INDEMNIFICATION AGREEMENTIndemnification Agreement • August 10th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Delaware
INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of [ ], 2022, by and between Felicitex Therapeutics Inc., a Delaware corporation (the “Company”) and the undersigned, a director and/or an officer of the Company (“Indemnitee”), as applicable.
WARRANT AGENT AGREEMENT – OFFERING WARRANTSWarrant Agent Agreement • October 31st, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • New York
This WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of [●], 2022 (the “Issuance Date”) is between Felicitex Therapeutics Inc., a Delaware corporation (the “Company”), and VStock Transfer, LLC (the “Warrant Agent”).
INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • August 10th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Delaware
INDEPENDENT DIRECTOR AGREEMENT (this “Agreement”), dated [ ], 2022, by and between Felicitex Therapeutics Inc., a Delaware corporation (the “Company”), and the undersigned (the “Director”).
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • September 16th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Delaware
This Restricted Stock Award Agreement (this “Agreement”) is made and entered into as of _______________ (the “Grant Date”) by and between Felicitex Therapeutics Inc., a Delaware corporation (the “Company”), and ______________ (the “Grantee”).
STOCK OPTION AGREEMENTStock Option Agreement • September 16th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Delaware
This Stock Option Agreement (this “Agreement”) is made and entered into as of the Grant Date specified below by and between Felicitex Therapeutics Inc., a Delaware corporation (the “Company”), and the participant named below (the “Participant”).
RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • September 16th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Delaware
This Restricted Stock Unit Award Agreement (this “Agreement”) is made and entered into as of _______________ (the “Grant Date”) by and between Felicitex Therapeutics Inc., a Delaware corporation (the “Company”), and ______________ (the “Grantee”).
Board of Directors AgreementBoard of Directors Agreement • August 10th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Pennsylvania
On behalf of Felicitex Therapeutics, Inc. (the “Company”), I am pleased to offer you a position on our Board of Directors for a three year term subject to annual approval of the shareholders.
COMMON STOCK PURCHASE WARRANT Felicitex therapeutics inc.Felicitex Therapeutics Inc. • December 1st, 2022 • Pharmaceutical preparations • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [●] or its registered assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _____________, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Felicitex Therapeutics Inc., Delaware corporation (the “Company”), up to _________________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and The Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, su
ContractFelicitex Therapeutics Inc. • September 16th, 2022 • Pharmaceutical preparations • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING [●], 2022 (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) AEGIS CAPITAL CORP. OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING FOR WHICH THIS PURCHASE WARRANT WAS ISSUED TO THE UNDERWRITER AS CONSIDERATION (THE “OFFERING”), OR (II) A BONA FIDE OFFICER OR PARTNER OF AEGIS CAPITAL CORP.
ContractFelicitex Therapeutics Inc. • August 10th, 2022 • Pharmaceutical preparations • Delaware
THIS WARRANT AND THE SECURITIES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH APPLICABLE LAW.
THIS EXHIBIT HAS BEEN REDACTED TO REMOVE INFORMATION THAT IS NOT MATERIAL AND THAT THE REGISTRANT MUST TREAT AS PRIVATE AND CONFIDENTIAL.** FELICITEX MATERIAL TRANSFER AGREEMENTFelicitex Material Transfer Agreement • September 16th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Massachusetts
This Felicitex Material Transfer Agreement (this “Agreement”) is dated July 18, 2022 and is by and between Felicitex Therapeutics, Inc., a Delaware corporation, located at 27 Strathmore Rd, Natick, MA 01760 (“‘Felicitex”) and Barbara Ann Karmanos Cancer Institute, a Michigan nonprofit corporation, located at 4100 John R, Detroit, MI 48201 (“Recipient”) (together with Felicitex, “Parties” and each, a “Party”).
Underwriting AgreementUnderwriting Agreement • September 16th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • New York
SHAREHOLDER LOAN AGREEMENTShareholder Loan Agreement • August 10th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Massachusetts
IN CONSIDERATION OF the Shareholder lending certain monies (the “Loan”) to the Company, and the Company repaying the Loan to the Shareholder, both parties agree to keep, perform and fulfill the promises and conditions set out in this Agreement:
Letter AgreementLetter Agreement • September 16th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Massachusetts
This letter agreement summarizes the terms and conditions upon which A.T. Healey, LLC (“Company” or “ATH”) will provide FELICITEX THERAPEUTICS INC. (“Client”) outsourced accounting and finance services.
FELICITEX MATERIAL TRANSFER AND ROYALTY AGREEMENTFelicitex Material Transfer and Royalty Agreement • August 10th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations
This Felicitex Material Transfer and Royalty Agreement (this “Agreement”) is effective the date of full execution by the Parties below and is by and between Felicitex Therapeutics, Inc., a Delaware corporation (“Felicitex”) having a usual place of business at 27 Strathmore Rd., Natick, MA 01760 and Memorial Sloan Kettering Cancer Center, a New York not-for-profit corporation having its principal place of business at 1275 York Avenue, New York, NY 10065 (“Recipient” or “MSK”) (together with Felicitex, “Parties” and each, a “Party”).
THIS EXHIBIT HAS BEEN REDACTED TO REMOVE INFORMATION THAT IS NOT MATERIAL AND THAT THE REGISTRANT MUST TREAT AS PRIVATE AND CONFIDENTIAL.**Exclusive License Agreement • August 10th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Delaware
This EXCLUSIVE LICENSE AGREEMENT (this “Agreement”) is entered into and made effective as of this [ ] day of [ ], 20[ ] (the “Effective Date”) by and between Felicitex Therapeutics, Inc., a corporation duly organized under the laws of the State of Delaware, United States having its principal place of business at One Kendall Square Building 200, B2002, Cambridge, Massachusetts 02139, U.S.A. (“Felicitex”), and Selvita S.A., a Polish corporation, having its principal place of business at Park Life Science, ul. Bobrzyńskiego 14, 30-348 Kraków, Poland (“Selvita”). Felicitex and Selvita are each referred to herein by name or as a “Party” or, collectively, as the “Parties.”.
Underwriting AgreementUnderwriting Agreement • October 31st, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • New York
Agreement and Plan of MergerAgreement and Plan of Merger • August 10th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of December 30, 2021, by and among Felicitex Therapeutics, Inc., a Delaware corporation (“Purchaser”), and TarMeta Biosciences, LLC., a Pennsylvania corporation (“Company”), and Marc Duey and Felix Chapovsky (“Owners,”), collectively, the “Parties”.
CONSULTING AGREEMENTConsulting Agreement • August 10th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Massachusetts
FELICITEX THERAPEUTICS, INC., a Delaware corporation duly organized under law and having an usual place of business at 45 Ridge Road, Newton, MA 02468 (hereinafter referred to as the “COMPANY”)
EMPLOYMENT CONTRACT THIS EMPLOYMENT CONTRACT (this “Agreement”) dated this 30th day of December, 2021Employment Contract • August 10th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Massachusetts
March 10, 2022 Dr. Maria Vilenchik 45 Ridge Rd Waban, MA 02468 Dear Masha,Letter Agreement • August 10th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Massachusetts
RESEARCH COLLABORATION AND OPTION AGREEMENTExclusive License Agreement • August 10th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Delaware
THIS RESEARCH COLLABORATION AND OPTION AGREEMENT (this “Agreement”) is entered into and made effective as of this 1st day of October, 2014 (the “Effective Date”) by and between Felicitex Therapeutics, Inc., a corporation duly organized under the laws of the State of Delaware, United States having its principal place of business at One Kendall Square Building 200, B2002, Cambridge, Massachusetts 02139, U.S.A. (“Felicitex”), and Selvita S.A., a Polish corporation, having its principal place of business at Park Life Science, ul. Bobrzynskiego 14, 30-348 Krakow, Poland (“Selvita”). Felicitex and Selvita are each referred to herein by name or as a “Party” or, collectively, as the “Parties.”
NON-STATUTORY STOCK OPTION AGREEMENTNon-Statutory Stock Option Agreement • August 10th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations
FELICITEX MATERIAL TRANSFER AGREEMENTFelicitex Material Transfer Agreement • August 10th, 2022 • Felicitex Therapeutics Inc. • Pharmaceutical preparations • Massachusetts
This Felicitex Material Transfer Agreement (this “Agreement”) is dated May 15th, 2021 and is by and between Felicitex Therapeutics, Inc., a Delaware corporation (“Felicitex”) at 27 Strathmore Rd., Natick, MA, USA and UAB DolceRx Baltika (“DolceRx”), a Lithuanian corporation (“Recipient”) at Pramones str. 21, Klaipeda, Lithuania (together with Felicitex, “Parties” and each, a “Party”).
