● ] Shares Synthorx, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • November 27th, 2018 • Synthorx, Inc. • Pharmaceutical preparations • New York
INDEMNITY AGREEMENTIndemnity Agreement • November 13th, 2018 • Synthorx, Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of , 20 , is made by and between SYNTHORX, INC., a Delaware corporation (the “Company”), and (“Indemnitee”).
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • November 13th, 2018 • Synthorx, Inc. • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 12th day of April, 2018, by and among Synthorx, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A attached hereto, each of which is referred to in this Agreement as an “Investor” and any Additional Investor (as defined in Section 6.9 hereof) that becomes a party to this Agreement in accordance with Section 6.9 hereof.
AGREEMENT AND PLAN OF MERGER among: Synthorx, Inc., a Delaware corporation; SANOFI, a French société anonyme; and Thunder Acquisition Corp., a Delaware corporation Dated as of December 7, 2019Agreement and Plan of Merger • December 9th, 2019 • Synthorx, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of December 7, 2019, by and among: Sanofi, a French société anonyme (“Parent”); Thunder Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”); and Synthorx, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
11099 NORTH TORREY PINES ROAD LEASELease • November 13th, 2018 • Synthorx, Inc. • Pharmaceutical preparations • California
This Lease (this “Lease”), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”), below, is made by and between HCP TORREY PINES, LLC, a Delaware limited liability company (“Landlord”), and SYNTHORX INC., a Delaware corporation (“Tenant”).
CONFIDENTIALITY AGREEMENTConfidentiality Agreement • December 23rd, 2019 • Synthorx, Inc. • Pharmaceutical preparations • Delaware
THIS CONFIDENTIALITY AGREEMENT (“Agreement”) is being entered into as of December 3, 2019, between SYNTHORX, INC., a Delaware corporation (the “Company”), and SANOFI, a French corporation (“Counterparty”).
SYNTHORYX, INC. EMPLOYMENT AGREEMENTEmployment Agreement • November 13th, 2018 • Synthorx, Inc. • Pharmaceutical preparations • California
This Employment Agreement (this “Agreement”), is made and entered into as of July 14, 2017 (the “Effective Date”), by and between Marcos E. Milla, Ph.D. (“Employee”) and Synthorx, Inc. (the “Company”).
SYNTHORX, INC. MASTER SERVICES AGREEMENTMaster Services Agreement • November 13th, 2018 • Synthorx, Inc. • Pharmaceutical preparations • Delaware
THIS MASTER SERVICES AGREEMENT (this “Agreement”) is entered into as of April 12, 2018 (the “Effective Date”), by and between SYNTHORX, INC., a Delaware corporation (“Synthorx”), with its principal place of business located at 11099 North Torrey Pines Road, Suite 290, La Jolla, CA 92037, USA, and CYTOVANCE BIOLOGICS, INC., an organization organized under the laws of Delaware (“Provider”), having its principal place of business located at 800 Research Parkway, Suite 200, Oklahoma City, OK 73104.
SUPPORT SERVICES AGREEMENTSupport Services Agreement • November 13th, 2018 • Synthorx, Inc. • Pharmaceutical preparations • California
THIS SUPPORT SERVICES AGREEMENT (this “Agreement”) is made and entered into as of October 10, 2017 (the “Effective Date”), by and between SYNTHORX, INC., a Delaware Corporation (the “Company”), and COI PHARMACEUTICALS, INC., a Delaware Corporation (the “Service Provider”).
LICENSE AGREEMENT by and between THE SCRIPPS RESEARCH INSTITUTE, a California nonprofit public benefit corporation and SYNTHORX, INC., a Delaware corporationLicense Agreement • November 13th, 2018 • Synthorx, Inc. • Pharmaceutical preparations • California
THIS LICENSE AGREEMENT is entered into and made effective as of this 31st day of July, 2014 (the “Effective Date”), by and between THE SCRIPPS RESEARCH INSTITUTE, a California nonprofit public benefit corporation (“TSRI”) located at 10550 North Torrey Pines Road, La Jolla, California 92037, and SYNTHORX, INC., a Delaware corporation (“Licensee”) located at 11099 North Torrey Pines Road, Suite 290, La Jolla, California 92037, with respect to the facts set forth below.
FIRST AMENDMENT TO LICENSE AGREEMENTLicense Agreement • November 13th, 2018 • Synthorx, Inc. • Pharmaceutical preparations
This is an Amendment, dated as of September 10, 2018 (this “First Amendment”), to the License Agreement dated July 31, 2014 (the “Agreement”), by and between THE SCRIPPS RESEARCH INSTITUTE, a California nonprofit public benefit corporation (“TSRI”), and SYNTHORX, INC., a Delaware corporation (“Licensee”).
RESEARCH FUNDING AND OPTION AGREEMENTResearch Funding and Option Agreement • November 13th, 2018 • Synthorx, Inc. • Pharmaceutical preparations • California
This Agreement is entered into this 31st day of July, 2014 (the “Effective Date”), by and between The Scripps Research Institute, a California nonprofit public benefit corporation located at 10550 North Torrey Pines Road, La Jolla, California 92037 (“TSRI”), and Synthorx, Inc., a Delaware corporation, located at 11099 North Torrey Pines Road, La Jolla, California 92037 (“Sponsor”), with respect to the facts set forth below.
EXCLUSIVITY AGREEMENTExclusivity Agreement • December 23rd, 2019 • Synthorx, Inc. • Pharmaceutical preparations • Delaware
This Exclusivity Agreement (this “Agreement”) is entered into as of December 3, 2019, by and between Synthorx Inc, a Delaware corporation (the “Company”) and Sanofi (with its affiliates, “Counterparty”).
Synthorx, Inc. 11099 N. Torrey Pines Road, Suite 190 La Jolla, CA 92037Merger Agreement • January 7th, 2020 • Synthorx, Inc. • Pharmaceutical preparations
As you know, Synthorx, Inc. (the “Company”) has entered into an Agreement and Plan of Merger, dated December 7, 2019 (the “Merger Agreement”) with Sanofi, a French société anonyme (“Parent”) and Thunder Acquisition Corp., a wholly-owned subsidiary of Parent (“Merger Sub”). All capitalized terms used but not defined in this letter agreement shall be as set forth in the Merger Agreement.
FIRST AMENDMENT TO OFFICE SUBLEASE AGREEMENTOffice Sublease Agreement • November 13th, 2018 • Synthorx, Inc. • Pharmaceutical preparations
THIS FIRST AMENDMENT TO OFFICE SUBLEASE AGREEMENT (this “Amendment”) is entered into as of November 12, 2018 (the “Effective Date”), by and between COI PHARMACEUTICALS, INC., a Delaware corporation (“Sublandlord”), and SYNTHORX, INC., a Delaware corporation (“Subtenant”). Sublandlord and Subtenant may be referred to herein collectively as the “Parties” or individually as a “Party.”
SECOND AMENDMENT TO LICENSE AGREEMENTLicense Agreement • November 5th, 2019 • Synthorx, Inc. • Pharmaceutical preparations
This is an Amendment, dated as of August 5, 2019 (this “Second Amendment”), to the License Agreement dated July 31, 2014, as amended on September 10, 2018 (collectively, the “Agreement”), by and between THE SCRIPPS RESEARCH INSTITUTE, a California nonprofit public benefit corporation (“TSRI”), and SYNTHORX, INC., a Delaware corporation (“Licensee”).
FIFTH AMENDMENT to RESEARCH FUNDING AND OPTION AGREEMENTFunding and Option Agreement • November 5th, 2019 • Synthorx, Inc. • Pharmaceutical preparations
This Fifth Amendment (“Fifth Amendment”), entered into and made effective as of the last dated signature below (“Fifth Amendment Effective Date”), is made to RESEARCH FUNDING AND OPTION AGREEMENT dated July 31st, 2014, as amended on September 25, 2015, September 9, 2016, October 16, 2017, and August 16, 2018 (collectively, the “Agreement”) by and between THE SCRIPPS RESEARCH INSTITUTE, a California nonprofit public benefit corporation (“TSRI”), and SYNTHORX, INC., a Delaware corporation (“Sponsor”). Capitalized terms used but not defined herein shall have the same meanings set forth in the Agreement.
SUB-SUBLEASE (San Diego, California)Sub-Sublease • November 5th, 2019 • Synthorx, Inc. • Pharmaceutical preparations • California
This Sub-Sublease (this “Sub-Sublease”) is entered into as of August 30, 2019 (the “Effective Date”), by and between Avelas Biosciences, Inc., a Delaware corporation (“Sub-Sublandlord”), and Synthorx, Inc., a Delaware corporation (“Sub-Subtenant”). Sub-Sublandlord and Sub-Subtenant may each be referred to herein as a “Party”, and collectively, the “Parties”.
