Alnylam Pharmaceuticals, Inc. Sample Contracts

CITIGROUP PIPER JAFFRAY
Underwriting Agreement • May 10th, 2004 • Alnylam Pharmaceuticals Inc • Pharmaceutical preparations • New York
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EXHIBIT 10.5
Registration Rights Agreement • February 27th, 2004 • Alnylam Pharmaceuticals Inc • Massachusetts
EXHIBIT 1.1 4,700,000 SHARES ALNYLAM PHARMACEUTICALS, INC. Common Stock, Par Value $0.01 Per Share UNDERWRITING AGREEMENT December 12, 2006
Underwriting Agreement • December 13th, 2006 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
AND
Stock Purchase Agreement • September 12th, 2005 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
ALNYLAM PHARMACEUTICALS, INC. 5,600,000 Shares of Common Stock Underwriting Agreement
Alnylam Pharmaceuticals, Inc. • November 14th, 2017 • Pharmaceutical preparations • New York

Alnylam Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule I hereto (the “Underwriters”), for whom Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC are acting as representatives (the “Representatives”), an aggregate of 5,600,000 shares of common stock, par value $0.01 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 840,000 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”.

AND
License Agreement • November 9th, 2006 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • Massachusetts
LEASE
Alnylam Pharmaceuticals Inc • February 27th, 2004 • Massachusetts
ALNYLAM PHARMACEUTICALS, INC. AND THE BANK OF NEW YORK MELLON, as Trustee INDENTURE Dated as of September 15, 2022 1.00% Convertible Senior Notes due 2027
Indenture • September 16th, 2022 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • New York

INDENTURE dated as of September 15, 2022 between ALNYLAM PHARMACEUTICALS, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and THE BANK OF NEW YORK MELLON, a New York banking corporation, as trustee (the “Trustee,” as more fully set forth in Section 1.01).

RECITALS:
Alnylam Pharmaceuticals, Inc. • May 9th, 2006 • Pharmaceutical preparations
BY AND BETWEEN
License Agreement • March 2nd, 2009 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • Massachusetts
AND
Collaboration Agreement • May 16th, 2005 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
FORM OF DIRECTOR INDEMNIFICATION AGREEMENT
Indemnification Agreement • August 4th, 2016 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware

This Indemnification Agreement (“Agreement”) is made as of by and between Alnylam Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).

BY AND AMONG
Collaboration and License Agreement • August 4th, 2006 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
ALNYLAM PHARMACEUTICALS, INC. AND THE BANK OF NEW YORK MELLON, as Trustee INDENTURE Dated as of September 15, 2022 1.00% Convertible Senior Notes due 2027
Alnylam Pharmaceuticals, Inc. • October 27th, 2022 • Pharmaceutical preparations • New York

INDENTURE dated as of September 15, 2022 between ALNYLAM PHARMACEUTICALS, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and THE BANK OF NEW YORK MELLON, a New York banking corporation, as trustee (the “Trustee,” as more fully set forth in Section 1.01).

ALNYLAM PHARMACEUTICALS, INC LICENCE AGREEMENT
Licence Agreement • May 21st, 2004 • Alnylam Pharmaceuticals Inc • Pharmaceutical preparations • London
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LEASE by and between BMR-675 WEST KENDALL STREET LLC, a Delaware limited liability company and ALNYLAM PHARMACEUTICALS, INC., a Delaware corporation
Lease • August 7th, 2015 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations

IN WITNESS WHEREOF, Tenant has executed this Acknowledgment of Term Commencement Date and Term Expiration Date as of the date first written above.

ALNYLAM PHARMACEUTICALS, INC. and Trustee INDENTURE Dated as of _______________ SUBORDINATED DEBT SECURITIES
Indenture • July 21st, 2011 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations

WHEREAS, the Issuer may from time to time duly authorize the issue of its unsecured subordinated debentures, notes or other evidences of indebtedness to be issued in one or more series (the “Securities”) up to such principal amount or amounts as may from time to time be authorized in accordance with the terms of this Indenture;

RECITALS
Loan and Security Agreement • April 6th, 2004 • Alnylam Pharmaceuticals Inc • Pharmaceutical preparations • California
BY AND AMONG
Research Collaboration and License Agreement • May 21st, 2004 • Alnylam Pharmaceuticals Inc • Pharmaceutical preparations • New York
DATE: September [ ], 2022 TO: Alnylam Pharmaceuticals, Inc. 675 West Kendall Street, Henri A. Termeer Square Cambridge, Massachusetts 02142 FROM: [Insert Dealer Name] SUBJECT: [Base][Additional] Call Option Transaction
Alnylam Pharmaceuticals, Inc. • September 16th, 2022 • Pharmaceutical preparations

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [Dealer] (“Dealer”) and Alnylam Pharmaceuticals, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.

AND
Investor Rights Agreement • September 12th, 2005 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
CREDIT AGREEMENT Dated as of April 29, 2016 Among ALNYLAM U.S., INC., as the Borrower, ALNYLAM PHARMACEUTICALS, INC., as Parent and Parent Guarantor, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as the Lender
Credit Agreement • August 4th, 2016 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • New York

This CREDIT AGREEMENT is entered into as of April 29, 2016, among ALNYLAM PHARMACEUTICALS, INC., a Delaware corporation (the “Parent” or the “Parent Guarantor”), ALNYLAM U.S., INC., a Delaware corporation and a wholly-owned Subsidiary of Parent (the “Borrower” and, together with the Parent Guarantor, collectively the “Loan Parties” and, each individually, a “Loan Party”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as the Lender.

BETWEEN
Rights Agreement • July 14th, 2005 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
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