LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 14th, 2012 • Celsion CORP • Pharmaceutical preparations
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of June 27, 2012 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including Oxford in its capacity as a Lender and HORIZON TECHNOLOGY FINANCE CORPORATION, a Delaware corporation with an office located at 312 Farmington Avenue, Farmington, Connecticut 06032 (each a “Lender” and collectively, the “Lenders”), and CELSION CORPORATION, a Delaware corporation with offices located at 997 Lenox Drive, Suite 100, Lawrenceville, New Jersey 08648 (“Borrower”), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as follows:
ContractCelsion CORP • August 14th, 2012 • Pharmaceutical preparations • New York
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
TECHNOLOGY DEVELOPMENT AGREEMENTTechnology Development Agreement • August 14th, 2012 • Celsion CORP • Pharmaceutical preparations • New Jersey
THIS TECHNOLOGY DEVELOPMENT AGREEMENT (the “Agreement”) is executed and effective as of May 7, 2012 (the “Effective Date”), by and between CELSION CORPORATION (“Celsion”), a corporation organized and existing under the laws of the State of Delaware, and Zhejiang Hisun Pharmaceutical Co. Ltd. (“Hisun”), a corporation organized and existing under the laws of China, with offices at 46 Waisha Road, Jiaojiang District, Taizhou City, China and Hisun Pharmaceutical USA Inc., a Delaware corporation, having a place of business located at 212 Carnegie Center, Suite 302, Princeton, New Jersey 08540-6236, in connection with Section 17.16 (“Hisun USA”). Celsion and Hisun are sometimes referred to herein individually as a “Party” and collectively as “Parties”.
