UNDERWRITING AGREEMENT between OKYO PHARMA LIMITED and THINKEQUITY LLC as Representative of the Several Underwriters OKYO PHARMA LIMITEDUnderwriting Agreement • December 5th, 2022 • OKYO Pharma LTD • Biological products, (no disgnostic substances) • New York
The undersigned, OKYO Pharma Limited a company with limited liability formed under the laws of Guernsey (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of OKYO Pharma Limited, the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
OKYO PHARMA LIMITED Ordinary Shares (no par value) At Market Issuance Sales AgreementOKYO Pharma LTD • December 21st, 2023 • Biological products, (no disgnostic substances) • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 17th, 2023 • OKYO Pharma LTD • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February [*], 2023, between OKYO Pharma Limited, a non-cellular company limited by shares incorporated under the Companies (Guernsey) Law 2008 (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
AEGIS CAPITAL CORP.OKYO Pharma LTD • February 22nd, 2023 • Biological products, (no disgnostic substances) • New York
The purpose of this placement agent agreement (the “Agreement”) is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the placement agent on a “best efforts” basis in connection with the proposed secondary public offering (the “Placement”) by OKYO Pharma Limited (collectively, with its subsidiaries and affiliates, the “Company”) of its American depositary shares (the “Securities”). This Agreement sets forth certain conditions and assumptions upon which the Placement is premised. The Company confirms that entry into this Agreement and completion of the Placement with Aegis will not breach or otherwise violate the Company’s obligations to any other investment bank.
Re: EMPLOYMENT AGREEMENTEmployment Agreement • March 4th, 2022 • OKYO Pharma LTD • Biological products, (no disgnostic substances) • New York
This Employment Agreement (the “Agreement”) between you (referred to hereinafter as the “Executive”) and OKYO Pharma Limited, a company incorporated in Guernsey, Channel Islands (the “Company”) sets forth the terms and conditions that shall govern the period of Executive’s continued employment with the Company (referred to hereinafter as “Employment” or the “Employment Period”). Your employing entity for the purposes of the Employment will be OKYO Pharma US Inc., a wholly owned subsidiary of the Company.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 1st, 2023 • OKYO Pharma LTD • Biological products, (no disgnostic substances) • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of October __, 2023, is by and among OKYO Pharma Limited, a non-cellular company limited by shares incorporated under the Companies (Guernsey) Law 2008 (the “Company”), and the buyers identified on the signature pages hereto (the “Buyers”).
AMENDMENT No. 1 TO COLLABORATION AGREEMENT BETWEEN TUFTS MEDICAL CENTER, INC AND OKYO PHARMA LIMITEDCollaboration Agreement • March 4th, 2022 • OKYO Pharma LTD • Biological products, (no disgnostic substances)
THIS AMENDMENT is entered into as of the date of last signature below by and between Tufts Medical Center, Inc., a not-for-profit tax-exempt corporation organized under the laws of the Commonwealth of Massachusetts with its principal place of business at 800 Washington Street, Boston, MA 02111 (“Tufts MC”), and Okyo Pharma Limited, a limited liability company incorporated and registered in Guernsey whose registered office and principal place of business is at Martello Court, Admiral Park, St. Peter Port, Guernsey GYI 3HB (“OKYO”).
Dated June 4, 2018 - and - COLLABORATION AGREEMENT FOR THE PROPOSED “CHEMERIN” PROGRAMCollaboration Agreement • March 4th, 2022 • OKYO Pharma LTD • Biological products, (no disgnostic substances) • New York
Dated August 6th, 2019 - and - COLLABORATION AGREEMENT FOR THE PROPOSED CORNEAL NEUROPATHIC PAIN PROGRAM COOLEY (UK) LLP, DASHWOOD, 69 OLD BROAD STREET, LONDON EC2M 1QS, UKCollaboration Agreement • March 4th, 2022 • OKYO Pharma LTD • Biological products, (no disgnostic substances) • New York
LICENSE AGREEMENTLicense Agreement • March 4th, 2022 • OKYO Pharma LTD • Biological products, (no disgnostic substances) • Massachusetts
This License Agreement (“Agreement”) is made effective as of May 1, 2018 (“Effective Date”) by and between on the one hand Tufts Medical Center, Inc., 800 Washington Street, Boston, MA 02111 (the “Licensor”), and , OKYO PHARMA LIMITED, whose registered office is at Martello Court, Admiral Park, St. Peter Port, Guernsey GY1 3HB (“Licensee’’). Licensor and Licensee are each hereafter referred to individually as a “Party’’ and together as the “Parties.”
FIRST AMENDMENT TO THE LICENSE AND SUBLICENSE AGREEMENT BY AND BETWEEN ON TARGET THERAPEUTICS LLC AND OKYO PHARMA LIMITEDLicense and Sublicense Agreement • March 4th, 2022 • OKYO Pharma LTD • Biological products, (no disgnostic substances)
This FIRST AMENDMENT TO THE LICENSE AND SUBLICENSE AGREEMENT (“First Amendment”) is dated as of March 25, 2021 (the “First Amendment Effective Date”) by and between On Target Therapeutics, LLC, 15 Wynnewood Road, Wellesley, MA 02481 and (“On Target”) and OKYO Pharma Limited, Martello Court, Admiral Park, St. Peter Port, Guernsey, GY1 3HB (“OKYO”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 18th, 2023 • OKYO Pharma LTD • Biological products, (no disgnostic substances) • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December __, 2023, is by and among OKYO Pharma Limited, a non-cellular company limited by shares incorporated under the Companies (Guernsey) Law 2008 (the “Company”), and the buyers identified on the signature pages hereto (the “Buyers”).
Re: EMPLOYMENT AGREEMENTEmployment Agreement • November 17th, 2022 • OKYO Pharma LTD • Biological products, (no disgnostic substances) • New York
This Employment Agreement (the “Agreement”) between you (referred to hereinafter as the “Executive”) and OKYO Pharma Limited, a company incorporated in Guernsey, Channel Islands (the “Company”) sets forth the terms and conditions that shall govern the period of Executive’s continued employment with the Company (referred to hereinafter as “Employment” or the “Employment Period”). Your employing entity for the purposes of the Employment will be OKYO Pharma US Inc., a wholly owned subsidiary of the Company.
Dated 2018 -and - AMENDMENT TO COLLABORATION AGREEMENT Cooley Cooley (UK) LLP, DASHWOOD, 98 OLD BROAD STREET, LONDON EX2M 1QS, UKCollaboration Agreement • November 10th, 2021 • OKYO Pharma LTD • Biological products, (no disgnostic substances) • New York
LICENSE AND SUBLlCENSE AGREEMENTLicense and Subllcense Agreement • November 10th, 2021 • OKYO Pharma LTD • Biological products, (no disgnostic substances) • Delaware
This License and Sublicense Agreement (“Agreement”) is made effective as of May 22, 2017 (“Effective Date”) by and between on the one hand On Target Therapeutics, LLC, 1S Wynnewood Road, Wellesley, MA 02481 (“On Target” or ‘‘Licensor’’), and Biovitas Capital, 18 South Street, Mayfair, London, W1K 1DG, UK (“Licensee”). Licensor and Licensee are each hereafter referred to individually as a “Party” and together as the “Parties.”
