0001193125-26-029976 Sample Contracts
RESEARCH COLLABORATION AND LICENSE AGREEMENT between ELI LILLY AND COMPANY and AVIDITY BIOSCIENCES, INC.Research Collaboration and License Agreement • January 30th, 2026 • Atrium Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS RESEARCH COLLABORATION AND LICENSE AGREEMENT (“Agreement”) is entered into as of April 17, 2019 (the “Effective Date”) by and between AVIDITY BIOSCIENCES, INC., a Delaware corporation having an address at 10975 N. Torrey Pines Rd., Suite 150, La Jolla, CA 92037 (“Avidity”), and ELI LILLY AND COMPANY, a corporation organized and existing under the laws of Indiana, with its principal business office located at Lilly Corporate Center, Indianapolis, Indiana 46285, U.S.A. (“Lilly”). Lilly and Avidity are each hereafter referred to individually as a “Party” and together as the “Parties.”
FORM OF TRANSITION SERVICES AGREEMENT by and between Avidity Biosciences, Inc. and Atrium Therapeutics, Inc. Dated as of [•]Transition Services Agreement • January 30th, 2026 • Atrium Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Transition Services Agreement (as amended, modified or supplemented from time to time in accordance with its terms, this “Agreement”) is made and executed as of [•] (the “Effective Date”), by and between Avidity Biosciences, Inc., a Delaware corporation (“RemainCo”), and Atrium Therapeutics, Inc., a Delaware corporation (“SpinCo”). RemainCo and SpinCo are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
SEPARATION AND DISTRIBUTION AGREEMENT DATED AS OF OCTOBER 25, 2025 AMONG AVIDITY BIOSCIENCES, INC., BRYCE THERAPEUTICS, INC., AND, SOLELY WITH RESPECT TO SECTION 1.1, SECTION 2.1(a), SECTION 2.1(b), SECTION 2.1(d), SECTION 2.2, SECTION 2.4(b), SECTION...Separation and Distribution Agreement • January 30th, 2026 • Atrium Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), is made and entered into as of October 25, 2025, among Avidity Biosciences, Inc., a Delaware corporation (the “Company”), Bryce Therapeutics, Inc., a Delaware corporation and a wholly owned Subsidiary of the Company (“SpinCo,” and together with the Company, the “Parties,” and each a “Party”), and, solely with respect to Section 1.1, Section 2.1(a), Section 2.1(b), Section 2.1(d), Section 2.2, Section 2.4(b), Section 2.7, Section 3.2, Section 4.2, Section 4.6, Section 4.11, Section 4.12, Section 5.1 through Section 5.6, Section 7.1(f), Section 8.3, Section 8.6, Section 8.7, Section 8.8 and Section 8.11, Novartis AG, a company limited by shares (Aktiengesellschaft) incorporated under the laws of Switzerland (“Parent”).
AGREEMENT AND PLAN OF MERGER DATED AS OF OCTOBER 25, 2025 AMONG NOVARTIS AG, AJAX ACQUISITION SUB, INC. AND AVIDITY BIOSCIENCES, INC.,Merger Agreement • January 30th, 2026 • Atrium Therapeutics, Inc. • Pharmaceutical preparations • Delaware
WHEREAS, on the terms and subject to the conditions set forth herein, the parties intend that Merger Sub will be merged (the “Merger”) with and into the Company, with the Company surviving the Merger as a wholly owned Subsidiary of Parent, in accordance with the General Corporation Law of the State of Delaware (the “DGCL”);
RESEARCH COLLABORATION AND LICENSE AGREEMENT between AVIDITY BIOSCIENCES, INC. and BRISTOL MYERS SQUIBB COMPANY Dated as of November 27, 2023Research Collaboration and License Agreement • January 30th, 2026 • Atrium Therapeutics, Inc. • Pharmaceutical preparations • New York
This Research Collaboration and License Agreement (this “Agreement”), effective as of November 27, 2023 (the “Effective Date”), is entered into by and between Bristol Myers Squibb Company, a Delaware corporation having a place of business at Route 206 and Province Line Road, Lawrenceville, NJ 08540 (“BMS”), and Avidity Biosciences, Inc., a Delaware corporation having a place of business at 10578 Science Center Drive, Suite 125, San Diego, CA 92121 (“Avidity”). BMS and Avidity are referred to individually as a “Party” and collectively as the “Parties.”
LICENSE AGREEMENT by and between AVIDITY BIOSCIENCES, INC. and BRYCE THERAPEUTICS, INC. October 25, 2025License Agreement • January 30th, 2026 • Atrium Therapeutics, Inc. • Pharmaceutical preparations • New York
This LICENSE AGREEMENT (this “Agreement”) is made as of October 25, 2025 (the “Execution Date”), by and between Avidity Biosciences, Inc., a Delaware corporation (“Company” or “RemainCo”) and Bryce Therapeutics, Inc., a Delaware corporation (“SpinCo”). RemainCo and SpinCo are referred to in this Agreement individually as a “Party” and collectively as the “Parties”.