Belite Bio, Inc, Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [●], 20__ Debt SecuritiesIndenture • May 22nd, 2023 • Belite Bio, Inc • Pharmaceutical preparations • New York
INDENTURE, dated as of [●], 20__, among Belite Bio, Inc, a Cayman Islands exempted company (the “Company”), and [TRUSTEE], as trustee (the “Trustee”):
DEPOSIT AGREEMENT by and among BELITE BIO, INC as Issuer, DEUTSCHE BANK TRUST COMPANY AMERICAS as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS ISSUED HEREUNDER Dated as of...Deposit Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations • Delaware
DEPOSIT AGREEMENT, dated as of [●], 2022, by and among (i) Belite Bio, Inc, a company incorporated in the Cayman Islands, with its principal executive office at 5820 Oberlin Drive, Suite 101, San Diego, CA 92121, United States of America and its registered office at Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands (together with its successors, the “Company”), (ii) Deutsche Bank Trust Company Americas, an indirect wholly owned subsidiary of Deutsche Bank A.G., acting in its capacity as depositary, with its principal office at 1 Columbus Circle, New York, NY 10019, United States of America (the “Depositary”, which term shall include any successor depositary hereunder) and (iii) all Holders and Beneficial Owners of American Depositary Shares evidenced by American Depositary Receipts issued hereunder (all such capitalized terms as hereinafter defined).
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of ____________, by and between Belite Bio, Inc, an exempted company with limited liability duly incorporated and validly existing under the laws of the Cayman Islands (the “Company”), and __________(Passport/ID Number ____________) (the “Indemnitee”), a [director/an executive officer] of the Company.
UNDERWRITING AGREEMENTUnderwriting Agreement • April 22nd, 2022 • Belite Bio, Inc • Pharmaceutical preparations • New York
The undersigned, Belite Bio, Inc, an exempted company incorporated with limited liability under the laws of the Cayman Islands (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:
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED FIFTH AMENDMENT TO EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations
This FIFTH AMENDMENT TO EXCLUSIVE LICENSE AGREEMENT (this "Amendment") is made and entered into as of February 4, 2022 (“Fifth Amendment Effective Date”) by and between Belite Bio, Inc ("Company") and The Trustees of Columbia University in the City of New York ("Columbia").
EMPLOYMENT AGREEMENTEmployment Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into on __________ by and between Belite Bio, Inc, a Company incorporated in the Cayman Islands (the “Company” and, together with all of its direct or indirect parent companies, subsidiaries, affiliates, or subsidiaries or affiliates of its parent companies, collectively referred to as the “Company Group”), and [ ], an individual, a [ ] citizen with [his/her] passport number being [ ] (the “Executive”).
First Amendment to lbs-008 research and development services agreementServices Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations
This First Amendment to LBS-008 Research and Development Services Agreement (this “Amendment”), effective as of Feb 23, 2022 (“Effective Date”), is entered into by and between Belite Bio, Inc, a Cayman corporation, with contact office located at 5820 Oberlin Drive, Suite 101, San Diego CA, 92121 USA (“Belite Inc”) and Lin BioScience, Inc., a Taiwan corporation, located at 12F., No.68, Sec. 5, Zhongxiao E. Rd., Xinyi Dist., Taipei City 110, Taiwan (“Lin Inc.”).
AMENDMENT TO AMENDED AND RESTATED SHAREHOLDERS AGREEMENTShareholders Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations • Hong Kong
THIS AMENDMENT TO AMENDED AND RESTATED SHAREHOLDERS AGREEMENT (this “AMENDMENT”) is entered into on November 1, 2021 by and among
SECOND AMENDMENT TO EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations
This SECOND AMENDMENT TO EXCLUSIVE LICENSE AGREEMENT (the "Second Amendment") is made and entered into by and between THE TRUSTEES OF COLUMBIA UNIVERSITY IN THE CITY OF NEW YORK ("Columbia") and BELITE BIO, INC (“Company”). This Second Amendment shall become effective upon the date that this Second Amendment is signed by both Columbia and Company (the “Second Amendment Effective Date”).
AMENDED AND RESTATED SHAREHOLDERS AGREEMENTShareholders Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations • Hong Kong
THIS AMENDED AND RESTATED SHAREHOLDERS AGREEMENT (this “Agreement”) is entered into on December 23, 2020 (the “Effective Date”), by and among
THIRD AMENDMENT TO EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations
This THIRD AMENDMENT TO EXCLUSIVE LICENSE AGREEMENT (this "Amendment") is made and entered into as of October 24, 2019 (“Third Amendment Effective Date”) by and between Belite Bio, Inc ("Company") and The Trustees of Columbia University in the City of New York ("Columbia").
August 15, 2017 Tom Lin, MD, PhD Lin Bioscience 12F., No. 68, Sec 5, Zhongxiao E. Road, Xinyi Dist., Taipei City 110, Taiwan (R.O.C.) RE: Amendment to the Exclusive Licnese Agreement between Lin Bioscience, Inc. (“Company”) and The Trustees of...License Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations • New York
The above referenced Exclusive License Agreement (“Agreement”) entered into by the Trustees of Columbia University in the City of New York (“Columbia”) and Lin Bioscience,Inc. (“Company”), dated as of September 13, 2016, is hereby amended, pursuant to Section 22 of the Agreement, as follows:
LBS-008 RESEARCH AND DEVELOPMENT SERVICES AGREEMENTLBS-008 Research and Development Services Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations
This Research and Development Services Agreement (this “Agreement”), effective as of July 1, 2021 (“Effective Date”), is entered into by and between Belite Bio, Inc, a Cayman corporation, with contact office located at 12F., No.68, Sec. 5, Zhongxiao E. Rd., Xinyi Dist., Taipei City 110, Taiwan (“Belite Inc”) and Lin BioScience, Inc., a Taiwan corporation, located at 12F., No.68, Sec. 5, Zhongxiao E. Rd., Xinyi Dist., Taipei City 110, Taiwan (“Lin Inc.”).
SERIES B PREFERRED SHARE PURCHASE AGREEMENTSeries B Preferred Share Purchase Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations • Hong Kong
SERIES A PREFERRED SHARE PURCHASE AND NOTE CONVERSION AGREEMENTSeries a Preferred Share Purchase and Note Conversion Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations • Hong Kong
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations • New York
AGREEMENT, dated September 13, 2016 (the “Effective Date”), between THE TRUSTEES OF COLUMBIA UNIVERSITY IN THE CITY OF NEW YORK, a New York corporation (“Columbia”), and Lin Biosciences, Inc., a Taiwanese corporation (“Company”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED FOURTH AMENDMENT TO EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • April 5th, 2022 • Belite Bio, Inc • Pharmaceutical preparations
This FOURTH AMENDMENT TO EXCLUSIVE LICENSE AGREEMENT (this "Amendment") is made and entered into as of September 1, 2021 (“Fourth Amendment Effective Date”) by and between Belite Bio, Inc ("Company") and The Trustees of Columbia University in the City of New York ("Columbia").
Via Federal Express and electronic mail May 3, 2018 Chairman & CEO Tom Lin, MD, PhD Lin Bioscience, Inc. 12F., No. 68, Sec 5, Zhongxiao E. Road, Xinyi Dist., Taipei City 110, Taiwan (R.O.C.) Re: Exclusive License Agreement between The Trustees of...Belite Bio, Inc • April 5th, 2022 • Pharmaceutical preparations
It is our understanding that LBS is in the process of restructuring and is requesting Columbia's approval for the following assignments of the License Agreement: (i) the assignment by LBS of all of its rights, title, interest, and obligations in and to the License Agreement to its wholly owned Cayman subsidiary Lin BioScience International Ltd ("LBS KY1") (the "First Assignment"), and (ii) the assignment by LBS KY1 of all of its rights, title, interest, and obligations in and to the License Agreement to its wholly owned Cayman subsidiary Lin BioScience Co., Ltd. ("LBS KY2") (the "Second Assignment"). The restructuring and the First Assignment and Second Assignment are illustrated and summarized in Exhibit A hereto, which you have kindly provided to us.
Via Federal Express and electronic mail May 3, 2018 Chairman & CEO Tom Lin, MD, PhD Lin Bioscience, Inc. 12F., No. 68, Sec 5, Zhongxiao E. Road, Xinyi Dist., Taipei City 110, Taiwan (R.O.C.) Re: Exclusive License Agreement between The Trustees of...Belite Bio, Inc • January 21st, 2022 • Pharmaceutical preparations
It is our understanding that LBS is in the process of restructuring and is requesting Columbia's approval for the following assignments of the License Agreement: (i) the assignment by LBS of all of its rights, title, interest, and obligations in and to the License Agreement to its wholly owned Cayman subsidiary Lin BioScience International Ltd ("LBS KY1") (the "First Assignment"), and (ii) the assignment by LBS KY1 of all of its rights, title, interest, and obligations in and to the License Agreement to its wholly owned Cayman subsidiary Lin BioScience Co., Ltd. ("LBS KY2") (the "Second Assignment"). The restructuring and the First Assignment and Second Assignment are illustrated and summarized in Exhibit A hereto, which you have kindly provided to us.
