LEASE AND LEASE AGREEMENTLease and Lease Agreement • August 9th, 2021 • LianBio • Pharmaceutical preparations • New Jersey
LEASE AND LEASE AGREEMENT, dated as of June 18, 2020, between 103 Carnegie Associates, LLC, a Delaware limited liability company, with offices c/o Boston Properties at 101 Carnegie Center, Suite 104, Princeton, New Jersey 08540 (the “Landlord”), and LianBio*, an exempted company organized under the laws of the Cayman Islands, with its principal office at Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman, KY1-9009, Cayman Islands (the “Tenant”).
EQUITY HOLDERS’ AGREEMENTEquity Holders’ Agreement • August 9th, 2021 • LianBio • Pharmaceutical preparations
This EQUITY HOLDERS’ AGREEMENT (this “Agreement”) is made as of August 10, 2020 (the “Effective Date”), by and among LianBio, an exempted company organized under the laws of the Cayman Islands (the “Parent” or “LianBio”), LianBio Cardiovascular, an exempted company organized under the laws of the Cayman Islands and a wholly-owned subsidiary of the Parent, (the “Company”) and MyoKardia, Inc., a corporation organized and existing under the laws of the State of Delaware (“MyoKardia”, together with the Parent, the “Equity Holders”, and individually, a “Equity Holder”).
LIAN ONCOLOGY FORM OF WARRANT TO PURCHASE ORDINARY SHARESLianBio • August 9th, 2021 • Pharmaceutical preparations
THIS WARRANT IS TO CERTIFY THAT, QED Therapeutics, Inc. (the “Purchaser” and, together with its nominees, successors or assigns, including any subsequent holder of this Warrant to whom it has been legally transferred, the “Holder”) is entitled to purchase from Lian Oncology, an exempted company organized under the laws of the Cayman Islands (the “Company”), 33,333 ordinary shares, par value US$0.0001 per share (subject to adjustment in accordance with the terms hereof, the “Warrant Shares”), at US$0.0001 per share (subject to adjustment in accordance with the terms hereof, the “Exercise Price”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Exclusive License Agreement, entered into as of October 16, 2019, by and between the Purchaser and the Company (the “License Agreement”).
LIAN CARDIOVASCULAR WARRANT TO PURCHASE ORDINARY SHARESLianBio • August 9th, 2021 • Pharmaceutical preparations
THIS WARRANT IS TO CERTIFY THAT, MyoKardia, Inc. (“MyoKardia” and, together with its nominees, successors or assigns, including any subsequent holder of this Warrant to whom it has been legally transferred, the “Holder”) is entitled to purchase from Lian Cardiovascular, an exempted company organized under the laws of the Cayman Islands (the “Company”), 170,000 ordinary shares, par value US$0.0001 per share (subject to adjustment in accordance with the terms hereof, the “Warrant Shares”), at US$275 per share (subject to adjustment in accordance with the terms hereof, the “Exercise Price”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Exclusive License Agreement, dated the date hereof, by and between LianBio Licensing LLC, an affiliate of the Company and MyoKardia (the “License Agreement”).
Shanghai Municipality Lease Contract for PremisesLianBio • August 9th, 2021 • Pharmaceutical preparations
be registered or filed with the real estate transaction center or the acceptance office of the farm system where the premises is located to obtain the lease contract registration and filing certificate; in the case of preleasing of commodity housing, for the commodity housing sold externally, this Contract shall be registered and filed with the municipal real estate transaction center while for the commodity housing sold internally, this Contract shall be registered or filed with the real estate transaction center where the premises is located. After the construction of the preleased commodity housing is completed and the real estate ownership certificate has been obtained, and the parties have executed a handover letter for the use of the preleased commodity housing, this Contract shall be registered and filed with the real estate transaction center or the acceptance office of the farm system where the premises is located in accordance with the applicable regulations to obtain the lea
AMENDED AND RESTATED OPTION AGREEMENTOption Agreement • August 9th, 2021 • LianBio • Pharmaceutical preparations
THIS AMENDED AND RESTATED OPTION AGREEMENT (this “Agreement”) is made as August 10, 2020, (the “Effective Date”) by and among LianBio, an exempted company organized under the laws of the Cayman Islands (the “Company”), the subsidiaries of the Company as set forth in Schedule 1 hereto (the “Subsidiaries”) and the entities and persons holding equity securities (or vested and/or unvested rights to purchase equity securities) of one or more Subsidiaries set forth on Schedule 2 hereto (the “Holders”), to amend, restate and supersede the Option Agreement dated as of October 16, 2019 among the Company and certain other parties thereunder.
LIANBIOLetter Agreement • August 9th, 2021 • LianBio • Pharmaceutical preparations
Supplemental Agreement II to Lease Contract of Kerry Parkside Office BuildingSupplemental Agreement • August 9th, 2021 • LianBio • Pharmaceutical preparations
WHEREAS, Party A and Party B entered into that certain Shanghai Municipality Lease Contract for Premises (the “Lease Contract”) on December 23, 2019 for the lease of Units 901-902, 9/F, Kerry Parkside Office Building at No. 1155 Fangdian Road, Pudong New District, Shanghai (the “Office Building”). Party A and Party B entered into that certain Supplemental Agreement I on June 8, 2020 with respect to the rent-free period and reduction and waiver of management fee for a specific period provided by Party A (“Supplemental Agreement I”, together with the Lease Contract, collectively, the “Original Contract”).
