0001193125-13-219925 Sample Contracts

FORM OF INDEMNIFICATION AGREEMENT BLUEBIRD BIO, INC. Indemnification Agreement
Indemnification Agreement • May 14th, 2013 • Bluebird Bio, Inc. • Biological products, (no disgnostic substances) • Delaware

This Indemnification Agreement (“Agreement”) is made as of [ ] by and between bluebird bio, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).

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Contract
License Agreement • May 14th, 2013 • Bluebird Bio, Inc. • Biological products, (no disgnostic substances) • New York

CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

Contract
Patent License Agreement • May 14th, 2013 • Bluebird Bio, Inc. • Biological products, (no disgnostic substances) • Massachusetts

CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

RIVERSIDE TECHNOLOGY CENTER AMENDED AND RESTATED LEASE AGREEMENT
Lease Agreement • May 14th, 2013 • Bluebird Bio, Inc. • Biological products, (no disgnostic substances) • Massachusetts

Agreement entered into this 18th day of May, 2007 by and between Rivertech Associates II, LLC, a Massachusetts limited liability company with a principal address at The Abbey Group, 575 Boylston Street Boston, Massachusetts (the “LESSOR”), and Genetix Pharmaceuticals, Inc. a corporation with a principal address at 840 Memorial Drive Cambridge, Massachusetts (the “LESSEE”); relative to certain space in the building owned by the LESSOR at 840 Memorial Drive Cambridge, Massachusetts (the “Building”), as follows:

STOCK PURCHASE WARRANT
Bluebird Bio, Inc. • May 14th, 2013 • Biological products, (no disgnostic substances) • Massachusetts

This Stock Purchase Warrant (this “Warrant”) is being issued in connection with the purchase by the Holder of a Convertible Term Note (the “Note”) of the Company in the principal amount set forth on the signature page hereto. The Note is one of a series of similar Convertible Term Notes (the Note and such Convertible Term Notes shall collectively be referred to as the “Notes”) being issued by the Company to certain investors in the aggregate principal amount of up to $[ ] pursuant to the terms of a Convertible Note and Warrant Purchase Agreement dated as of [ ] (the “Purchase Agreement”), by and among the Company and certain Investors named therein (the “Investors”) including the Holder, and this Warrant is one of a series of similar Stock Purchase Warrants (this Warrant and such Stock Purchase Warrants shall collectively be referred to as the “Warrants”) being issued by the Company to such Investors in connection with the issuance of the Notes.

Contract
License Agreement • May 14th, 2013 • Bluebird Bio, Inc. • Biological products, (no disgnostic substances)

CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • May 14th, 2013 • Bluebird Bio, Inc. • Biological products, (no disgnostic substances) • Delaware

THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT is made as of the 23rd day of July, 2012, by and among bluebird bio, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”, and any additional investor that becomes a party to this Agreement in accordance with Section 6.9 hereof.

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