SpringWorks Therapeutics, Inc. Sample Contracts

SpringWorks Therapeutics, Inc. 9,482,758 Shares of Common Stock Underwriting Agreement
SpringWorks Therapeutics, Inc. • December 6th, 2023 • Biological products, (no disgnostic substances) • New York

SpringWorks Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 9,482,758 shares of common stock, par value $0.0001 per share (“Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,422,413 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.

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SpringWorks Therapeutics, Inc. [ ] Shares of Common Stock Underwriting Agreement
Underwriting Agreement • September 3rd, 2019 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
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SPRINGWORKS THERAPEUTICS, INC. [FORM OF] OFFICER INDEMNIFICATION AGREEMENT
Officer Indemnification Agreement • August 16th, 2019 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware

This Indemnification Agreement (“Agreement”) is made as of [________________] by and between SpringWorks Therapeutics, Inc., a Delaware corporation (the “Company”), and [Officer] (“Indemnitee”).1

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SPRINGWORKS THERAPEUTICS, INC. [FORM OF] DIRECTOR INDEMNIFICATION AGREEMENT
Director Indemnification Agreement • August 16th, 2019 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware

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

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SPRINGWORKS THERAPEUTICS, INC. EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made as of August 16, 2021 (the “Effective Date”), between SpringWorks Therapeutics, Inc., a Delaware corporation (the “Company”), and James Cassidy (the...
Employment Agreement • February 28th, 2023 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • Connecticut
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SpringWorks Therapeutics, Inc. COMMON STOCK SALES AGREEMENT
Sales Agreement • February 25th, 2021 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York

SpringWorks Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:

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AMENDED AND RESTATED LICENSE AGREEMENT by and among SpringWorks Subsidiary 2, Inc., Pfizer Inc., Pfizer Products Inc. and, solely for purposes of Article 11 and Sections 3.2 and 3.3 hereof, SpringWorks Therapeutics, Inc., as of July 31, 2019
License Agreement • August 16th, 2019 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York

THIS AMENDED AND RESTATED LICENSE AGREEMENT (“Agreement”) is made effective as of the 31ST day of July, 2019 (the “Amendment Effective Date”), by and among SpringWorks Subsidiary 2, Inc., a corporation organized and existing under the laws of Delaware with offices at 100 Washington Blvd., 5th Floor, Stamford, CT 06902 (“Licensee”), Pfizer Inc., a corporation organized and existing under the laws of Delaware with offices at 235 East 42nd Street, New York, NY 10017 (“Pfizer Inc.”), Pfizer Products Inc., a corporation organized and existing under the laws of Delaware with offices at 235 East 42nd Street, New York, NY 10017 (“PPI” and, collectively with Pfizer Inc., “Pfizer”) and , solely with respect to Article 11 and Sections 3.2 and 3.3, SpringWorks Therapeutics, Inc., a Delaware corporation (“SpringWorks”). Licensee and Pfizer may, from time-to-time, be individually referred to as a “Party” and collectively referred to as the “Parties”.

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CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([***]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. AMENDED AND RESTATED COLLABORATION AND LICENSE AGREEMENT This...
Collaboration and License Agreement • November 3rd, 2022 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
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CLINICAL TRIAL COLLABORATION AND SUPPLY AGREEMENT
Clinical Trial Collaboration and Supply Agreement • August 16th, 2019 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York

This CLINICAL TRIAL COLLABORATION AND SUPPLY AGREEMENT (this “Agreement”), made as of 25 June, 2019 (the “Effective Date”), is by and between GlaxoSmithKline LLC, a Delaware limited liability company, having a place of business at 1250 South Collegeville Road, Collegeville, PA 19426 (“GSK”) and SpringWorks Therapeutics, Inc., a Delaware corporation, having a place of business at 100 Washington Blvd., 5th Floor, Stamford, CT 06902 (“SpringWorks”). SpringWorks and GSK are each referred to herein individually as a “Party” and collectively as the “Parties”.

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ASSIGNMENT AND ASSUMPTION OF LEASE
Assignment and Assumption of Lease • August 16th, 2019 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • Connecticut

LEASE dated the 1st day of December, 2011, by and between TWO HARBOR POINT SQUARE, LLC (“Landlord”), a Delaware limited liability company with an office at 100 Washington Boulevard, Suite 200, Stamford, CT 06902; and STRUCTURED PORTFOLIO MANAGEMENT, L.L.C. (“Tenant”), a Delaware limited liability company with an office at 2187 Atlantic Street, 4th Floor, Stamford, CT 06902.

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May 2, 2022 Delivered via Email
Retention Agreement • May 5th, 2022 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances)
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CONSULTING AND SEPARATION AGREEMENT
Consulting and Separation Agreement • September 16th, 2022 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • Connecticut

This CONSULTING AND SEPARATION AGREEMENT (the “Agreement”) is entered into by and among Michael Burgess (“Dr. Burgess”), and SpringWorks Therapeutics, Inc., a Delaware corporation (the “Company”). This Agreement is entered into effective as of September 12, 2022. Dr. Burgess and the Company are hereinafter collectively referred to as the “Parties” and each are individually referred to as a “Party”.

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SpringWorks Therapeutics, Inc. COMMON STOCK SALES AGREEMENT
Sales Agreement • February 27th, 2024 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York

SpringWorks Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:

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STOCK PURCHASE AGREEMENT By and Between SPRINGWORKS THERAPEUTICS, INC. AND Glaxo Group Limited Dated as of September 6, 2022
Stock Purchase Agreement • September 7th, 2022 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York

THIS STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of September 6, 2022, by and between Glaxo Group Limited (the “Purchaser”), a company existing under the laws of England with offices located at 980 Great West Road, Brentford, Middlesex, TW8 9GS, England, and SpringWorks Therapeutics, Inc. (the “Company”), a Delaware corporation, with its principal place of business at 100 Washington Blvd, Stamford, Connecticut, 06902.

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CLINICAL COLLABORATION AGREEMENT
Clinical Collaboration Agreement • August 16th, 2019 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York

This Clinical Collaboration Agreement (this “Agreement”), made as of August 16, 2018 (the “Effective Date”), is by and between SpringWorks Subsidiary 3, PBC, a public benefit corporation organized under the laws of Delaware (“SpringWorks”), and BeiGene, Ltd., a corporation organized under the laws of the Cayman Islands having its principal address at Mourant Ozannes Corporate Services (Cayman) Limited, 94 Solaris Avenue, Camana Bay, Grand Cayman, Cayman Islands KY1-1108 (“BeiGene”). BeiGene and SpringWorks are each referred to herein as a “Party” and are collectively referred to as the “Parties”.

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Re: Employment Agreement Termination Letter
SpringWorks Therapeutics, Inc. • September 3rd, 2019 • Biological products, (no disgnostic substances)

Reference is hereby made to that certain Employment Agreement (the “Agreement”) dated as of February 1, 2018, by and between SpringWorks Therapeutics Operating Company, Inc. (together with its predecessors, subsidiaries, and affiliates, including its parent entity, the “Company”), and you.

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May 2, 2022 Delivered via Email Michael Burgess, M.B.Ch.B., Ph.D. Re: Retention Agreement Dear Dr. Burgess:
SpringWorks Therapeutics, Inc. • May 5th, 2022 • Biological products, (no disgnostic substances)

This letter (the “Agreement”) confirms the details of our recent conversation. As we discussed, at this time, in light of the critical milestones anticipated for our R&D organization during 2022, SpringWorks Therapeutics, Inc. (the “Company”) considers it to be in the best interests of the Company to provide further incentives to you to remain employed with the Company and has determined that appropriate steps should be taken to reinforce and encourage your continued attention and dedication to your duties and responsibilities. Accordingly, the Company is pleased to offer you the opportunity to receive certain Retention Opportunities (as defined below), subject to the terms and conditions set forth herein:

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SPRINGWORKS THERAPEUTICS, INC. AMENDMENT TO THE AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Rights Agreement • February 25th, 2021 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York

This Amendment to the Amended and Restated Investors’ Rights Agreement (this “Amendment”) is made as of February 25, 2021 by and among SpringWorks Therapeutics, Inc., a Delaware corporation (the “Company”), and certain holders of outstanding Registrable Securities.

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SEPARATION AND CONSULTING AGREEMENT
Separation and Consulting Agreement • February 2nd, 2024 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • Connecticut

This SEPARATION AND CONSULTING AGREEMENT (the “Agreement”) is entered into by and among Lesley Mary Smith, Ph.D. (“Dr. Smith”), and SpringWorks Therapeutics, Inc., a Delaware corporation (the “Company”). This Agreement is entered into effective as of January 31, 2024. Dr. Smith and the Company are hereinafter collectively referred to as the “Parties” and each are individually referred to as a “Party”.

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CERTAIN INFORMATION IDENTIFIED BY BRACKETED ASTERISKS ([* * *]) HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. FIRST (1st) AMENDMENT TO CLINICAL TRIAL COLLABORATION AND...
Collaboration and Supply Agreement • October 27th, 2021 • SpringWorks Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York

This Amendment No. 1 to that certain Clinical Trial Collaboration and Supply Agreement (the “Agreement”), dated as of June 25, 2019, between GlaxoSmithKline LLC (“GSK”) and SpringWorks Therapeutics, Inc. (“SpringWorks”) is dated as of October 22, 2021 (the “Amendment Effective Date”).

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