AMENDED AND RESTATED CONTRIBUTION AGREEMENTContribution Agreement • August 8th, 2013 • ContraVir Pharmaceuticals, Inc. • New York
THIS AMENDED AND RESTATED CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of August 5, 2013, but effective as of June 10, 2013, by and between Synergy Pharmaceuticals Inc., a Delaware corporation (“Parent”), and ContraVir Pharmaceuticals, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used but not otherwise defined herein are intended to have the meanings given to them in EXHIBIT A attached hereto.
AMENDED AND RESTATED SHARED SERVICES AGREEMENTShared Services Agreement • August 8th, 2013 • ContraVir Pharmaceuticals, Inc. • New York
This Amended and Restated Shared Services Agreement, dated as of August 5, 2013, but effective as of May 15, 2013 (the “Effective Date”), is by and between ContraVir Pharmaceuticals, Inc., a Delaware corporation (“ContraVir”), and Synergy Pharmaceuticals Inc., a Delaware corporation (“Synergy”). ContraVir and Synergy are sometimes referred to herein separately as a “Party” and together as the “Parties”.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 8th, 2013 • ContraVir Pharmaceuticals, Inc. • New York
This Loan and Security Agreement, dated June 5, 2013 between ContraVir Pharmaceuticals, Inc. a Delaware Corporation with offices at 420 Lexington Avenue, Suite 1609, New York, NY 10170 (hereinafter called “Borrower”), Synergy Pharmaceuticals Inc., a Delaware Corporation with offices at 420 Lexington Avenue, Suite 1609, New York, NY 10170 (hereinafter called “Lender”).
