0000950123-11-045184 Sample Contracts

AMENDMENT TO CO-EXCLUSIVE LICENSE AGREEMENT

Co-Exclusive License Agreement • May 5th, 2011 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations

• Contract Type
  Co-Exclusive License Agreement
• Filed
  May 5th, 2011
• Company
  Alnylam Pharmaceuticals, Inc.
• Industry
  Pharmaceutical preparations

This Amendment to the Alnylam Co-Exclusive License Agreement is made as of March 14, 2011 (“Effective Date”), by and between Alnylam Pharmaceuticals, Inc. (“Alnylam”), on the one hand, and Whitehead Institute for Biomedical Research (“Whitehead”), Massachusetts Institute of Technology (“MIT”), and Max-Planck-Innovation GmbH (“MI”).

CONFIDENTIAL SETTLEMENT AGREEMENT AND MUTUAL RELEASE

Settlement Agreement • May 5th, 2011 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • Massachusetts

• Contract Type
  Settlement Agreement
• Filed
  May 5th, 2011
• Company
  Alnylam Pharmaceuticals, Inc.
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Massachusetts

This Confidential Settlement Agreement and Mutual Release (“Confidential Settlement Agreement”) is entered into as of the Effective Date by and between Max-Planck-Gesellschaft zur Förderung der Wissenschaften e.V. (“MPG”), Max-Planck-Innovation GmbH (“MI”) (collectively referred to herein as “Max Planck”), and Alnylam Pharmaceuticals, Inc. (“Alnylam”), on the one hand, and Whitehead Institute for Biomedical Research (“Whitehead”), Massachusetts Institute of Technology (“MIT”), and the University of Massachusetts (“UMass”), on the other hand.

Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. EXCLUSIVE LICENSE AGREEMENT FOR TUSCHL II UNITED STATES PATENTS AND PATENT APPLICATIONS

Confidentiality Agreement • May 5th, 2011 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • Massachusetts

• Contract Type
  Confidentiality Agreement
• Filed
  May 5th, 2011
• Company
  Alnylam Pharmaceuticals, Inc.
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Massachusetts

This Exclusive License Agreement for Tuschl II United States Patents and Patent Applications (“Agreement”) is made as of March 14, 2011 (“Effective Date”), by and between Alnylam Pharmaceuticals, Inc. (“Alnylam”) and University of Massachusetts (“UMass”).

February 28, 2011 Patricia Allen 7 Ashford Lane Andover, MA 01810 Dear Patty:

Consulting Agreement • May 5th, 2011 • Alnylam Pharmaceuticals, Inc. • Pharmaceutical preparations • Massachusetts

• Contract Type
  Consulting Agreement
• Filed
  May 5th, 2011
• Company
  Alnylam Pharmaceuticals, Inc.
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Massachusetts

This letter is to summarize the terms of the separation package that Alnylam Pharmaceuticals, Inc. (“the Company”) is willing to offer you as a result of your resignation of employment. Please read this letter agreement, which includes a general release, carefully. If you are willing to agree to its terms, please sign in the space provided below and return it to me so that your separation benefits can begin.