Exhibit
10.13


 


springworks
therapeutics, INC.


 


EMPLOYMENT AGREEMENT


 


This Employment Agreement (“Agreement”)
is made as of [_____________], 2019, between SpringWorks Therapeutics, Inc., a Delaware corporation (the “Company”),
and [____________] (the “Employee”) and is effective as of the closing of the Company’s first underwritten
public offering of its equity securities pursuant to an effective registration statement under the Securities Act of 1933, as amended
(the “Effective Date”).


 


WHEREAS, the Company or a subsidiary of the
Company and the Employee are parties to an offer letter, dated as of [__________] [and a Severance Agreement, dated as of [_______]
(collectively, the “Prior Agreement”); and


 


WHEREAS, the parties intend to replace the Prior
Agreement with this Agreement, effective as of the Effective Date.


 


NOW, THEREFORE, in consideration of the mutual
covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties agree as follows:


 


1.            Employment.


 


(a)          Term.
The term of this Agreement shall commence on the Effective Date and continue until terminated in accordance with the provisions
hereof (the “Term”). The Employee’s employment with the Company will continue to be “at will,”
meaning that the Employee’s employment may be terminated by the Company or the Employee at any time and for any reason subject
to the terms of this Agreement.


 


(b)          Position
and Duties. During the Term, the Employee shall serve as the [__________________] of the Company, and shall have such duties
and authorities as may from time to time be prescribed by the [Chief Executive Officer of the Company (the “CEO”)].
The Employee shall devote his full working time and efforts to the business and affairs of the Company. Notwithstanding the foregoing,
the Employee may serve on other boards of directors, with the approval of [the CEO], or engage in religious, charitable or other
community activities as long as such services and activities do not materially interfere with the Employee’s performance
of his duties to the Company as provided in this Agreement.


 


2.            Compensation
and Related Matters.


 


(a)          Base
Salary. During the Term, the Employee’s annual base salary shall be $[______]. The Employee’s base salary shall
be reviewed annually by the Compensation Committee of the Board (the “Compensation Committee”) or [the CEO].
The base salary in effect at any given time is referred to herein as “Base Salary.” The Base Salary shall be payable
in a manner that is consistent with the Company’s usual payroll practices.


 






    	 	 	 



     


    

 


(b)          Incentive
Compensation. During the Term, the Employee shall be eligible to receive cash incentive compensation as determined by the Board
or the Compensation Committee from time to time. The Employee’s initial target annual incentive compensation shall be [_____]
percent (___%) of his Base Salary (the “Target Annual Incentive Compensation”). Except as otherwise provided
herein, to earn incentive compensation, the Employee must be employed by the Company on the day such incentive compensation is
paid.


 


(c)          Expenses.
The Employee shall be entitled to receive prompt reimbursement for all reasonable expenses incurred by him during the Term in performing
services hereunder, in accordance with the policies and procedures then in effect and established by the Company.


 


(d)          Other
Benefits. During the Term, the Employee shall be eligible to participate in or receive benefits under the Company’s employee
benefit plans in effect from time to time, subject to the terms of such plans.


 


(e)          Vacations.
During the Term, the Employee shall be entitled to paid vacation in accordance with the Company’s policies and procedures.
The Employee shall also be entitled to all paid holidays given by the Company in accordance with the policies and procedures then
in effect and established by the Company.


 


3.            Termination.
During the Term, the Employee’s employment hereunder may be terminated without any breach of this Agreement under the following
circumstances:


 


(a)          Death.
The Employee’s employment shall terminate upon his death.


 


(b)          Termination
by Company for Cause. The Company may terminate the Employee’s employment for Cause. For purposes of this Agreement,
“Cause” shall mean that the Company has complied with the “Cause Process” (hereinafter defined)
following the occurrence of one of the following events: (i) conduct by the Employee constituting a material act of misconduct
in connection with the performance of his duties, including, without limitation, misappropriation of funds or property of the Company
or any of its subsidiaries or affiliates other than the occasional, customary and de minimis use of Company property for personal
purposes; (ii) the commission by the Employee of any felony or a misdemeanor involving moral turpitude, deceit, dishonesty or fraud;
(iii) any conduct by the Employee that would result in material economic harm to the Company or any of its subsidiaries if he were
retained in his position; (iv); a material breach by the Employee of any provisions of this Agreement, including without limitation
continued non-performance by the Employee of his duties under this Agreement (other than by reason of the Employee’s physical
or mental illness, incapacity or disability) which has continued for more than 30 days following written notice of such non-performance
from the Board; (v) a material violation by the Employee of the Company’s employment policies provided to the Employee in
writing; or (vi) material failure to cooperate with a bona fide internal investigation by the Board or an investigation by regulatory
or law enforcement authorities, after being instructed by the Company to cooperate, or the willful destruction or failure to preserve
documents or other materials known to be relevant to such investigation or the inducement of others to fail to cooperate or to
produce documents or other materials in connection with such investigation (subject to the limitations in the final sentence of
Section 7(a)). If the Employee rebuts or cures the applicable finding of Cause within the applicable cure period, Cause shall be
deemed not to have occurred. “Cause Process” shall mean that: (A) the Board reasonably determines in good faith that
a “Cause” condition has occurred; and (B) with regard to any termination of the Employee for Cause under items (i),
(iii), (iv), (v) or (vi) above, (1) the Company will provide the Employee with written notice of its intention to terminate the
Employee’s employment hereunder setting forth with reasonable particularity the basis for Cause and will provide the Employee
with a thirty (30) day opportunity to rebut or cure such finding of Cause and (2) the Company cooperates in good faith with the
Employee’s efforts, for a period of not less than 30 days following such notice to remedy the condition.


 






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(c)          Termination
Without Cause. The Company may terminate the Employee’s employment at any time without Cause. Any termination by the
Company of the Employee’s employment which does not constitute a termination for Cause under Section 3(b) and does not result
from the death of the Employee under Section 3(a) shall be deemed a termination without Cause.


 


(d)          Termination
by the Employee. The Employee may terminate his employment at any time for any reason, including but not limited to Good Reason.
For purposes of this Agreement, “Good Reason” shall mean that the Employee has complied with the “Good
Reason Process” (hereinafter defined) following the occurrence of any of the following events: (i) a material diminution
in the Employee’s title, responsibilities, authority or duties; (ii) a diminution in the Employee’s base salary except
for across-the-board salary reductions based on the Company’s financial performance similarly affecting all senior management
employees of the Company; (iii) a greater than fifty (50) mile change in the principal office location at which the Employee provides
services to the Company; or (iv) the material breach of any provisions of this Agreement by the Company. “Good Reason Process”
shall mean that (i) the Employee reasonably determines in good faith that a “Good Reason” condition has occurred; (ii)
the Employee notifies the Company in writing of the occurrence of the Good Reason condition within 60 days of the Employee obtaining
knowledge of the occurrence of such condition; (iii) the Employee cooperates in good faith with the Company’s efforts, for
a period not less than 30 days following such notice (the “Cure Period”), to remedy the condition; (iv) notwithstanding
such efforts, the Good Reason condition continues to exist; and (v) the Employee terminates his employment within 60 days after
the end of the Cure Period. If the Company cures the Good Reason condition during the Cure Period, Good Reason shall be deemed
not to have occurred.


 


(e)          Notice
of Termination. Except for termination as specified in Section 3(a), any termination of the Employee’s employment by
the Company or any such termination by the Employee shall be communicated by written Notice of Termination to the other party hereto.
For purposes of this Agreement, a “Notice of Termination” shall mean a written notice which shall indicate the
specific termination provision in this Agreement relied upon Employee.


 


(f)          Date
of Termination. “Date of Termination” shall mean: (i) if the Employee’s employment is terminated by
his death, the date of his death; (ii) if the Employee’s employment is terminated by the Company under Section 3(c), the
date on which a Notice of Termination is given; (iii) if the Employee’s employment is terminated by the Employee under Section
3(d) without Good Reason, the date on which a Notice of Termination is given, and (iv) if the Employee’s employment is terminated
by the Employee under Section 3(d) with Good Reason, the date on which a Notice of Termination is given after the end of the Cure
Period.


 






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4.            Compensation
Upon Termination.


 


(a)          Termination
Generally. If the Employee’s employment with the Company is terminated for any reason, the Company shall pay or provide
to the Employee (or to his authorized representative or estate) (i) any base salary earned through the Date of Termination, unpaid
expense reimbursements (subject to, and in accordance with, Section 3(c) of this Agreement) and unused vacation that accrued through
the Date of Termination on or before the time required by law but in no event more than 30 days after the Employee’s Date
of Termination; and (ii) any vested benefits the Employee may have under any employee benefit plan of the Company through the Date
of Termination, which vested benefits shall be paid and/or provided in accordance with the terms of such employee benefit plans
(collectively, the “Accrued Benefit”).


 


(b)          Termination
by the Company Without Cause or by the Employee with Good Reason. If the Employee’s employment is terminated by the Company
without Cause as provided in Section 3(c), or the Employee terminates his employment for Good Reason as provided in Section 3(d),
then the Company shall pay the Employee his Accrued Benefit. In addition, subject to the Employee signing a customary separation
agreement containing, among other provisions, a general release of claims in favor of the Company, its subsidiaries and affiliates,
confidentiality, return of property and non-disparagement, in a form and substance mutually satisfactory to the Company and the
Employee (the “Separation Agreement and Release”) and the Separation Agreement and Release becoming irrevocable
and fully effective, all within 60 days after the Date of Termination (or such shorter time period provided in the Separation Agreement
and Release):


 


(i)           the
Company shall pay the Employee an amount equal to [____] months of the Employee’s Base Salary (the “Severance Amount”).
Notwithstanding the foregoing, if the Employee breaches any of the provisions contained in Section 7 of this Agreement, all payments
of the Severance Amount shall immediately cease;


 


(ii)          RESERVED;


 


(iii)         if
the Employee was participating in the Company’s group health plan immediately prior to the Date of Termination and elects
COBRA health continuation, then the Company shall pay to the Employee a monthly cash payment for [____]months or the Employee’s
COBRA health continuation period, whichever ends earlier, in an amount equal to the monthly employer contribution that the Company
would have made to provide health insurance to the Employee if the Employee had remained employed by the Company; and


 


(iv)         the
amounts payable under Section 4(b)(i) and (iii) shall be paid out in substantially equal installments in accordance with the Company’s
payroll practice commencing within 60 days after the Date of Termination; provided, however, that if the 60-day period begins in
one calendar year and ends in a second calendar year, the Severance Amount shall begin to be paid in the second calendar year by
the last day of such 60-day period; provided, further, that the initial payment shall include a catch-up payment to cover amounts
retroactive to the day immediately following the Date of Termination. Each payment pursuant to this Agreement is intended to constitute
a separate payment for purposes of Treasury Regulation Section 1.409A-2(b)(2).


 






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5.            Change
in Control Payment. The provisions of this Section 5 set forth certain terms of an agreement reached between the Employee and
the Company regarding the Employee’s rights and obligations upon the occurrence of a Change in Control of the Company. These
provisions are intended to assure and encourage in advance the Employee’s continued attention and dedication to his assigned
duties and his objectivity during the pendency and after the occurrence of any such event. These provisions shall apply in lieu
of, and expressly supersede, the provisions of Section 4(b) regarding severance pay and benefits upon a termination of employment,
if such termination of employment occurs within 18 months after the occurrence of the first event constituting a Change in Control.
These provisions shall terminate and be of no further force or effect beginning 18 months after the occurrence of a Change in Control.


 


(a)          Change
in Control. During the Term, if within 18 months after a Change in Control, the Employee’s employment is terminated by
the Company without Cause as provided in Section 3(c) or the Employee terminates his employment for Good Reason as provided in
Section 3(d), then, subject to the signing of the Separation Agreement and Release by the Employee and the Separation Agreement
and Release becoming irrevocable and fully effective, all within 60 days after the Date of Termination (or such shorter time period
provided in the Separation Agreement and Release):


 


(i)           the
Company shall pay the Employee a lump sum in cash in an amount equal to the sum of (A) [____]months of the Employee’s Base
Salary (or the Employee’s Base Salary in effect immediately prior to the Change in Control, if higher) plus (B) [____]times
the Employee’s Target Annual Incentive Compensation (or the Employee’s Target Annual Incentive Compensation in effect
immediately prior to the Change in Control, if higher);


 


(ii)          notwithstanding
anything to the contrary in any applicable option agreement or stock-based award agreement, all time-based stock options and other
time-based stock-based awards held by the Employee shall immediately accelerate and become fully exercisable or nonforfeitable
as of the Date of Termination;


 


(iii)         if
the Employee was participating in the Company’s group health plan immediately prior to the Date of Termination and elects
COBRA health continuation, then the Company shall pay to the Employee a monthly cash payment for [___] months or the Employee’s
COBRA health continuation period, whichever ends earlier, in an amount equal to the monthly employer contribution that the Company
would have made to provide health insurance to the Employee if the Employee had remained employed by the Company; and


 






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(iv)         The
amounts payable under Section 5(a)(i) and (iii) shall be paid or commence to be paid within [60] days after the Date of Termination;
provided, however, that if the [60]-day period begins in one calendar year and ends in a second calendar year, such payment shall
be paid or commence to be paid in the second calendar year by the last day of such 60-day period.


 


(b)          Additional
Limitation.


 


(i)           Anything
in this Agreement to the contrary notwithstanding, in the event that the amount of any compensation, payment or distribution by
the Company to or for the benefit of the Employee, whether paid or payable or distributed or distributable pursuant to the terms
of this Agreement or otherwise, calculated in a manner consistent with Section 280G of the Internal Revenue Code of 1986, as amended
(the “Code”) and the applicable regulations thereunder (the “Aggregate Payments”), would
be subject to the excise tax imposed by Section 4999 of the Code, then the Aggregate Payments shall be reduced (but not below zero)
so that the sum of all of the Aggregate Payments shall be $1.00 less than the amount at which the Employee becomes subject to the
excise tax imposed by Section 4999 of the Code; provided that such reduction shall only occur if it would result in the Employee
receiving a higher After Tax Amount (as defined below) than the Employee would receive if the Aggregate Payments were not subject
to such reduction. In such event, the Aggregate Payments shall be reduced in the following order, in each case, in reverse chronological
order beginning with the Aggregate Payments that are to be paid the furthest in time from consummation of the transaction that
is subject to Section 280G of the Code: (1) cash payments not subject to Section 409A of the Code; (2) cash payments subject to
Section 409A of the Code; (3) equity-based payments and acceleration; and (4) non-cash forms of benefits; provided that in the
case of all the foregoing Aggregate Payments all amounts or payments that are not subject to calculation under Treas. Reg. §1.280G-1,
Q&A-24(b) or (c) shall be reduced before any amounts that are subject to calculation under Treas. Reg. §1.280G-1, Q&A-24(b)
or (c).


 


(ii)          For
purposes of this Section 5(b), the “After Tax Amount” means the amount of the Aggregate Payments less all federal,
state, and local income, excise and employment taxes imposed on the Employee as a result of the Employee’s receipt of the
Aggregate Payments. For purposes of determining the After Tax Amount, the Employee shall be deemed to pay federal income taxes
at the highest marginal rate of federal income taxation applicable to individuals for the calendar year in which the determination
is to be made, and state and local income taxes at the highest marginal rates of individual taxation in each applicable state and
locality, net of the maximum reduction in federal income taxes which could be obtained from deduction of such state and local taxes.


 


(iii)         The
determination as to whether a reduction in the Aggregate Payments shall be made pursuant to Section 5(b)(i) shall be made by a
nationally recognized accounting firm selected by the Company (the “Accounting Firm”), which shall provide detailed
supporting calculations both to the Company and the Employee within 15 business days of the Date of Termination, if applicable,
or at such earlier time as is reasonably requested by the Company or the Employee. Any determination by the Accounting Firm shall
be binding upon the Company and the Employee.


 






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(c)          Definitions.
For purposes of this Section 5, the following terms shall have the following meanings:


 


“Change in Control” shall mean any
of the following:


 


(i)           any
“person,” as such term is used in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended (the
“Act”) (other than the Company, any of its subsidiaries, or any trustee, fiduciary or other person or entity
holding securities under any employee benefit plan or trust of the Company or any of its subsidiaries), together with all “affiliates”
and “associates” (as such terms are defined in Rule 12b-2 under the Act) of such person, shall become the “beneficial
owner” (as such term is defined in Rule 13d-3 under the Act), directly or indirectly, of securities of the Company representing
50 percent or more of the combined voting power of the Company’s then outstanding securities having the right to vote in
an election of the Board (“Voting Securities”) (in such case other than as a result of an acquisition of securities
directly from the Company); or


 


(ii)          the
date a majority of the members of the Board is replaced during any 12-month period by directors whose appointment or election is
not endorsed by a majority of the members of the Board before the date of the appointment or election; or


 


(iii)         the
consummation of (A) any consolidation or merger of the Company where the stockholders of the Company, immediately prior to the
consolidation or merger, would not, immediately after the consolidation or merger, beneficially own (as such term is defined in
Rule 13d-3 under the Act), directly or indirectly, shares representing in the aggregate more than 50 percent of the voting shares
of the Company issuing cash or securities in the consolidation or merger (or of its ultimate parent corporation, if any), or (B)
any sale or other transfer (in one transaction or a series of transactions contemplated or arranged by any party as a single plan)
of all or substantially all of the assets of the Company and its affiliates on a consolidated basis.


 


Notwithstanding the foregoing, a “Change
in Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition
of securities by the Company which, by reducing the number of shares of Voting Securities outstanding, increases the proportionate
number of Voting Securities beneficially owned by any person to 50 percent or more of the combined voting power of all of the then
outstanding Voting Securities; provided, however, that if any person referred to in this sentence shall thereafter become the beneficial
owner of any additional shares of Voting Securities (other than pursuant to a stock split, stock dividend, or similar transaction
or as a result of an acquisition of securities directly from the Company) and immediately thereafter beneficially owns 50 percent
or more of the combined voting power of all of the then outstanding Voting Securities, then a “Change in Control” shall
be deemed to have occurred for purposes of the foregoing clause (i).


 






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6.            Section
409A.


 


(a)          Anything
in this Agreement to the contrary notwithstanding, if at the time of the Employee’s separation from service within the meaning
of Section 409A of the Code, the Company determines that the Employee is a “specified employee” within the meaning
of Section 409A(a)(2)(B)(i) of the Code, then to the extent any payment or benefit that the Employee becomes entitled to under
this Agreement on account of the Employee’s separation from service would be considered deferred compensation otherwise subject
to the 20 percent additional tax imposed pursuant to Section 409A(a) of the Code as a result of the application of Section 409A(a)(2)(B)(i)
of the Code, such payment shall not be payable and such benefit shall not be provided until the date that is the earlier of (A)
six months and one day after the Employee’s separation from service, or (B) the Employee’s death. If any such delayed
cash payment is otherwise payable on an installment basis, the first payment shall include a catch-up payment covering amounts
that would otherwise have been paid during the six-month period but for the application of this provision, and the balance of the
installments shall be payable in accordance with their original schedule.


 


(b)          All
in-kind benefits provided and expenses eligible for reimbursement under this Agreement shall be provided by the Company or incurred
by the Employee during the time periods set forth in this Agreement. All reimbursements shall be paid as soon as administratively
practicable, but in no event shall any reimbursement be paid after the last day of the taxable year following the taxable year
in which the expense was incurred. The amount of in-kind benefits provided or reimbursable expenses incurred in one taxable year
shall not affect the in-kind benefits to be provided or the expenses eligible for reimbursement in any other taxable year (except
for any lifetime or other aggregate limitation applicable to medical expenses). Such right to reimbursement or in-kind benefits
is not subject to liquidation or exchange for another benefit.


 


(c)          To
the extent that any payment or benefit described in this Agreement constitutes “non-qualified deferred compensation”
under Section 409A of the Code, and to the extent that such payment or benefit is payable upon the Employee’s termination
of employment, then such payments or benefits shall be payable only upon the Employee’s “separation from service.”
The determination of whether and when a separation from service has occurred shall be made in accordance with the presumptions
set forth in Treasury Regulation Section 1.409A-1(h).


 


(d)          The
parties intend that this Agreement will be administered in accordance with Section 409A of the Code. To the extent that any provision
of this Agreement is ambiguous as to its compliance with Section 409A of the Code, the provision shall be read in such a manner
so that all payments hereunder comply with Section 409A of the Code. Each payment pursuant to this Agreement is intended to constitute
a separate payment for purposes of Treasury Regulation Section 1.409A-2(b)(2). The parties agree that this Agreement may be amended,
as reasonably requested by either party, and as may be necessary to fully comply with Section 409A of the Code and all related
rules and regulations in order to preserve the payments and benefits provided hereunder without additional cost to either party.


 






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(e)          The
Company makes no representation or warranty and shall have no liability to the Employee or any other person if any provisions of
this Agreement are determined to constitute deferred compensation subject to Section 409A of the Code but do not satisfy an exemption
from, or the conditions of, such Section.


 


7.            Confidential
Information, Noncompetition and Cooperation. The terms of the Confidentiality and Proprietary Rights Agreement (the “Restrictive
Covenant Agreement”), between the Company or a subsidiary thereof and the Employee, attached hereto as Exhibit A,
shall continue to be in full force and effect and are incorporated by reference in this Agreement. The Employee hereby reaffirms
the terms of the Restrictive Covenant Agreement as material terms of this Agreement.


 


(a)          Litigation
and Regulatory Cooperation. During and after the Employee’s employment, the Employee shall reasonably cooperate with
the Company in the defense or prosecution of any claims or actions now in existence or which may be brought in the future against
or on behalf of the Company which relate to events or occurrences that transpired while the Employee was employed by the Company.
The Employee’s cooperation in connection with such claims or actions shall include, but not be limited to, being reasonably
available to meet with counsel to prepare for discovery or trial and to act as a witness on behalf of the Company at mutually convenient
times. During and after the Employee’s employment, the Employee also shall cooperate fully with the Company in connection
with any investigation or review of any federal, state or local regulatory authority as any such investigation or review relates
to events or occurrences that transpired while the Employee was employed by the Company. The Company shall reimburse the Employee
for any reasonable out-of-pocket expenses incurred in connection with the Employee’s performance of obligations pursuant
to this Section 7(a) upon presentation of receipts. Nothing about the foregoing shall preclude the Employee from testifying truthfully
in any forum or from providing truthful information to any regulatory authority or require the Employee to waive any attorney-client
privilege or protection or violate any applicable law.


 


(b)          Relief.
The Employee agrees that it would be difficult to measure any damages caused to the Company which might result from any breach
by the Employee of the promises set forth in this Section 7, and that in any event money damages would be an inadequate remedy
for any such breach. Accordingly, subject to Section 8 of this Agreement, the Employee agrees that if the Employee breaches, or
proposes to breach, any portion of this Agreement, the Company shall be entitled, in addition to all other remedies that it may
have, to an injunction or other appropriate equitable relief to restrain any such breach without showing or proving any actual
damage to the Company. In addition, in the event the Employee breaches this Section 7 during a period when he is receiving severance
payments pursuant to Section 4 or Section 5 hereof, the Company shall have the right to suspend or terminate such severance payments.
Such suspension or termination shall not limit the Company’s other options with respect to relief for such breach and shall
not relieve the Employee of his duties under this Agreement.


 


(c)          Protected
Disclosures and Other Protected Action. Nothing contained in this Agreement limits the Employee’s ability to communicate
with any federal, state or local governmental agency or commission, including to provide documents or other information, without
notice to the Company.


 






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8.            Arbitration
of Disputes. Any controversy or claim arising out of or relating to this Agreement or the breach thereof or otherwise arising
out of the Employee’s employment or the termination of that employment (including, without limitation, any claims of unlawful
employment discrimination whether based on age or otherwise) shall, to the fullest extent permitted by law, be settled by arbitration
in any forum and form agreed upon by the parties or, in the absence of such an agreement, under the auspices of the American Arbitration
Association (“AAA”) in Stamford, Connecticut, in accordance with the Employment Dispute Resolution Rules of
the AAA, including, but not limited to, the rules and procedures applicable to the selection of arbitrators. In the event that
any person or entity other than the Employee or the Company may be a party with regard to any such controversy or claim, such controversy
or claim shall be submitted to arbitration subject to such other person or entity’s agreement. Judgment upon the award rendered
by the arbitrator may be entered in any court having jurisdiction thereof. This Section 8 shall be specifically enforceable. Notwithstanding
the foregoing, this Section 8 shall not preclude either party from pursuing a court action for the sole purpose of obtaining a
temporary restraining order or a preliminary injunction in circumstances in which such relief is appropriate; provided that any
other relief shall be pursued through an arbitration proceeding pursuant to this Section 8.


 


9.            Consent
to Jurisdiction. To the extent that any court action is permitted consistent with or to enforce Section 8 of this Agreement,
the parties hereby consent to the jurisdiction of the courts of the State of Connecticut and the United States District Court for
the District of Connecticut. Accordingly, with respect to any such court action, the Employee (a) submits to the personal jurisdiction
of such courts; (b) consents to service of process; and (c) waives any other requirement (whether imposed by statute, rule of court,
or otherwise) with respect to personal jurisdiction or service of process.


 


10.          Integration.
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all
prior agreements between the parties concerning such subject matter, including the Prior Agreement.


 


11.          Withholding.
All payments made by the Company to the Employee under this Agreement shall be net of any tax or other amounts required to be withheld
by the Company under applicable law.


 


12.          Successor
to the Employee. This Agreement shall inure to the benefit of and be enforceable by the Employee’s personal representatives,
executors, administrators, heirs, distributees, devisees and legatees. In the event of the Employee’s death after his termination
of employment but prior to the completion by the Company of all payments due to him under this Agreement, the Company shall continue
such payments to the Employee’s beneficiary designated in writing to the Company prior to his death (or to his estate, if
the Employee fails to make such designation).


 


13.          Enforceability.
If any portion or provision of this Agreement (including, without limitation, any portion or provision of any section of this Agreement)
shall to any extent be declared illegal or unenforceable by a court of competent jurisdiction, then the remainder of this Agreement,
or the application of such portion or provision in circumstances other than those as to which it is so declared illegal or unenforceable,
shall not be affected thereby, and each portion and provision of this Agreement shall be valid and enforceable to the fullest extent
permitted by law.


 






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14.          Survival.
The provisions of this Agreement shall survive the termination of this Agreement and/or the termination of the Employee’s
employment to the extent necessary to effectuate the terms contained herein.


 


15.          Waiver.
No waiver of any provision hereof shall be effective unless made in writing and signed by the waiving party. The failure of any
party to require the performance of any term or obligation of this Agreement, or the waiver by any party of any breach of this
Agreement, shall not prevent any subsequent enforcement of such term or obligation or be deemed a waiver of any subsequent breach.


 


16.          Notices.
Any notices, requests, demands and other communications provided for by this Agreement shall be sufficient if in writing and delivered
in person or sent by a nationally recognized overnight courier service or by registered or certified mail, postage prepaid, return
receipt requested, to the Employee at the last address the Employee has filed in writing with the Company or, in the case of the
Company, at its main offices, attention of the Board.


 


17.          Amendment.
This Agreement may be amended or modified only by a written instrument signed by the Employee and by a duly authorized representative
of the Company.


 


18.          Governing
Law. This is a Connecticut contract and shall be construed under and be governed in all respects by the laws of the State of
Connecticut without giving effect to the conflict of laws principles thereof.


 


19.          Counterparts.
This Agreement may be executed in any number of counterparts, each of which when so executed and delivered shall be taken to be
an original; but such counterparts shall together constitute one and the same document.


 


20.          Successor
to Company. The Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise)
to all or substantially all of the business or assets of the Company expressly to assume and agree to perform this Agreement to
the same extent that the Company would be required to perform it if no succession had taken place. Failure of the Company to obtain
an assumption of this Agreement at or prior to the effectiveness of any succession shall be a material breach of this Agreement.


 


21.          Gender
Neutral. Wherever used herein, a pronoun in the masculine gender shall be considered as including the feminine gender unless
the context clearly indicates otherwise.


 






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IN WITNESS WHEREOF, the parties have executed
this Agreement effective on the date and year first above written.


 


	 	SPRINGWORKS THERAPEUTICS, INC.


 


	 	By:	 
	 	Its:	 


 


	 	EMPLOYEE
	 	 
	 	 
	 	[_______________]


 




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