0000950123-15-009585 Sample Contracts

WARRANT AGREEMENT between SYNDAX PHARMACEUTICALS, INC. and BAYER SCHERING PHARMA AG Dated as of March 26, 2007
Warrant Agreement • August 25th, 2015 • Syndax Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

This WARRANT AGREEMENT (this “Agreement”) is made as of March 26, 2007 between SYNDAX PHARMACEUTICALS, INC., a corporation organized under the laws of the State of Delaware (the “Company”), and BAYER SCHERING PHARMA AG (formerly known as SCHERING AG), a corporation organized under the laws of the Federal Republic of Germany (“Bayer”).

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SYNDAX PHARMACEUTICALS, INC. THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • August 25th, 2015 • Syndax Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

THIS THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is effective as of August 21, 2015 pursuant to the amendment provisions of Subsection 7.7 of that certain Second Amended and Restated Investors’ Rights Agreement dated June 1, 2015 (the “Prior Agreement”), by and among Syndax Pharmaceuticals, Inc., a Delaware corporation (the “Company”), the investors listed on Exhibit A (each individually, an “Investor” and collectively, the “Investors”), Eckard Weber Living Trust UTA, Ronald Evans, Ph.D., Peter Ordentlich, Ph.D., Michael Downes, Ph.D. and Richard Heyman, Ph.D. (each individually, a “Stockholder” and collectively, the “Stockholders”) and Bayer Pharma AG (formerly known as Bayer Schering Pharma AG), a corporation organized under the laws of the Federal Republic of Germany (“Bayer”), and with regard to Bayer, only with respect to Subsection 2.6, Subsection 2.7 and any other provisions of this Agreement applicable thereto.

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