STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 11th, 2016 • Aclaris Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS STOCK PURCHASE AGREEMENT is entered into as of March 24, 2016, by and among ACLARIS THERAPEUTICS INC., a Delaware corporation (the “Purchaser”); VIXEN PHARMACEUTICALS, INC., a Delaware corporation (the “Company”); JAK1, LLC, a Delaware limited liability company (“JAK1”), JAK2, LLC, a Delaware limited liability company (“JAK2”); JAK3, LLC, a Delaware limited liability company (“JAK3”) (JAK1, JAK2 and JAK3 are referred to herein each as a “Selling Stockholder” and, collectively, as the “Selling Stockholders”); and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the Stockholders’ Representative (the “Stockholders’ Representative”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
THIRD AMENDMENT TO SERVICES AGREEMENT BETWEEN NST CONSULTING, LLC AND ACLARIS THERAPEUTICS, INC.Services Agreement • May 11th, 2016 • Aclaris Therapeutics, Inc. • Pharmaceutical preparations
This Third Amendment to the Services Agreement (“Third Amendment”) made and entered into this 24th day of November 2015 and effective as of October 1, 2015 (“Effective Date”), by and between NST CONSULTING, LLC (“NST’) and ACLARIS THERAPEUTICS, INC. (“Aclaris”).
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • May 11th, 2016 • Aclaris Therapeutics, Inc. • Pharmaceutical preparations • New York
This AGREEMENT, effective as of December 31, 2015 (the “Effective Date”), between THE TRUSTEES OF COLUMBIA UNIVERSITY IN THE CITY OF NEW YORK, a New York corporation (“Columbia”), and Vixen Pharmaceuticals, Inc., a Delaware corporation (“Company”).
FOURTH AMENDMENT TO SERVICES AGREEMENT BETWEEN NST CONSULTING, LLC AND ACLARIS THERAPEUTICS, INC.Services Agreement • May 11th, 2016 • Aclaris Therapeutics, Inc. • Pharmaceutical preparations
This Fourth Amendment to the Services Agreement (“Fourth Amendment”) made and entered into this 8th day of January 2016 and effective as of November 1, 2015 (“Effective Date”), by and between NST CONSULTING, LLC (“NST’) and ACLARIS THERAPEUTICS, INC. (“Aclaris”).
THIRD AMENDMENT TO AMENDED AND RESTATED SUBLEASE BETWEEN NST CONSULTING, LLC AND ACLARIS THERAPEUTICS, INC.Aclaris Therapeutics, Inc. • May 11th, 2016 • Pharmaceutical preparations
This Third Amendment to the Amended and Restated Sublease (“Third Amendment”) made and entered into this 8th day of February 2016 and effective as of December 1, 2015 (“Effective Date”), by and between NST CONSULTING, LLC, hereinafter referred to as “Sublandlord” and ACLARIS THERAPEUTICS, INC, hereinafter referred to as “Subtenant”.
FIFTH AMENDMENT TO SERVICES AGREEMENT BETWEEN NST CONSULTING, LLC AND ACLARIS THERAPEUTICS, INC.Services Agreement • May 11th, 2016 • Aclaris Therapeutics, Inc. • Pharmaceutical preparations
This Fifth Amendment to the Services Agreement (“Fifth Amendment”) made and entered into this 8th day of January 2016 and effective as of January 1, 2016 (“Effective Date”), by and between NST CONSULTING, LLC (“NST’) and ACLARIS THERAPEUTICS, INC. (“Aclaris”).
