LEASE AGREEMENTLease Agreement • May 22nd, 2020 • Avidity Biosciences, Inc. • Pharmaceutical preparations
THIS LEASE AGREEMENT (this “Lease”) is made this 31 day of March, 2014, between ARE-10933 NORTH TORREY PINES, LLC, a Delaware limited liability company (“Landlord”), and AVIDITY NANOMEDICINES LLC, a Delaware limited liability company (“Tenant”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 22nd, 2020 • Avidity Biosciences, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is made as of , 20 by and between Avidity Biosciences, Inc., a Delaware corporation (the “Company”), and ______________, [a member of the Board of Directors/ an officer] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement.
May 14, 2020 Michael F. MacLean c/o Avidity Biosciences, Inc. 10975 N. Torrey Pines Rd., Suite 150 La Jolla, CA 92037Avidity Biosciences, Inc. • May 22nd, 2020 • Pharmaceutical preparations
Avidity Biosciences, Inc. (the “Company”) is pleased to offer you employment as the Company’s Chief Financial Officer on the terms and conditions set forth in this letter agreement (the “Agreement”).
Re: Amended and Restated Employment AgreementEmployment Agreement • May 22nd, 2020 • Avidity Biosciences, Inc. • Pharmaceutical preparations
Avidity Biosciences, Inc. (the “Company”) and you entered into that certain Offer of Employment, dated as of September 19, 2019 (the “Original Agreement”). The Company and you desire to amend and restate the Original Agreement on the terms and conditions set forth in this letter agreement (the “Agreement”), effective immediately.
RTW Master Fund, Ltd. RTW Innovation Master Fund, Ltd. RTW Venture Fund Limited c/o RTW Investments, LP New York, NY, 10011 USA Attn: Roderick Wong, M.D. Re: IPO Participation RightLetter Agreement • May 22nd, 2020 • Avidity Biosciences, Inc. • Pharmaceutical preparations
This letter agreement (this “Agreement”) memorializes the agreement and understanding between RTW Master Fund, Ltd., RTW Innovation Master Fund, Ltd. and RTW Venture Fund Limited (collectively, “RTW”), on the one hand, and Avidity Biosciences, Inc., a Delaware corporation (the “Company”), on the other hand, regarding the Company’s grant to RTW of the right to participate in the Company’s future initial public offering of its equity securities on the terms, and subject to the conditions, set forth below.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 22nd, 2020 • Avidity Biosciences, Inc. • Pharmaceutical preparations • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of August 7, 2015 (the “Effective Date”) by and between SILICON VALLEY BANK, a California corporation (“Bank”), and AVIDITY NANOMEDICINES LLC, a Delaware limited liability company (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
GENERAL RELEASE OF CLAIMSGeneral Release of Claims • May 22nd, 2020 • Avidity Biosciences, Inc. • Pharmaceutical preparations • California
THIS GENERAL RELEASE OF CLAIMS (this “Release”) is entered into by and between Avidity Biosciences, Inc., a Delaware corporation (the “Company”), and Kent Hawryluk (“Executive”), as of the Effective Date (as defined below).
ContractAvidity Biosciences, Inc. • May 22nd, 2020 • Pharmaceutical preparations • California
THIS WARRANT AND THE UNITS ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL, IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
RESEARCH COLLABORATION AND LICENSE AGREEMENT between ELI LILLY AND COMPANY and AVIDITY BIOSCIENCES, INC.Research Collaboration and License Agreement • May 22nd, 2020 • Avidity Biosciences, Inc. • Pharmaceutical preparations • New York
THIS RESEARCH COLLABORATION AND LICENSE AGREEMENT (“Agreement”) is entered into as of April 17, 2019 (the “Effective Date”) by and between AVIDITY BIOSCIENCES, INC., a Delaware corporation having an address at 10975 N. Torrey Pines Rd., Suite 150, La Jolla, CA 92037 (“Avidity”), and ELI LILLY AND COMPANY, a corporation organized and existing under the laws of Indiana, with its principal business office located at Lilly Corporate Center, Indianapolis, Indiana 46285, U.S.A. (“Lilly”). Lilly and Avidity are each hereafter referred to individually as a “Party” and together as the “Parties.”
AVIDITY BIOSCIENCES, INC. AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 22nd, 2020 • Avidity Biosciences, Inc. • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is entered into as of November 8, 2019, by and among AVIDITY BIOSCIENCES, INC., a Delaware corporation (the “Company”) and the investors listed on Exhibit A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.”
•] Shares AVIDITY BIOSCIENCES, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • May 22nd, 2020 • Avidity Biosciences, Inc. • Pharmaceutical preparations • New York
