EMPLOYMENT AGREEMENTEmployment Agreement • June 3rd, 2024 • Rapport Therapeutics, Inc. • Pharmaceutical preparations • Massachusetts
This Employment Agreement (“Agreement”) is made between Rapport Therapeutics, Inc., a Delaware corporation (the “Company”), and Abraham N. Ceesay (the “Executive”) and is effective as of the closing of the Company’s first underwritten public offering of its equity securities pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “Effective Date”). Except with respect to the Restrictive Covenants Agreement and the Equity Documents (each as defined below), this Agreement supersedes in all respects all prior agreements between the Executive and the Company regarding the subject matter herein, including without limitation (i) the Offer Letter between the Executive and the Company dated December 12, 2022 (the “Prior Agreement”), and (ii) any other offer letter, employment agreement or severance agreement.
CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [***], HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE REGISTRANT HAS DETERMINED THAT IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. OPTION AND...Option and License Agreement • May 17th, 2024 • Rapport Therapeutics, Inc. • Pharmaceutical preparations • New York
This Option and License Agreement (this “Agreement”), dated August 9, 2022 (the “Effective Date”), is entered into by and between Janssen Pharmaceutica NV, with its principal place of business at Turnhoutseweg 30, 2340 Beerse, Belgium (“Janssen”) and Precision Neuroscience NewCo, Inc., with its principal place of business at 29 Newbury Street, Boston, MA 02116, USA (“Licensee”). Janssen and Licensee are referred to herein individually as a “Party” and collectively as the “Parties.”
RAPPORT THERAPEUTICS, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT August 7, 2023Investors’ Rights Agreement • May 17th, 2024 • Rapport Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 7th day of August, 2023, by and among Rapport Therapeutics, Inc., a Delaware corporation (the “Company”) and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” together with any subsequent investor, or transferees, who become parties hereto as “Investors” pursuant to Subsection 6.9, collectively, the “Investors”.
CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [***], HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE REGISTRANT HAS DETERMINED THAT IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. MASTER...Master Services Agreement • March 27th, 2024 • Rapport Therapeutics, Inc. • Pharmaceutical preparations
This Master Services Agreement (together with any SOWs, the “Agreement”) is dated as of November 28, 2023 (the “Effective Date”) and is by and between Rapport Therapeutics, Inc., with a principal business address at 1325 Boylston Street, Suite 401, Boston, MA 02215 USA (“Rapport”) and NeuroPace Inc., with a principal place of business at 455 N. Bernardo Avenue, Mountain View, CA. 94043 (“NeuroPace”). Rapport and NeuroPace may be referred to individually as a “Party” and collectively as the “Parties.”
RAPPORT THERAPEUTICS, INC. FORM OF EMPLOYEE DIRECTOR / OFFICER INDEMNIFICATION AGREEMENTIndemnification Agreement • June 3rd, 2024 • Rapport Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is made as of [•], 2024, by and between Rapport Therapeutics, Inc., a Delaware corporation (the “Company”), and [Name] (“Indemnitee”).
FORM OF SHARE PURCHASE AGREEMENTForm of Share Purchase Agreement • June 10th, 2024 • Rapport Therapeutics, Inc. • Pharmaceutical preparations • New York
This SHARE PURCHASE AGREEMENT (this “Agreement”) is entered into as of June 6, 2024 (the “Effective Date”), by and between [_] (the “Investor”), and Rapport Therapeutics, Inc., a Delaware corporation (the “Company”).
SUBLEASE AGREEMENTSublease Agreement • April 29th, 2024 • Rapport Therapeutics, Inc. • Pharmaceutical preparations
This SUBLEASE AGREEMENT (this “Sublease”) is made as of the 15th day of June 2023 (the “Effective Date”) between Whoop, Inc., a Delaware corporation (“Sublessor”) with an address of One Kenmore Square, Suite 601, Boston, MA 02215 and Rapport Therapeutics, Inc., a Delaware corporation (“Sublessee”), with an address of 201 Brookline Ave, Suite 1401, Boston, MA 02215.
LICENSE AGREEMENTLicense Agreement • April 29th, 2024 • Rapport Therapeutics, Inc. • Pharmaceutical preparations • California
THIS LICENSE AGREEMENT (the “Agreement”) is made as of this 21 day of December, 2023 (the “Effective Date”), between ARE-SD REGION NO. 61, LLC, a Delaware limited liability company (“Licensor”), and RAPPORT THERAPEUTICS, INC., a Delaware corporation (“Licensee”).
Rapport Therapeutics, Inc. Common Stock, par value $0.001 per share Underwriting AgreementUnderwriting Agreement • June 3rd, 2024 • Rapport Therapeutics, Inc. • Pharmaceutical preparations
CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [***], HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE REGISTRANT HAS DETERMINED THAT IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SOW #1Rapport Therapeutics, Inc. • March 27th, 2024 • Pharmaceutical preparations
This SOW together with any attachments (the “SOW”) is by and between Rapport Therapeutics, Inc., with a principal business address at 1325 Boylston Street, Suite 401, Boston, MA 02215 USA (“Rapport”) and NeuroPace Inc. with a principal place of business at 455 N. Bernardo Avenue, Mountain View, CA. 94043 (“NeuroPace”), and, upon execution, will be incorporated into, subject to and governed by the Master Services Agreement between Rapport and NeuroPace dated November 28, 2023 (the “Agreement”). Capitalized terms not otherwise defined in this SOW shall have the same meaning as set forth in the Agreement. Rapport hereby engages NeuroPace to provide Services, as follows:
LEASE AGREEMENTLease Agreement • April 29th, 2024 • Rapport Therapeutics, Inc. • Pharmaceutical preparations
THIS LEASE AGREEMENT (this “Lease”) is made this 12 day of February, 2024 (the “Effective Date”), between ARE-9880 CAMPUS POINT, LLC, a Delaware limited liability company (“Landlord”), and RAPPORT THERAPEUTICS, INC., a Delaware corporation (“Tenant”).
