Duties. The Employee will continue to serve as the Senior Vice President of Corporate Development and Treasuer, and will also serve as the Interim Chief Financial Officer, of the Employer, with duties and responsibilities associated with and related to such position, and such other duties and responsibilities as the Employee may be requested to perform by the Employer’s CEO or such other Senior Manager as the CEO may designate from time to time. The Employee will # devote the Employee's business effort, time, energy and skill (vacations and reasonable absences due to illness excepted) as is necessary to fulfill the duties of his position and those assigned by the Senior Managers, # use his best efforts to promote the success of the business, and # cooperate fully with the lawful requests of the Senior Managers in the advancement of the best interests of the Employer and its Affiliates. During the Employment Period, the Employee shall not be engaged in or provide services to any other business or enterprise which interferes with the Employee's performance of the Employee’s job duties, and other obligations under this Agreement.

Duties. Employee shall be employed during the term of this Agreement (as set forth in Section 3) in the position of Senior Vice President, General Counsel and Corporate Secretary. Employee will advance the best interests of Employer at all times during their employment and shall at all such times faithfully, industriously and to the best of their ability, perform all duties as may be required of them by virtue of their title and position and in accordance with the job description for their title and position as established by Employer’s Board of Directors (the “Board”) and/or its designee from time to time. Employer shall provide Employee with a written job description. Employee shall comply with any and all written personnel policies, corporate policies and employment manuals of Employer in the conduct of their duties that are applied on a consistent basis.

Duties. You shall render exclusive services as a full-time employee to the Company as its Chief Financial Officer and shall report to the Company’s Chief Executive Officer. Your responsibilities, title, working conditions, duties, reporting relationship and/or any other aspect of your employment may be changed, added to or eliminated during your employment at the sole discretion of the Company. During the term of your employment hereunder, you shall devote your best efforts and your full business time, skill and attention to the performance of your duties on behalf of the Company; provided, however, that the Company recognizes that you may continue to provide reasonably acceptable, as determined by the Company, transition services to GlobeImmune, Inc. for a period of up to [12 months] after the Start Date.

Duties. The Borrower shall take or cause to be taken all such actions as may be necessary or advisable to collect on the Collateral from time to time, all in accordance with Applicable Law and the Credit Policies. Without limiting the foregoing, the duties of the Borrower shall include the following:

Duties. Executive shall serve in a management capacity and shall perform such duties as are customarily associated with his position and as reasonably requested by the Company’s President and CEO.

DUTIES. During the Term, the Executive shall devote the Executive’s full business time and attention to the business and affairs of the Company and will not engage in any other business activity or serve on the board of any other entity without the prior approval of the Board; provided, however, that the Executive may devote reasonable periods of time to charitable and community activities and/or manage his personal affairs, so long as any such board service and other activities do not interfere, in the Board’s reasonable discretion, with the performance of the Executive’s responsibilities under this Agreement.

Duties. During the Term, the Executive Chairperson shall hold the title of Executive Chairperson of the Board and be available to perform the duties customarily associated with this function, including # acting as chairperson of the Board’s meetings and of meetings of the stockholders of the Company; # providing leadership to the Board for the development, implementation and monitoring of near- and long-term strategic plans for the Company; # facilitating discussions of the Board regarding corporate strategy and critical issues facing the Company; # acting as a liaison between the Company’s senior management and the Board and its committees; # advising the Company’s senior management on matters of Company operations; # consulting periodically with the Chief Executive Officer of the Company to obtain such information concerning the Company’s business, operations, enterprise risk management, and strategic plans as may be necessary for the Board to discharge its duties; and # otherwise performing the duties of Chairperson of the Board, as well as such other customary duties as may be determined and assigned by the Board and as may be required by the Company’s governing instruments, including its certificate of incorporation, bylaws and its corporate governance charters, each as amended or modified from time to time, and by applicable law, rule or regulation, including, without

Duties. During the period of his employment hereunder and except for illness, reasonable vacation periods, and reasonable leaves of absence, Executive shall in good faith devote all of his business time, attention, skill and efforts to the business and affairs of the Company. Executive’s duties shall be performed under the supervision of the Employer’s Chief Executive Officer. The foregoing shall not be construed as prohibiting Executive from serving on corporate, civic or charitable boards or committees or making personal investments, so long as such activities do not materially interfere with the performance of Executive’s obligations to the Company as set forth herein.

Duties. I acknowledge the confidential and secret character of the Confidential Information, and agree that the Confidential Information is the sole, exclusive and extremely valuable property of Company. Accordingly, I agree not to use the Confidential Information except in the performance of my authorized duties as an employee of Company, and not to disclose all or any part of the Confidential Information in any form to any third party, either during or after the term of my employment, without the prior written consent of the Company on a case-by-case basis. Appropriate prior written consent will be determined as follows: # if I am not an executive officer of the Company, then consent may be obtained from an executive officer of the Company, or # if I am an executive officer of the Company, then from the Board of Directors of the Company. Upon termination of my employment, I agree to cease using and to return to Company all whole and partial copies and derivatives of the Confidential Information, whether in my possession or under my direct or indirect control, provided that I am entitled to retain my personal copies of # my compensation records, # materials distributed to shareholders generally and # this Agreement.

Duties. As the Company’s Chief Executive Officer, Key Employee will continue to perform such duties as are ordinary, customary and necessary in Key Employee’s role. Key Employee will report directly to the Company’s Board of Directors (the “Board”) who will be primarily responsible for evaluating Key Employee’s performance. The Company may change Key Employee’s duties, compensation, benefits and place of employment from time to time as it deems necessary. In addition, during Key Employee’s employment with the Company, Key Employee shall devote Key Employee’s best efforts and Key Employee’s full business time, skill and attention to the performance of Key Employee’s duties on behalf of the Company.