UNDERWRITING AGREEMENT between CYTOMED THERAPEUTICS LIMITED and THE BENCHMARK COMPANY, LLC as Representative of the Several Underwriters CYTOMED THERAPEUTICS LIMITEDUnderwriting Agreement • March 28th, 2023 • CytoMed Therapeutics LTD • Pharmaceutical preparations • New York
The undersigned, CytoMed Therapeutics Limited, a public company limited by shares pursuant to the provisions of the Singapore Companies Act formed under the laws of the Republic of Singapore (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 CytoMed Therapeutics Limited, the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company, 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:
UNDERWRITING AGREEMENT between CYTOMED THERAPEUTICS LIMITED and THE BENCHMARK COMPANY, LLC as Representative of the Several Underwriters CYTOMED THERAPEUTICS LIMITEDUnderwriting Agreement • April 18th, 2023 • CytoMed Therapeutics LTD • Pharmaceutical preparations • New York
The undersigned, CytoMed Therapeutics Limited, a public company limited by shares pursuant to the provisions of the Singapore Companies Act formed under the laws of the Republic of Singapore (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 CytoMed Therapeutics Limited, the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company, 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:
ContractConvertible Loan Agreement • February 1st, 2023 • CytoMed Therapeutics LTD • Pharmaceutical preparations
Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain identified information marked with [*****] has been excluded from the exhibit because it is both (i) not material and (ii) the type that the registrant treats as private or confidential
Form of Representative’s Warrant AgreementCytoMed Therapeutics LTD • April 18th, 2023 • Pharmaceutical preparations
THIS WARRANT TO PURCHASE ORDINARY SHARES (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ____, 2023 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(g)(8)(A), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the commencement date of sales in the Offering (the “Termination Date”) but not thereafter, to subscribe for and purchase from CytoMed Therapeutics Limited, a public company limited by shares pursuant to the provisions of the Singapore Companies Act formed under the laws of the Republic of Singapore (the “Company”), up to ______ Ordinary Shares, no par value per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defi
SERVICE AGREEMENTService Agreement • November 18th, 2022 • CytoMed Therapeutics Pte. Ltd. • Pharmaceutical preparations
This Service Agreement (“Agreement”) is made of and entered into on 08th September 2021 between CytoMed Therapeutics (Malaysia) Sdn. Bhd. (“Company”) and Choo Chee Kong (“Service Provider”).
ContractPut Option Agreement • November 18th, 2022 • CytoMed Therapeutics Pte. Ltd. • Pharmaceutical preparations
Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain identified information marked with [*****] has been excluded from the exhibit because it is both (i) not material and (ii) the type that the registrant treats as private or confidential.
ContractLicence Agreement • November 18th, 2022 • CytoMed Therapeutics Pte. Ltd. • Pharmaceutical preparations
Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain identified information marked with [*****] has been excluded from the exhibit because it is both (i) not material and (ii) the type that the registrant treats as private or confidential.
ContractShareholders Agreement • November 18th, 2022 • CytoMed Therapeutics Pte. Ltd. • Pharmaceutical preparations
Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain identified information marked with [*****] has been excluded from the exhibit because it is both (i) not material and (ii) the type that the registrant treats as private or confidential.
ContractLicence Agreement • November 18th, 2022 • CytoMed Therapeutics Pte. Ltd. • Pharmaceutical preparations
Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain identified information marked with [*****] has been excluded from the exhibit because it is both (i) not material and (ii) the type that the registrant treats as private or confidential.
ContractLicence Agreement • November 18th, 2022 • CytoMed Therapeutics Pte. Ltd. • Pharmaceutical preparations
Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain identified information marked with [*****] has been excluded from the exhibit because it is both (i) not material and (ii) the type that the registrant treats as private or confidential.
ContractCytoMed Therapeutics Pte. Ltd. • November 18th, 2022 • Pharmaceutical preparations
Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain identified information marked with [*****] has been excluded from the exhibit because it is both (i) not material and (ii) the type that the registrant treats as private or confidential.
ContractSubscription Agreement • November 18th, 2022 • CytoMed Therapeutics Pte. Ltd. • Pharmaceutical preparations
Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain identified information marked with [*****] has been excluded from the exhibit because it is both (i) not material and (ii) the type that the registrant treats as private or confidential.
CYTOMED THERAPEUTICS PTE LTDConvertible Loan Agreement • February 1st, 2023 • CytoMed Therapeutics LTD • Pharmaceutical preparations
ADDENDUM TO LICENCE AGREEMENTLicence Agreement • November 18th, 2022 • CytoMed Therapeutics Pte. Ltd. • Pharmaceutical preparations
ACCELERATE TECHNOLOGIES PTE LTD, f.k.a.EXPLOIT TECHNOLOGIES PTE LTD (Co. Reg. No. 1995053187D), a company incorporated in Singapore and having its place of business at 1 Fusionopolis Way, #19-00 Connexis North, Singapore 138632 (hereinafter referred to as “A*ccelerate”) ; and
CONVERTIBLE LOAN AGREEMENT — Supplemental Agreement No. 1Convertible Loan Agreement • February 1st, 2023 • CytoMed Therapeutics LTD • Pharmaceutical preparations
dated ___________ (THE SUBSCRIBER) AND CYTOMED THERAPEUTICS PTE LTD (THE COMPANY) subscription agreement Relating to shares in the capital of CYTOMED THERAPEUTICS PTE LTDSubscription Agreement • November 19th, 2021 • CytoMed Therapeutics Pte. Ltd. • Pharmaceutical preparations
ContractStudy Agreement • March 28th, 2023 • CytoMed Therapeutics LTD • Pharmaceutical preparations
Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain identified information marked with [*****] has been excluded from the exhibit because it is both (i) not material and (ii) the type that the registrant treats as private or confidential
THIS AGREEMENT is made on the day of 2023Agreement • February 1st, 2023 • CytoMed Therapeutics LTD • Pharmaceutical preparations
NOW IT IS AGREED that the Company will appoint the Executive and the Executive will serve the Company as an executive of the Company on the terms and conditions set out as follows from the Commencement Date (as defined below), notwithstanding the date of this Agreement:
ADDENDUM TO LICENCE AGREEMENTLicence Agreement • November 19th, 2021 • CytoMed Therapeutics Pte. Ltd. • Pharmaceutical preparations
ACCELERATE TECHNOLOGIES PTE LTD, f.k.a.EXPLOIT TECHNOLOGIES PTE LTD (Co. Reg. No. 1995053187D), a company incorporated in Singapore and having its place of business at 1 Fusionopolis Way, #19-00 Connexis North, Singapore 138632 (hereinafter referred to as “A*ccelerate”) ; and
ContractCytoMed Therapeutics LTD • February 1st, 2023 • Pharmaceutical preparations
Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain identified information marked with [*****] has been excluded from the exhibit because it is both (i) not material and (ii) the type that the registrant treats as private or confidential
