LICENSE AGREEMENTLicense Agreement • November 6th, 2023 • Psyence Biomedical Ltd. • Pharmaceutical preparations • British Columbia
This Agreement (“Agreement”) is effective as of this ____ day of _____________ 2022, (“Effective Date”) between FILAMENT HEALTH CORP. a British Columbia corporation, with offices at #210-4475 Wayburne Drive, Burnaby BC V5G4X4 (“Filament”) and PSYENCE BIOMED CORP, a corporation organized under the laws of British Columbia with an address at 200 Bay Street, Suite 2010 Toronto, Ontario, Canada M5J 2J1 (“Psyence”). Filament and Psyence may be referred to herein singularly as a “party” and collectively as the “parties”.
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • November 6th, 2023 • Psyence Biomedical Ltd. • Pharmaceutical preparations
This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into on as of [ ], 2023, by and among (i) Newcourt SPAC Sponsor LLC, a Delaware limited liability company, (the “Sponsor”) (ii) Newcourt Acquisition Corp, a Cayman Islands exempted company (“SPAC”), (iii) Psyence Biomed II Corp., a corporation organized under the laws of Ontario, Canada (the “Target”), and (iv) Psyence Biomedical Ltd, a corporation organized under the laws of Ontario, Canada and a wholly-owned subsidiary of the Parent (defined below) (“NewCo”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Business Combination Agreement (as defined below).
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • November 6th, 2023 • Psyence Biomedical Ltd. • Pharmaceutical preparations • Delaware
THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2023, by and among (i) Psyence Biomedical Ltd, a corporation organized under the laws of Ontario, Canada and a wholly-owned subsidiary of the Parent (“Pubco”), (ii) Newcourt Acquisition Corp, a Cayman Islands exempted company (“SPAC”), and (iii) the undersigned (“Holder”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Business Combination Agreement.
FORM OF SUPPORT AGREEMENTForm of Support Agreement • November 6th, 2023 • Psyence Biomedical Ltd. • Pharmaceutical preparations • Delaware
This Support Agreement (this “Agreement”) is made as of [●], 2023 by and among (i) Newcourt Acquisition Corp, a Cayman Islands exempted company (“SPAC”), (ii) Psyence Biomed II Corp., a corporation organized under the laws of Ontario, Canada (the “Target”), (iii) Psyence Biomedical Ltd, a corporation organized under the laws of Ontario, Canada (“NewCo”), and (iv) Psyence Group Inc., a corporation organized under the laws of Ontario, Canada (“Parent”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Business Combination Agreement.
ContractPsyence Biomedical Ltd. • November 6th, 2023 • Pharmaceutical preparations
