0001193125-16-587003 Sample Contracts

Shares Clearside Biomedical, Inc. Common Stock ($0.001 Par Value) EQUITY UNDERWRITING AGREEMENT
Underwriting Agreement • May 11th, 2016 • Clearside Biomedical, Inc. • Pharmaceutical preparations • New York

Clearside Biomedical, Inc., a Delaware corporation (the “Issuer”), proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representatives (the “Representatives”) an aggregate of shares of the Issuer’s Common Stock, $0.001 par value per share (the “Firm Securities”). The respective amounts of the Firm Securities to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Issuer also proposes to sell at the Underwriters’ option an aggregate of up to additional shares of the Issuer’s Common Stock (the “Option Securities”) solely to cover over-allotments, as set forth below.

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AMENDMENT NO. 3 TO COLLABORATION AGREEMENT
Collaboration Agreement • May 11th, 2016 • Clearside Biomedical, Inc. • Pharmaceutical preparations

This Amendment No. 3 to COLLABORATION AGREEMENT (“Third Amendment”) is entered into as of March 24, 2016 (the “Third Amendment Date”), by and between Santen Pharmaceutical Co., Ltd., a corporation organized under the laws of Japan, with offices at 4-20, Ofukacho, Kita-ku3, Osaka 530-8552 Japan (“SANTEN”), and Clearside Biomedical, Inc., a corporation organized under the laws of Delaware, with offices at 1220 Old Alpharetta Rd., Suite 300, Alpharetta, GA 30005 (“Clearside”). SANTEN and Clearside are herein sometimes referred to collectively as the “Parties” and individually as “Party.”

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