Foley Hoag Sample Contracts

Eighth Amendment to Lease (August 9th, 2018)

THIS EIGHTH AMENDMENT TO LEASE (this Amendment) is entered into as of this 30th day of May, 2018, by and between BMR-34790 ARDENTECH COURT LP, a Delaware limited partnership (Landlord, formerly known as BMR-34790 Ardentech Court LLC), and ZOSANO PHARMA CORPORATION, a Delaware corporation (Tenant, as successor-in-interest to ZP Opco, Inc., formerly known as Zosano Pharma, Inc. and, previously, The Macroflux Corporation).

Cardiome Pharma Corporation – SECOND AMENDED AND RESTATED TERM LOAN AGREEMENT Dated as of May 15, 2018 Between CORREVIO PHARMA CORP. As Borrower, the Subsidiary Guarantors From Time to Time Party Hereto, the Lenders From Time to Time Party Hereto, and CRG SERVICING LLC as Administrative and Collateral Agent U.S. $50,000,000 (July 12th, 2018)

SECOND AMENDED AND RESTATED TERM LOAN AGREEMENT, dated as of May 15, 2018 (this "Agreement"), among CORREVIO PHARMA CORP., a corporation incorporated pursuant to the federal laws of Canada ("Borrower"), the Subsidiary Guarantors from time to time party hereto, the Lenders from time to time party hereto and CRG SERVICING LLC, a Delaware limited liability company ("CRG Servicing"), as administrative and collateral agent for the Lenders (in such capacities, together with its successors and assigns, "Administrative Agent").

Arsanis, Inc. – Bay Colony Corporate Center (June 12th, 2018)

THIS INSTRUMENT IS AN INDENTURE OF LEASE in which the Landlord and the Tenant are the parties hereinafter named, and which relates to space in a certain building (the Building) known as, and with an address at, 950 Winter Street, Waltham, Massachusetts 02451.

Applied Genetic Technologies Corp – APPLIED GENETIC TECHNOLOGIES CORPORATION INDENTURE Dated as of , 20 Trustee (May 30th, 2018)

Indenture dated as of , 20 between Applied Genetic Technologies Corporation, a Delaware corporation (the Company), and [ ] (the Trustee). Each party agrees as follows for the benefit of the other party and for the equal and ratable benefit of the Holders of the Securities issued under this Indenture.

Golub Capital Investment Corp – Amended and Restated Revolving Credit Agreement (May 22nd, 2018)

THIS AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT is dated as of May 17, 2018 by and among GOLUB CAPITAL INVESTMENT CORPORATION, a Maryland corporation ("Borrower"), and SUMITOMO MITSUI BANKING CORPORATION, a foreign banking corporation organized under the laws of Japan (in its individual capacity, "SMBC"), as Administrative Agent for the Lenders (as each term is hereinafter defined), and the Lenders.

Capstone Therapeutics – License Agreement (May 7th, 2018)

This License Agreement (the "Agreement") is entered into as of May 2, 2018 (the "Effective Date"), by and between Anji Pharmaceuticals Inc., a company organized and existing under the laws of the Cayman Islands and having an address at P.O. Box 31119 Grand Pavilion, Hibiscus Way, 802 West Bay Road, Grand Cayman, KY1 - 1205, Cayman Islands ("Anji Pharma") and LipimetiX Development, Inc. a corporation organized and existing under the laws of Delaware and having an address at 5 Commonwealth Road, Suite 2a, Natick, MA 01970 ("LipimetiX"). Anji Pharma and LipimetiX may each be referred to herein individually as a "Party" and collectively as the "Parties."

Leap Therapeutics, Inc. – LEAP THERAPEUTICS, INC. Common Stock UNDERWRITING AGREEMENT (March 23rd, 2018)
La Jolla Pharmaceutical Company – 3,400,000 Shares La Jolla Pharmaceutical Company UNDERWRITING AGREEMENT (March 19th, 2018)
Homology Medicines, Inc. – Confidential Treatment Requested by Homology Medicines, Inc. EXCLUSIVE LICENSE AGREEMENT (March 19th, 2018)

THIS EXCLUSIVE LICENSE AGREEMENT (the Agreement) is made and entered into as of the 28th day of April, 2016 (the Effective Date) by and between Homology Medicines, Inc., a Delaware corporation with a principal place of business at 44 Hartwell Avenue, Suite 102, Lexington, Massachusetts 02421 (Licensee) and City of Hope, a California nonprofit public benefit corporation located at 1500 East Duarte Road, Duarte, California 91010 (City of Hope or COH). Licensee and COH are each sometimes referred to herein individually as a Party and collectively as the Parties.

Master Acquisition Agreement Dated as of February 12, 2018 by and Among Emc Corporation, Mozy, Inc., Dell Technologies Inc. And Carbonite, Inc. (March 19th, 2018)

THIS MASTER ACQUISITION AGREEMENT (this "Agreement") is entered into as of February 12, 2018, by and among EMC Corporation, a Massachusetts corporation (the "Seller"), Carbonite, Inc., a Delaware corporation (the "Purchaser"), Mozy, Inc., a Delaware Corporation ("Mozy") and Dell Technologies Inc., a Delaware Corporation ("Dell"). Certain other capitalized terms used in this Agreement are defined in the appended Exhibit A.

Inovalon Holdings, Inc. – AGREEMENT AND PLAN OF MERGER BY AND AMONG INOVALON HOLDINGS, INC., NEW HEIGHTS MERGER CORPORATION, BUTLER GROUP HOLDINGS, INC. AND SHAREHOLDER REPRESENTATIVE SERVICES LLC, AS STOCKHOLDER REPRESENTATIVE Dated as of March 6, 2018 (March 7th, 2018)
Homology Medicines, Inc. – Confidential Treatment Requested by Homology Medicines, Inc. EXCLUSIVE LICENSE AGREEMENT (March 2nd, 2018)

THIS EXCLUSIVE LICENSE AGREEMENT (the Agreement) is made and entered into as of the 28th day of April, 2016 (the Effective Date) by and between Homology Medicines, Inc., a Delaware corporation with a principal place of business at 44 Hartwell Avenue, Suite 102, Lexington, Massachusetts 02421 (Licensee) and City of Hope, a California nonprofit public benefit corporation located at 1500 East Duarte Road, Duarte, California 91010 (City of Hope or COH). Licensee and COH are each sometimes referred to herein individually as a Party and collectively as the Parties.

Homology Medicines, Inc. – Confidential Treatment Requested by Homology Medicines, Inc. EXCLUSIVE LICENSE AGREEMENT (January 30th, 2018)

THIS EXCLUSIVE LICENSE AGREEMENT (the Agreement) is made and entered into as of the 28th day of April, 2016 (the Effective Date) by and between Homology Medicines, Inc., a Delaware corporation with a principal place of business at 44 Hartwell Avenue, Suite 102, Lexington, Massachusetts 02421 (Licensee) and City of Hope, a California nonprofit public benefit corporation located at 1500 East Duarte Road, Duarte, California 91010 (City of Hope or COH). Licensee and COH are each sometimes referred to herein individually as a Party and collectively as the Parties.

Biofrontera AG – Finance Contract (January 12th, 2018)

THIS CONTRACT IS MADE BETWEEN: The European Investment Bank having its seat at 100 boulevard Konrad Adenauer, L-2950 Luxembourg, represented by Adrian Kamenitzer Director and Stefan Becker, Senior Counsel (the "Bank"), of the first part, and Biofrontera AG, a public listed company incorporated under the laws of Germany, registered with the commercial register of the local court (Amtsgericht) of Leverkusen under the registration number 49717, and having its registered address at Hemmelrather Weg 201.D-51377 Leverkusen, represented by Prof. Dr. Hermann Lubbert, CEO (Vorstandsvorsitzender), and Thomas Schaffer, CFO (Vorstand) (the "Borrower"). of the second part.

Biofrontera AG – Finance Contract (December 7th, 2017)

THIS CONTRACT IS MADE BETWEEN: The European Investment Bank having its seat at 100 boulevard Konrad Adenauer, L-2950 Luxembourg, represented by Adrian Kamenitzer Director and Stefan Becker, Senior Counsel (the "Bank"), of the first part, and Biofrontera AG, a public listed company incorporated under the laws of Germany, registered with the commercial register of the local court (Amtsgericht) of Leverkusen under the registration number 49717, and having its registered address at Hemmelrather Weg 201.D-51377 Leverkusen, represented by Prof. Dr. Hermann Lubbert, CEO (Vorstandsvorsitzender), and Thomas Schaffer, CFO (Vorstand) (the "Borrower"). of the second part.

Astro-Med, Inc. – Second Amendment to Credit Agreement (December 6th, 2017)

This CREDIT AGREEMENT is entered into as of February 28, 2017, as amended on September 28, 2017 and November 30, 2017, among ASTRONOVA, INC., a Rhode Island corporation (the U.S. Borrower or the Company), the Guarantors (defined herein), ANI APS, a Danish private limited liability company (the Danish Borrower and together with the U.S. Borrower, the Borrowers and each a Borrower), and BANK OF AMERICA, N.A., as the Lender.

Agreement for Lease Relating to Part Third Floor, 8 Finsbury Circus, London Ec2 (November 27th, 2017)
Arsanis, Inc. – ARSANIS, INC. SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT Dated as of April 12, 2016 Amended as of November 3, 2017 (November 6th, 2017)

This Second Amended and Restated Stockholders Agreement (the Agreement) is entered into as of April 12, 2016, and amended as of November 3, 2017, by and among Arsanis, Inc., a Delaware corporation (the Company), the persons and entities listed on Exhibit A attached hereto (collectively with any subsequent investors or transferees who become parties hereto as Investors pursuant to Section 9.1(a), the Investors), and Eszter Nagy, Tillman U. Gerngross and Errik B. Anderson (each, individually, a Founder and collectively, the Founders, and collectively with any parties who become parties hereto as Restricted Stockholders pursuant to Section 9.1(b), the Restricted Stockholders). The Investors and Restricted Stockholders are referred to herein collectively as the Stockholders). As used in this Agreement, the term Shares shall include all shares of capital stock of the Company held by the Stockholders, whether now owned or hereafter acquired. For purposes of calculating an Investors pro rata

Arsanis, Inc. – ARSANIS, INC. SECOND AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT Dated as of April 12, 2016 Amended as of November 3, 2017 (November 6th, 2017)

This Second Amended and Restated Investors Rights Agreement (this Agreement) is entered into as of 12th day of April, 2016, and amended as of November 3, 2017, by and among Arsanis, Inc., a Delaware corporation (the Company) and the individuals and entities listed on Exhibit A attached hereto (the Investors).

$125,000,000 AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 24, 2017 Among (October 26th, 2017)

This AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of October 24, 2017, among CRA INTERNATIONAL, INC., a Massachusetts corporation (the Company), CRA INTERNATIONAL (UK) LIMITED, a private limited company incorporated in the United Kingdom (registered number 04007726) (the UK Borrower), CRA INTERNATIONAL LIMITED, a company organized under the laws of Ontario (the Canadian Borrower), CRA INTERNATIONAL (NETHERLANDS) B.V., a private company with limited liability organized and existing under the laws of the Netherlands, registered with the trade register of the Chamber of Commerce under number 3426111 (the Dutch Borrower, and together with the UK Borrower and the Canadian Borrower, each a Designated Borrower, and collectively the Designated Borrowers; the Designated Borrowers together with the Company, each a Borrower and collectively, the Borrowers), CITIZENS BANK, N.A., as Administrative Agent (in such capacity, including any successor thereto, the Administrative Agent), BANK

Purchase Agreement (October 23rd, 2017)

PURCHASE AGREEMENT (the Agreement), dated as of October 20, 2017, by and between ZOSANO PHARMA CORPORATION, a Delaware corporation (the Company), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the Investor).

Registration Rights Agreement (October 23rd, 2017)

REGISTRATION RIGHTS AGREEMENT (this Agreement), dated as of October 20, 2017, by and between ZOSANO PHARMA CORPORATION, a Delaware corporation (the Company), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the Buyer). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the Purchase Agreement).

Arsanis, Inc. – Loan and Security Agreement (October 20th, 2017)

THIS LOAN AND SECURITY AGREEMENT (this Agreement) dated as of December 7, 2012 (the Effective Date) between SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (Bank), and ARSANIS, INC., a Delaware corporation (Borrower), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

Arsanis, Inc. – ARSANIS, INC. SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT Dated as of April 12, 2016 (October 20th, 2017)

This Second Amended and Restated Stockholders Agreement (the Agreement) is entered into as of April 12, 2016, by and among Arsanis, Inc., a Delaware corporation (the Company), the persons and entities listed on Exhibit A attached hereto (collectively with any subsequent investors or transferees who become parties hereto as Investors pursuant to Section 9.1(a), the Investors), and Eszter Nagy, Tillman U. Gerngross and Errik B. Anderson (each, individually, a Founder and collectively, the Founders, and collectively with any parties who become parties hereto as Restricted Stockholders pursuant to Section 9.1(b), the Restricted Stockholders). The Investors and Restricted Stockholders are referred to herein collectively as the Stockholders). As used in this Agreement, the term Shares shall include all shares of capital stock of the Company held by the Stockholders, whether now owned or hereafter acquired. For purposes of calculating an Investors pro rata ownership of Shares, all shares of S

Arsanis, Inc. – ARSANIS, INC. SECOND AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT Dated as of April 12, 2016 (October 20th, 2017)

This Second Amended and Restated Investors Rights Agreement (this Agreement) is entered into this 12th day of April, 2016, by and among Arsanis, Inc., a Delaware corporation (the Company) and the individuals and entities listed on Exhibit A attached hereto (the Investors).

Arsanis, Inc. – Contract (October 20th, 2017)

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 ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

Arsanis, Inc. – Contract (October 20th, 2017)

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 ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

Minerva Neurosciences, Inc. – Sublease Agreement (October 6th, 2017)

THIS SUBLEASE AGREEMENT (this Sublease), dated as of October 2, 2017, is entered into by and between Profitect, Inc., a Delaware corporation, (Sublandlord), and Minerva Neurosciences, Inc., a Delaware corporation, (Subtenant).

Astro-Med, Inc. – ASSET PURCHASE AND LICENSE AGREEMENT BY AND BETWEEN ASTRONOVA, INC. AND HONEYWELL INTERNATIONAL INC. SEPTEMBER 28, 2017 License Agreement No. 2017-8072 CONFIDENTIAL MATERIALS OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. TRIPLE ASTERISKS [***] DENOTE OMISSIONS. (October 4th, 2017)

THIS ASSET PURCHASE AND LICENSE AGREEMENT (this Agreement) is made this 28th day of September 2017, by and between AstroNova, Inc., a Rhode Island corporation, (Purchaser), and Honeywell International Inc., a Delaware corporation (Seller and together with the Purchaser, the Parties and each a Party).

Exa Corporation – AGREEMENT AND PLAN OF MERGER Among DASSAULT SYSTEMES SIMULIA CORP., 3DS ACQUISITION 3 CORP. And EXA CORPORATION Dated as of September 27, 2017 (September 28th, 2017)

THIS AGREEMENT AND PLAN OF MERGER (this Agreement) is made and entered into as of September 27, 2017 (the Agreement Date), by and among Dassault Systemes Simulia Corp., a Rhode Island corporation (Parent), 3DS Acquisition 3 Corp., a Delaware corporation and a direct wholly owned subsidiary of Parent (Purchaser), and Exa Corporation, a Delaware corporation (the Company). Each of Parent, Purchaser and the Company are referred to herein as a Party and together as Parties.

Arsanis, Inc. – ARSANIS, INC. SECOND AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT Dated as of April 12, 2016 (September 20th, 2017)

This Second Amended and Restated Investors Rights Agreement (this Agreement) is entered into this 12th day of April, 2016, by and among Arsanis, Inc., a Delaware corporation (the Company) and the individuals and entities listed on Exhibit A attached hereto (the Investors).

Arsanis, Inc. – ARSANIS, INC. SECOND AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT Dated as of April 12, 2016 (August 10th, 2017)

This Second Amended and Restated Investors Rights Agreement (this Agreement) is entered into this 12th day of April, 2016, by and among Arsanis, Inc., a Delaware corporation (the Company) and the individuals and entities listed on Exhibit A attached hereto (the Investors).

Arsanis, Inc. – Contract (August 10th, 2017)

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 ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

Arsanis, Inc. – Loan and Security Agreement (August 10th, 2017)

THIS LOAN AND SECURITY AGREEMENT (this Agreement) dated as of December 7, 2012 (the Effective Date) between SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (Bank), and ARSANIS, INC., a Delaware corporation (Borrower), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

Arsanis, Inc. – Contract (August 10th, 2017)

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 ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.