0001558370-17-000594 Sample Contracts

SHARE SUBSCRIPTION AGREEMENT By and Between INCYTE CORPORATION and MERUS N.V. Dated as of December 20, 2016
Share Subscription Agreement • February 14th, 2017 • Incyte Corp • Services-commercial physical & biological research • New York

THIS SHARE SUBSCRIPTION AGREEMENT (the “Agreement”) is made and entered into as of December 20, 2016 (the “Signing Date”), by and between Merus N.V., a public company with limited liability (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Company”), and Incyte Corporation, a Delaware corporation (the “Purchaser”).

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FOURTH AMENDMENT
Fourth Amendment • February 14th, 2017 • Incyte Corp • Services-commercial physical & biological research

This Fourth Amendment (“Fourth Amendment”) is entered into effective December 13, 2016 (“the Fourth Amendment Effective Date”) by and between Incyte Corporation (“Incyte”), a Delaware Corporation having an office at 1801 Augustine Cut-off, Wilmington, DE 19803, and Eli Lilly and Company (“Lilly”), and Indiana corporation having an office at Lilly Corporate Center, Indianapolis, IN 46285.

COLLABORATION AND LICENSE AGREEMENT by and between Incyte Corporation and Merus N.V. dated as of December 20, 2016
Collaboration and License Agreement • February 14th, 2017 • Incyte Corp • Services-commercial physical & biological research

THIS COLLABORATION AND LICENSE AGREEMENT (the “Agreement”) is entered into as of December 20, 2016 (the “Execution Date”), by and between Incyte Corporation, a Delaware corporation having an office at 1801 Augustine Cut-off, Wilmington, DE 19803, United States of America (“Incyte”), and Merus N.V., a company incorporated in the Netherlands, having an office at Yalelaan 62, 3584 CM Utrecht, The Netherlands (“Merus”).

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