VOTING AGREEMENTVoting Agreement • July 1st, 2009 • Combinatorx, Inc • Pharmaceutical preparations • Delaware
THIS VOTING AGREEMENT (“Agreement”), dated as of June 30, 2009, is made by and among CombinatoRx, Incorporated, a Delaware corporation (“CombinatoRx”), Neuromed Pharmaceuticals Inc., a Delaware corporation (“Neuromed US”), and the undersigned holder (“Stockholder”) of shares of capital stock (the “Shares”) of CombinatoRx.
CONSULTING AGREEMENTConsulting Agreement • July 1st, 2009 • Combinatorx, Inc • Pharmaceutical preparations • Massachusetts
THIS CONSULTING AGREEMENT (the “Agreement”) is made and entered into this 1st day of July, 2009 (the “Effective Date”) by and between CombinatoRx, Incorporated, a Delaware corporation duly organized under law and having a usual place of business at 245 First Street, Cambridge, MA 02142 (hereinafter referred to as the “Company”) and Alexis Borisy.
VOTING AGREEMENTVoting Agreement • July 1st, 2009 • Combinatorx, Inc • Pharmaceutical preparations • Delaware
THIS VOTING AGREEMENT (“Agreement”), dated as of June 30, 2009, is made by and among CombinatoRx, Incorporated, a Delaware corporation (“CRXX”), Neuromed Pharmaceuticals Inc., a Delaware corporation (“Neuromed US”), Neuromed Pharmaceuticals Ltd., a company existing under the laws of the Province of British Columbia, Canada (“Neuromed Canada” and together with Neuromed US, “Neuromed”), and the undersigned holder (“Stockholder”) of shares of capital stock (the “Shares”) of Neuromed US and Neuromed Canada.
July 1, 2009 By Hand Delivery Mr. Alexis Borisy Dear Alexis:Combinatorx, Inc • July 1st, 2009 • Pharmaceutical preparations
As you have been notified, your employment with CombinatoRx, Incorporated (the “Company”) as its President and CEO will terminate, effective as of July 1, 2009 (the “Separation Date”). The purpose of this letter is to confirm the agreement between you and the Company concerning your severance arrangements (the “Agreement”), as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 1st, 2009 • Combinatorx, Inc • Pharmaceutical preparations • Delaware
WHEREAS, the Company, PawSox, Inc., a Delaware corporation and a wholly owned Subsidiary of the Company (“Merger Sub”), Neuromed Pharmaceuticals Inc., a Delaware corporation (“Neuromed US”), Neuromed Pharmaceuticals Ltd., a company existing under the laws of the Province of British Columbia, Canada, and Kurt C. Wheeler, as representative of the stockholders of Neuromed US, are parties to an Agreement and Plan of Merger, dated as of the date hereof (the “Merger Agreement”), pursuant to which the Company, Merger Sub and Neuromed US intend to effect a merger (the “Merger”) of Merger Sub with and into Neuromed US with Neuromed US to be the surviving corporation of the Merger.
