0001193125-22-001859 Sample Contracts

AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • January 4th, 2022 • Affinia Therapeutics Inc. • Biological products, (no disgnostic substances) • Delaware

THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of April 20, 2021, by and among Affinia Therapeutics Inc. (f/k/a TDTx Inc.), a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”.

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EXCLUSIVE LICENSE AGREEMENT BETWEEN LONZA HOUSTON, INC. AND MASSACHUSETTS EYE AND EAR INFIRMARY AND THE SCHEPENS EYE RESEARCH INSTITUTE, INC. AND TDTX, INC. September 9, 2019
Exclusive License Agreement • January 4th, 2022 • Affinia Therapeutics Inc. • Biological products, (no disgnostic substances)

THIS EXCLUSIVE LICENSE AGREEMENT (“Agreement”), effective as of September 9, 2019 (“Effective Date”), is made between Lonza Houston, Inc., a Delaware corporation having a principal place of business at 14905 Kirby Drive, Houston, Texas 77047, United States, (“Lonza”) and Massachusetts Eye and Ear Infirmary, a not-for-profit Massachusetts corporation, having its principal place of business at 243 Charles Street, Boston, MA 02114, and The Schepens Eye Research Institute, Inc., a not-for-profit Massachusetts corporation, having its principal place of business at 20 Staniford Street, Boston, MA 02114 (collectively “MEE”) (Lanza and MEE are collectively referred to herein as “Licensor(s)”), and TDTx Inc., a Delaware corporation having a principal place of business at One Broadway, 14th Floor, Kendall Square, Cambridge, MA 02142 (“TDTx” or “Licensee”). Lonza, MEE, and TDTx shall hereinafter collectively be referred to as the “Parties” and each, individually, as a “Party”.

STRATEGIC COLLABORATION AND LICENSE AGREEMENT BETWEEN VERTEX PHARMACEUTICALS INCORPORATED AND AFFINIA THERAPEUTICS INC.
Collaboration and License Agreement • January 4th, 2022 • Affinia Therapeutics Inc. • Biological products, (no disgnostic substances)

This Strategic Collaboration and License Agreement (this “Agreement”) is entered into as of April 14, 2020 (the “Effective Date”) by and between Vertex Pharmaceuticals Incorporated, a corporation organized under the laws of The Commonwealth of Massachusetts (“Vertex”), and Affinia Therapeutics Inc., a corporation organized under the laws of Delaware with a place of business at 100 Beaver Street, Waltham, MA 02453 (“Company”). Vertex and Company each may be referred to herein individually as a “Party” or collectively as the “Parties.”

November 16th, 2021 Thomas Edward Leggett Newton Center, MA 02459 Dear Thomas:
Protection Agreement • January 4th, 2022 • Affinia Therapeutics Inc. • Biological products, (no disgnostic substances) • Massachusetts

Affinia Therapeutics Inc. (the “Company”) is pleased to offer you employment on the terms set forth in this letter agreement (the “Offer Letter”).

EMPLOYMENT AGREEMENT
Employment Agreement • January 4th, 2022 • Affinia Therapeutics Inc. • Biological products, (no disgnostic substances) • Massachusetts

This EMPLOYMENT AGREEMENT (the “Agreement”), made as of August 27, 2019, is entered into between TDTx, Inc., a Delaware corporation (the “Company”), and Raken B. Modi (AKA Rick Modi) (the “Executive”).

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