Companion Diagnostics Agreement Sample Contracts

Third Amendment to Companion Diagnostics Agreement (May 8th, 2018)

This Third Amendment ("Third Amendment") shall be effective as of this 7th day of March, 2018 ("Amendment Effective Date"), by and between Epizyme, Inc., having a place of business at 400 Technology Square, 4th Floor, Cambridge, Massachusetts 02139, U.S.A. ("Epizyme") and Eisai Co., Ltd., having a place of business at Koishikawa 4-6-10, Bunkyo-ku, Tokyo 112-8088, Japan (individually "Eisai" and collectively with Epizyme, "Pharmaceutical Partners"), on the one side, and Roche Molecular System, Inc., having a place of business at 4300 Hacienda Drive, Pleasanton, California 94588, U.S.A ("RMS"), on the other side, as an amendment to the Companion Diagnostics Agreement dated 18th December 2012, as first amended on 31 May 2013 and second amended on 16 November 2015 (the "Second Amendment") (collectively, the "Agreement"). Capitalized terms used in this Third Amendment and not defined in this Third Amendment shall have the meanings ascribed to them in the Agreement.

Re: Companion Diagnostics Agreement With Roche Molecular Systems, Inc. (RMS) (March 16th, 2015)

Reference is hereby made to (a) the Amended and Restated Collaboration and License Agreement dated as of March 12, 2015 (the Amended and Restated Collaboration Agreement), by and between Eisai Co., Ltd. (Eisai) and Epizyme, Inc. (Epizyme), (b) the Companion Diagnostics Agreement dated December 18, 2012, as amended by the First Amendment thereto dated May 31, 2013 (the RMS Agreement), by and between Epizyme and Eisai, on the one side, and RMS, on the other side and (c) the prior letter agreement dated December 21, 2012 (the Prior Letter Agreement), by and between Epizyme and Eisai, regarding the RMS Agreement.

Confidential Materials Omitted and Filed Separately With the Securities and Exchange Commission. Double Asterisks Denote Omissions. FIRST AMENDMENT TO COMPANION DIAGNOSTICS AGREEMENT (January 27th, 2014)

This First Amendment (Amendment) shall be effective as of this 31st day of May 2013 (Amendment Effective Date), by and between Epizyme, Inc., having a place of business at 400 Technology Square, 4th Floor, Cambridge, Massachusetts 02139, U.S.A. (Epizyme) and Eisai Co., Ltd., having a place of business at Koishikawa 4-6-10, Bunkyo-ku, Tokyo 112-8088, Japan (individually, Eisai and collectively with Epizyme, Pharmaceutical Partners), on the one side, and Roche Molecular Systems, Inc., having a place of business at 4300 Hacienda Drive, Pleasanton, California 94588, U.S.A. (RMS), on the other side, as an amendment to the Companion Diagnostics Agreement, dated 18th December 2012 (Agreement). Capitalized terms used in this Amendment and not defined in this Amendment shall have the meanings ascribed to them in the Agreement.

COMPANION DIAGNOSTICS AGREEMENT BETWEEN EPIZYME, INC. And EISAI CO., LTD. On the One Side AND ROCHE MOLECULAR SYSTEMS, INC. On the Other Side (May 13th, 2013)

This Companion Diagnostics Agreement (Agreement) is entered into and made effective this 18th day of December 2012 (the Effective Date) by and between Epizyme, Inc., having a place of business at 325 Vassar Street, Cambridge, Massachusetts 02139, U.S.A. (Epizyme) and Eisai Co., Ltd., having a place of business at Koishikawa 4-6-10, Bunkyo-ku, Tokyo 112-8088, Japan (individually, Eisai and collectively with Epizyme, Pharmaceutical Partners) on the one side and Roche Molecular Systems, Inc., having a place of business at 4300 Hacienda Drive, Pleasanton, California 94588, U.S.A. (RMS) on the other side.

COMPANION DIAGNOSTICS AGREEMENT BETWEEN EPIZYME, INC. And EISAI CO., LTD. On the One Side AND ROCHE MOLECULAR SYSTEMS, INC. On the Other Side (April 18th, 2013)

This Companion Diagnostics Agreement (Agreement) is entered into and made effective this 18th day of December 2012 (the Effective Date) by and between Epizyme, Inc., having a place of business at 325 Vassar Street, Cambridge, Massachusetts 02139, U.S.A. (Epizyme) and Eisai Co., Ltd., having a place of business at Koishikawa 4-6-10, Bunkyo-ku, Tokyo 112-8088, Japan (individually, Eisai and collectively with Epizyme, Pharmaceutical Partners) on the one side and Roche Molecular Systems, Inc., having a place of business at 4300 Hacienda Drive, Pleasanton, California 94588, U.S.A. (RMS) on the other side.

COMPANION DIAGNOSTICS AGREEMENT BETWEEN EPIZYME, INC. And EISAI CO., LTD. On the One Side AND ROCHE MOLECULAR SYSTEMS, INC. On the Other Side (March 22nd, 2013)

This Companion Diagnostics Agreement (Agreement) is entered into and made effective this 18th day of December 2012 (the Effective Date) by and between Epizyme, Inc., having a place of business at 325 Vassar Street, Cambridge, Massachusetts 02139, U.S.A. (Epizyme) and Eisai Co., Ltd., having a place of business at Koishikawa 4-6-10, Bunkyo-ku, Tokyo 112-8088, Japan (individually, Eisai and collectively with Epizyme, Pharmaceutical Partners) on the one side and Roche Molecular Systems, Inc., having a place of business at 4300 Hacienda Drive, Pleasanton, California 94588, U.S.A. (RMS) on the other side.

Confidential Materials Omitted and Filed Separately With the Securities and Exchange Commission. Asterisks Denote Omissions. COMPANION DIAGNOSTICS AGREEMENT BETWEEN CLOVIS ONCOLOGY, INC. AND ROCHE MOLECULAR SYSTEMS, INC. (October 31st, 2011)

This COMPANION DIAGNOSTICS AGREEMENT (this Agreement) is made and entered into as of the latest date of signature below (the Effective Date) by and between Clovis Oncology, Inc., a Delaware corporation, having a place of business at 2525 28th Street, Suite 100, Boulder, CO 80301 (Clovis Oncology) and Roche Molecular Systems, Inc., a Delaware corporation having a place of business at 4300 Hacienda Drive, Pleasanton, California 94588 (RMS).

Confidential Materials Omitted and Filed Separately With the Securities and Exchange Commission. Asterisks Denote Omissions. COMPANION DIAGNOSTICS AGREEMENT BETWEEN CLOVIS ONCOLOGY, INC. AND ROCHE MOLECULAR SYSTEMS, INC. (August 5th, 2011)

This COMPANION DIAGNOSTICS AGREEMENT (this Agreement) is made and entered into as of the latest date of signature below (the Effective Date) by and between Clovis Oncology, Inc., a Delaware corporation, having a place of business at 2525 28th Street, Suite 100, Boulder, CO 80301 (Clovis Oncology) and Roche Molecular Systems, Inc., a Delaware corporation having a place of business at 4300 Hacienda Drive, Pleasanton, California 94588 (RMS).