EMPLOYEE NONCOMPETITION, NONDISCLOSURE AND DEVELOPMENTS AGREEMENTNondisclosure and Developments Agreement • March 14th, 2018 • Melinta Therapeutics, Inc. /New/ • Pharmaceutical preparations • Delaware
This Employee Noncompetition, Nondisclosure and Developments Agreement (the “Agreement”) is entered into as of February 16, 2016 (the “Effective Date”) by and between John Temperato the undersigned employee and Melinta Therapeutics, Inc., its parents, affiliates and subsidiaries (the “Company”).
August 29, 2017 Paul EstremSeverance Agreement • March 14th, 2018 • Melinta Therapeutics, Inc. /New/ • Pharmaceutical preparations • New York
February 5, 2016Melinta Therapeutics, Inc. /New/ • March 14th, 2018 • Pharmaceutical preparations • New York
Effective as of February 16, 2016, you will be a key member of the senior management team of Melinta Therapeutics, Inc. (the “Company”). As a result, the Company is providing you with the following benefits in consideration of your employment with the Company.
AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • March 14th, 2018 • Melinta Therapeutics, Inc. /New/ • Pharmaceutical preparations
This Amended and Restated License Agreement (this “Agreement”) is made this first of May, 2017 (the “Amendment Effective Date”), by and between Wakunaga Pharmaceutical Co., Ltd. (hereinafter referred to as “WAKUNAGA”), a corporation duly organized and existing under the laws of Japan and having its principal office at 5-36, Miyahara 4-chome, Yodogawa-Ku, Osaka, Japan and Melinta Therapeutics, Inc. (formerly known as Rib-X Pharmaceuticals, Inc. and hereinafter referred to as “MELINTA”), a corporation duly organized and existing under the laws of Delaware, U.S.A. and having its principal office at 300 George Street, Suite 301, New Haven, Conn., 06511 U.S.A., and amends and restates in its entirety the License Agreement dated May 12, 2006 by and between WAKUNAGA and MELINTA, as previously amended (the “2006 Agreement”).
Master Manufacturing Services Agreement 1st July, 2016Master Manufacturing Services Agreement • March 14th, 2018 • Melinta Therapeutics, Inc. /New/ • Pharmaceutical preparations • England
THIS AGREEMENT WITNESSES THAT in consideration of the rights conferred and the obligations assumed herein, and for other good and valuable consideration (the receipt and sufficiency of which are acknowledged by each party), and intending to be legally bound the parties agree as follows:
AMENDMENTAmendment • March 14th, 2018 • Melinta Therapeutics, Inc. /New/ • Pharmaceutical preparations
This Amendment (the “Amendment”) to the License Agreement dated as of December 23, 2005 (the “Agreement”), is effective as of January 6, 2009 (“Amendment Effective Date”), between Eli Lilly and Company, a corporation organized and existing under the laws of the State of Indiana (“Lilly”), and Targanta Therapeutics Corporation, a corporation organized and existing under the laws of the State of Delaware (“Targanta” or “Licensee”), successor to InterMune, Inc., a corporation organized and existing under the laws of the State of Delaware (“InterMune”), as purchaser of all rights, title and interest related to oritivancin from InterMune.
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • March 14th, 2018 • Melinta Therapeutics, Inc. /New/ • Pharmaceutical preparations • New York
This Separation and Release Agreement (this “Agreement”), delivered December 21, 2017, confirms the following understandings and agreements between Melinta Therapeutics, Inc., a Delaware corporation (the “Company”) and John Temperato (hereinafter referred to as “you” or “your”).
ContractWarrant Agreement • March 14th, 2018 • Melinta Therapeutics, Inc. /New/ • Pharmaceutical preparations • Delaware
Explanatory Note: Due to adjustments resulting from the transactions contemplated by the Agreement and Plan of Merger and Reorganization, dated as of August 8, 2017, by and between Melinta Therapeutics, Inc. (f/k/a Cempra, Inc.), Castle Acquisition Corp. and Melinta Subsidiary Corp. (f/k/a Melinta Therapeutics, Inc.), which were consummated on November 3, 2017, the below warrant is for a total of 44,583 shares of common stock at a purchase price of $33.30.
