0001047469-17-006300 Sample Contracts

OptiNose, Inc. UNDERWRITING AGREEMENT

Underwriting Agreement • October 11th, 2017 • OptiNose, Inc. • Pharmaceutical preparations • New York

• Contract Type
  Underwriting Agreement
• Filed
  October 11th, 2017
• Company
  OptiNose, Inc.
• Industry
  Pharmaceutical preparations
• Jurisdiction
  New York

EMPLOYMENT AGREEMENT

Employment Agreement • October 11th, 2017 • OptiNose, Inc. • Pharmaceutical preparations • Delaware

• Contract Type
  Employment Agreement
• Filed
  October 11th, 2017
• Company
  OptiNose, Inc.
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Delaware

This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into on October [ ], 2017, by and between OPTINOSE US, INC., a Delaware corporation (the “Company”), and Michael F. Marino (“Executive”).

INDEMNIFICATION AGREEMENT

Indemnification Agreement • October 11th, 2017 • OptiNose, Inc. • Pharmaceutical preparations • Delaware

• Contract Type
  Indemnification Agreement
• Filed
  October 11th, 2017
• Company
  OptiNose, Inc.
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Delaware

This Indemnification Agreement (this “Agreement”) is made as of [ ], 2017 by and between OptiNose, Inc., a Delaware corporation (the “Corporation”), in its own name and on behalf of its direct and indirect subsidiaries, and [ ], an individual (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Corporation and Indemnitee covering the subject matter of this Agreement.

FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED SHAREHOLDERS AGREEMENT OF OPTINOSE, INC.

Shareholders Agreement • October 11th, 2017 • OptiNose, Inc. • Pharmaceutical preparations

• Contract Type
  Shareholders Agreement
• Filed
  October 11th, 2017
• Company
  OptiNose, Inc.
• Industry
  Pharmaceutical preparations

THIS FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT (this “Amendment”), dated as of October 2, 2017, by and among OptiNose, Inc., a Delaware corporation (the “Company”), the Investors, the Existing Shareholders and the Management Shareholders party thereto.

FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT OF OPTINOSE, INC.

Registration Rights Agreement • October 11th, 2017 • OptiNose, Inc. • Pharmaceutical preparations

• Contract Type
  Registration Rights Agreement
• Filed
  October 11th, 2017
• Company
  OptiNose, Inc.
• Industry
  Pharmaceutical preparations

THIS FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Amendment”), dated as of October 2, 2017, by and among OptiNose, Inc., a Delaware corporation (the “Company”), and the holders of Series D Shares, Series C-2 Shares, Series C-1 Shares, Series C Shares and Series B Shares of the Company identified on the signature pages thereto (collectively, the “Investors”).