Executive Employment AgreementExecutive Employment Agreement • March 17th, 2016 • Innocoll Holdings PLC • Pharmaceutical preparations
In consideration of his employment by INNOCOLL, INC. (“Company”) and the compensation and benefits outlined below, and intending to be legally bound, RICH FANTE (“Executive”) agrees with Company as follows:
OFFICE SPACE LEASE for Suite 190 3803 West Chester Pike Newtown Square, Pennsylvania 19073 by and between CAMPUS INVESTORS H BUILDING, L.P. (as Landlord) and INNOCOLL AG (as Tenant)Office Space Lease • March 17th, 2016 • Innocoll Holdings PLC • Pharmaceutical preparations • Pennsylvania
THIS LEASE (the “Lease”) is made the 31 day of October, 2015 between CAMPUS INVESTORS H BUILDING, L.P., a Delaware limited partnership (herein referred to as “Landlord”) and INNOCOLL AG, a German stock corporation (herein referred to as “Tenant”).
LEASE AGREEMENTLease Agreement • March 17th, 2016 • Innocoll Holdings PLC • Pharmaceutical preparations
FORM OF CONTINGENT VALUE RIGHTS AGREEMENTRights Agreement • April 6th, 2017 • Innocoll Holdings PLC • Pharmaceutical preparations • Delaware
THIS CONTINGENT VALUE RIGHTS AGREEMENT, dated as of [●], 2017, (this “Agreement”), is entered into by and between Lough Ree Technologies Limited, an Irish private limited company (the “Buyer”) and [●], a [●], as Rights Agent.
Dated 5 May 2017 EUROPEAN INVESTMENT BANK as Bank INNOCOLL PHARMACEUTICALS LIMITED as Borrower and INNOCOLL HOLDINGS PLC as Guarantor AMENDMENT AND WAIVER AGREEMENT relating to a Finance Contract originally dated 27 March 2015And Waiver Agreement • May 10th, 2017 • Innocoll Holdings PLC • Pharmaceutical preparations • England and Wales
ContractInnocoll Holdings PLC • May 10th, 2017 • Pharmaceutical preparations
CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASEConfidential Separation Agreement and General Release • May 3rd, 2017 • Innocoll Holdings PLC • Pharmaceutical preparations • Pennsylvania
This Confidential Separation Agreement and General Release (“Agreement”) is hereby entered into by and between Jose Carmona (“you”) and Innocoll, Inc. (the “Company”). The purpose of this Agreement is to acknowledge and set forth the terms of our agreement with regard to the separation of your employment with the Company. As this is a legal document, you are advised to consult with an attorney before signing it.
AMENDED AND RESTATED OPTION AGREEMENTOption Agreement • June 3rd, 2016 • Innocoll Holdings PLC • Pharmaceutical preparations • Delaware
This Amended and Restated Option Agreement (this “Agreement”) was originally issued on December 14, 2014 (the “Original Issue Date”) and is being amended and restated as of May __, 2016, and
FORM OF LOAN AND GUARANTY AGREEMENTForm of Loan and Guaranty Agreement • April 6th, 2017 • Innocoll Holdings PLC • Pharmaceutical preparations • New York
THIS LOAN AND GUARANTY AGREEMENT (this “Agreement”), dated as of [●], 2017, by and among INNOCOLL PHARMACEUTICALS LIMITED, an Irish private limited company and having its registered office at Unit 9, Block D, Monksland Business Park, Monksland, Athlone, County Roscommon, Ireland (“Borrower”), INNOCOLL HOLDINGS PUBLIC LIMITED COMPANY, an Irish public limited company (registration number 544604) and having its registered office at Unit 9, Block D, Monksland Business Park, Monksland, Athlone, County Roscommon, Ireland (the “Guarantor”), and [●] (“Gurnet”), provides the terms on which Gurnet shall make the Term Loan (as defined below) to the Borrower and the Borrower shall repay the Term Loan to Gurnet. The parties agree as follows:
LOAN AND GUARANTY AGREEMENTLoan and Guaranty Agreement • May 10th, 2017 • Innocoll Holdings PLC • Pharmaceutical preparations • New York
THIS LOAN AND GUARANTY AGREEMENT (this “Agreement”), dated May 9, 2017, by and among INNOCOLL PHARMACEUTICALS LIMITED, an Irish private limited company and having its registered office at Unit 9, Block D, Monksland Business Park, Monksland, Athlone, County Roscommon, Ireland (“Borrower”), INNOCOLL HOLDINGS PUBLIC LIMITED COMPANY, an Irish public limited company (registration number 544604) and having its registered office at Unit 9, Block D, Monksland Business Park, Monksland, Athlone, County Roscommon, Ireland (the “Guarantor”), and GURNET POINT L.P., a Delaware limited partnership acting through its general partner, Waypoint International GP LLC (“Gurnet Point”), provides the terms on which Gurnet shall make the Term Loan (as defined below) to the Borrower and the Borrower shall repay the Term Loan to Gurnet. The parties agree as follows:
5,725,000 Shares INNOCOLL HOLDINGS PLC ORDINARY SHARES, $0.01 PAR VALUE PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • June 20th, 2016 • Innocoll Holdings PLC • Pharmaceutical preparations • New York
As an inducement to the underwriters named in Schedule II to the Underwriting Agreement (defined below) (the “Underwriters”) to execute an underwriting agreement (the “Underwriting Agreement”) providing for a public offering (the “Offering”) of ordinary shares, par value $0.01 per share (the “Ordinary Shares”) of Innocoll Holdings plc, a public limited company formed under Irish law (the “Company”), the undersigned hereby agrees that without, in each case, the prior written consent of Morgan Stanley & Co. LLC during the period specified in the second succeeding paragraph (the “Lock-Up Period”), the undersigned will not: (1) offer, pledge, announce the intention to sell, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, make any short sale or otherwise transfer or dispose of, directly or indirectly, any Ordinary Shares or any securities convertible into, exercisable or exchangeable fo
