FOURTEEN22, INC. WARRANT TO PURCHASE PREFERRED STOCKEPIRUS Biopharmaceuticals, Inc. • August 11th, 2014 • Pharmaceutical preparations • Delaware
THIS CERTIFIES THAT, for value received, 5AM VENTURES III, L.P., with its principal office at 2200 Sand Hill Road, Suite 110, Menlo Park, CA 94025, or its assigns (the “Holder”), is entitled to subscribe for and purchase at the Exercise Price (defined below) from FOURTEEN22, INC., a Delaware corporation (the “Company”), that number of Exercise Shares (as defined below) as set forth herein, during the Exercise Period (as defined below). The aggregate number of Exercise Shares (as defined below) that Holder may purchase by exercising this Warrant is equal to the Warrant Percentage (as defined below) multiplied by the original principal amount of the Convertible Promissory Note dated December 1, 2011 between the Holder and the Company (the “Note”); provided however that such aggregate number is subject to adjustment upon a Special Conversion (as defined in the Company’s Certificate of Incorporation (the “Certificate”)) pursuant to Article IV, Section D(5)(l) of the Certificate. Capitalize
LEASE AGREEMENT ONE EXETER PLAZA FROM CPT ONE EXETER PLAZA, LLC, A DELAWARE LIMITED LIABILITY COMPANY TO EPIRUS BIOPHARMACEUTICALS, INC. DATE: MARCH 8, 2013Lease Agreement • August 11th, 2014 • EPIRUS Biopharmaceuticals, Inc. • Pharmaceutical preparations • Massachusetts
This LEASE is a Lease made as of this 8th day of March, 2013 (the “Effective Date”) between CPT ONE EXETER PLAZA, LLC, a Delaware limited liability company (hereinafter “Landlord”), and EPIRUS Biopharmaceuticals, Inc., a Delaware corporation (hereinafter “Tenant”).
LICENSE AGREEMENTLicense Agreement • August 11th, 2014 • EPIRUS Biopharmaceuticals, Inc. • Pharmaceutical preparations • England and Wales
This LICENSE AGREEMENT (the “Agreement”) is made as of 10th of April (the “Effective Date”) by and between Epirus Biopharmaceuticals, Inc., a company incorporated under the laws of Delaware, USA, having its principal place of business located at 699 Boylston Street, Boston MA 02166, USA, (“Epirus”) and Bioceros, a limited liability company incorporated under the laws of the Netherlands having its principal place of business located at Yalelaan 46, 3584 CM Utrecht, the Netherlands, (“Bioceros”). Epirus and Bioceros are each referred to herein by name or, individually, as a “Party” or, collectively, as “Parties.”
FOURTEEN22, INC. WARRANT TO PURCHASE SERIES A PREFERRED STOCKEPIRUS Biopharmaceuticals, Inc. • August 11th, 2014 • Pharmaceutical preparations • California
This Warrant is being issued pursuant to the terms of the Series A Preferred Stock and Warrant Purchase Agreement dated as of January 25, 2011 by and among the Company and the Purchasers listed on the Schedule of Purchasers attached thereto (the “Purchase Agreement”). Capitalized terms used and not otherwise defined herein shall have the meanings given them in the Purchase Agreement.
GPEx® CELL LINE SALE AGREEMENTLine Sale Agreement • August 11th, 2014 • EPIRUS Biopharmaceuticals, Inc. • Pharmaceutical preparations • New Jersey
This GPEx® Cell Line Sale Agreement (“Agreement”) is made and is effective as of this 1st day of January, 2009 (the “Effective Date”), by and between Catalent Pharma Solutions, LLC, a Delaware limited liability company, having a place of business at 8137 Forsythia Street, Middleton, Wisconsin 53562 USA (“Catalent”), and Moksha8 Pharmaceuticals, Inc., a Delaware corporation, having a place of business at 1550 Liberty Ridge Drive, Wayne, PA 19087, USA (“Moksha8”).
REVENUE AND NEGOTIATION RIGHTS AGREEMENTRevenue and Negotiation Rights Agreement • August 11th, 2014 • EPIRUS Biopharmaceuticals, Inc. • Pharmaceutical preparations • New York
This Revenue and Negotiation Rights Agreement (the “Agreement”), dated as of December 31, 2010 (the “Effective Date”), is entered into by and between moksha8 Pharmaceuticals, Inc. (“Moksha8”), a Delaware corporation with a mailing address of 1550 Liberty Ridge Drive, Suite 300, Wayne, PA 19087, and fourteen22, Inc. (“Fourteen22”), a Cayman Islands company with registered office at c/o Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands. Moksha8 and Fourteen22 shall be referred to herein individually as a “Party” and collectively as the “Parties.”
SECOND DEFENITIVE LICENSE AGREEMENTDefenitive License Agreement • August 11th, 2014 • EPIRUS Biopharmaceuticals, Inc. • Pharmaceutical preparations • England and Wales
This SECOND DEFENITIVE LICENSE AGREEMENT (the “Agreement”) is made as of October 1st, 2013 (the “Effective Date”) by and between Epirus Biopharmaceuticals, Inc., a company incorporated under the laws of Delaware, USA, having its principal place of business located at 699 Boylston Street, Boston MA 02166, USA, (“Epirus”) and Bioceros Holding BV, a limited liability company incorporated under the laws of the Netherlands having its principal place of business located at Yalelaan 46, 3584 CM Utrecht, the Netherlands, (“Bioceros”). Epirus and Bioceros are each referred to herein by name or, individually, as a “Party” or, collectively, as “Parties.”
LICENSE AGREEMENTLicense Agreement • August 11th, 2014 • EPIRUS Biopharmaceuticals, Inc. • Pharmaceutical preparations • England and Wales
THIS LICENSE AGREEMENT (the “Agreement”) is made and entered into as of 3rd January 2014 (the “Effective Date”) between Epirus Switzerland GmbH, a Swiss corporation having its principal place of business at Alpenstrasse 15, 6304 Zug, Switzerland (“Epirus”), and RANBAXY LABORATORIES LIMITED, an Indian company having its registered office at A41, Industrial Area Phase VIII-A, Sahibzada Ajit Singh Nagar, Mohali, 160071, Punjab, India and its Corporate office at plot no 90 Sector 32, Gurgaon, Haryana, India (“Ranbaxy”). Ranbaxy and Epirus are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
