purchase Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 16th, 2018 • Merus N.V. • Pharmaceutical preparations • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of February 13, 2018 (the “Effective Date”) by and among Merus N.V., a public company with limited liability (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Company”), and the Investors identified on Exhibit A attached hereto (each an “Investor” and collectively the “Investors”).

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