Common use of Nature of Agreements Clause in Contracts

Nature of Agreements. CIC and Client agree that any oral discussion regarding modifying this Agreement shall be deemed by both parties to be exploratory in nature, and shall be binding on the parties only when reduced to writing and acknowledged in writing by both parties as agreed. This shall be the case even if one or both parties begin to operate on the basis of an oral discussion as though such discussion represented a definitive agreement. “In writing” shall include agreements reached and acknowledged by email, wherein stored electronic copies of emails shall be considered adequate evidence of said agreement. Failure of either party to enforce any provision of this Agreement shall not constitute a waiver of that term of the Agreement, and such provision may be enforced later, at any time, without prejudice. If any provision or provisions of this Agreement shall be held to be invalid, illegal, unenforceable or in conflict with the law of any jurisdiction, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. Client and CIC acknowledge and agree for the benefit of the Licensors identified on Exhibit A (i) that Agent is acting hereunder as duly authorized agent for the Licensors of the relevant Premises identified on Exhibit A, with the power to enter into and enforce this Agreement on behalf of such Licensors, (ii) that Client is bound to CIC and such Licensors under this Agreement, and (iii) that all fees and other amounts paid by Client hereunder for use of space or services at a particular Premises are the Property of the Licensor of such Premises Identified on Exhibit A Name of Licensee’s Legal Entity: Tevogen Bio Inc. Licensee’s federal tax ID#: 800000000 (if left blank Agreement becomes a personal obligation of signer) Signature: /s/ Kxxxx Xxxxx Name of Authorized Signer: Kxxxx Xxxxx Title: CFO Date: 4/14/2022 Signature: /s/ Txxxxxx Xxxx Name of Authorized Signer: Txxxxxx Xxxx Title: CEO Date: 4/15/2022

Nature of Agreements. CIC and Client agree that any oral discussion regarding modifying this Agreement shall be deemed by both parties to be exploratory in nature, and shall be binding on the parties only when reduced to writing and acknowledged in writing by both parties as agreed. This shall be the case even if one or both parties begin to operate on the basis of an oral discussion as though such discussion represented a definitive agreement. “In writing” shall include agreements reached and acknowledged by email, wherein stored electronic copies of emails shall be considered adequate evidence of said agreement. Failure of either party to enforce any provision of this Agreement shall not constitute a waiver of that term of the Agreement, and such provision may be enforced later, at any time, without prejudice. If any provision or provisions of this Agreement shall be held to be invalid, illegal, unenforceable or in conflict with the law of any jurisdiction, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. Client and CIC acknowledge and agree for the benefit of the Licensors identified on Exhibit A (i) that Agent CIC Innovation Communities, LLC is acting hereunder as duly authorized agent for the Licensors of the relevant Premises identified on Exhibit A, with the power to enter into and enforce this Agreement on behalf of such Licensors, (ii) that Client is bound to CIC and such Licensors under this Agreement, and (iii) that all fees and other amounts paid by Client hereunder for use of space or services at a particular Premises are the Property property of the Licensor of such Premises Identified identified on Exhibit A A. SIGNATURE BLOCK Name of Licensee’s Legal Entity: Tevogen Bio Inc. Licensee’s legal entity Client federal tax ID#: 800000000 (if left blank blank, Agreement becomes a personal obligation of signer) Signature: /s/ Kxxxx Artxxx Xxxxx Name Xame of Authorized Signerauthorized signer: Kxxxx Artxxx Xxxxx Title: CFO Date: 4/14/2022 Signature: /s/ Txxxxxx Xxxx Name of Authorized Signer: Txxxxxx Xxxx TitleXitle: CEO Date: 4/15/20225/26/2015 CIC Innovation Communities, LLC (“CIC”), as agent Signature: /s/ Geoxx Xxxxxx Xfficer’s name: Geoxx Xxxxxx Xitle: Managing Director SERVICE AGREEMENT Exhibit A This Exhibit A lists the individual services, conditions, Licensors, Landlords, insurance requirements including required Additional Insureds, and so forth for each CIC location. Some of this information is incorporated into your Service Agreement by reference, with respect to the individual location in which you operate. As additional CIC locations are added, the corresponding Exhibit A information for those locations will be posted online at www.xxx.xx/xxxxxxxx. Xs stated in your Service Agreement, if you elect to use space in one of those locations, the information in the most up to date online Exhibit A shall pertain and apply to your Service Agreement.

Nature of Agreements. CIC and Client agree that any oral discussion regarding modifying this Agreement shall be deemed by both parties to be exploratory in nature, and shall be binding on the parties only when reduced to writing and acknowledged in writing by both parties as agreed. This shall be the case even if one or both parties begin to operate on the basis of an oral discussion as though such discussion represented a definitive agreement. “In writing” shall include agreements reached and acknowledged by email, wherein stored electronic copies of emails shall be considered adequate evidence of said agreement. Failure of either party to enforce any provision of this Agreement shall not constitute a waiver of that term of the Agreement, and such provision may be enforced later, at any time, without prejudice. If any provision or provisions of this Agreement shall be held to be invalid, illegal, unenforceable or in conflict with the law of any jurisdiction, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. Client and CIC acknowledge and agree for the benefit of the Licensors identified on Exhibit A (i) that Agent is acting hereunder as duly authorized agent for the Licensors of the relevant Premises identified on Exhibit A, with the power to enter into and enforce this Agreement on behalf of such Licensors, (ii) that Client is bound to CIC and such Licensors under this Agreement, and (iii) that all fees and other amounts paid by Client hereunder for use of space or services at a particular Premises are the Property property of the Licensor of such Premises Identified identified on Exhibit A A. Name of Licensee’s Legal Entitylegal entity: Tevogen Bio Inc. Xxxxx Neuroscience, INC. Licensee’s federal tax ID#: 800000000 00-0000000 (if left blank Agreement becomes a personal obligation of signer) Signature: /s/ Kxxxx Xxxxx Xxxxxxxx Xxxxxxxxxx Name of Authorized Signer: Kxxxx Xxxxx Xxxxxxxx Xxxxxxxxxx Title: CFO Date: 4/14/2022 10/12/21 CIC Innovation Communities, LLC (“CIC”), as agent Signature: /s/ Txxxxxx Xxxxxxx Xxxx Name of Authorized Signer: Txxxxxx Xxxxxxx Xxxx Title: CEO Date: 4/15/202210/13/2021 CIC and Client hereby agree to supplement the Service Agreement’s terms as follows with respect to approximately 6,940 rentable square feet (“RSF”) on the seventh (7th) floor of One Broadway, Cambridge, MA (the “7th Floor Space”):

Nature of Agreements. CIC and Client agree that any oral discussion regarding modifying this Agreement shall be deemed by both parties to be exploratory in nature, and shall be binding on the parties only when reduced to writing and acknowledged in writing by both parties as agreed. This shall be the case even if one or both parties begin to operate on the basis of an oral discussion as though such discussion represented a definitive agreement. “In writing” shall include agreements reached and acknowledged by email, wherein stored electronic copies of emails shall be considered adequate evidence of said agreement. Failure of either party to enforce any provision of this Agreement shall not constitute a waiver of that term of the Agreement, and such provision may be enforced later, at any time, without prejudice. If any provision or provisions of this Agreement shall be held to be invalid, illegal, unenforceable or in conflict with the law of any jurisdiction, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. Client and CIC acknowledge and agree for the benefit of the Licensors identified on Exhibit A (i) that Agent is acting hereunder as duly authorized agent for the Licensors of the relevant Premises identified on Exhibit A, with the power to enter into and enforce this Agreement on behalf of such Licensors, (ii) that Client is bound to CIC and such Licensors under this Agreement, and (iii) that all fees and other amounts paid by Client hereunder for use of space or services at a particular Premises are the Property property of the Licensor of such Premises Identified identified on Exhibit A Name of Licensee’s Legal Entity: Tevogen Bio Inc. A. Licensee’s federal tax ID#: 800000000 (if left blank Agreement becomes a personal obligation of signer) Signature: /s/ Kxxxx Sxxxxx Xxxxxxxxxxx Name of Authorized Signer: Sxxxxx Xxxxxxxxxxx Title: CEO Date: 2/1/2019 Signature: /s/ Sxxxx Xxxxx Name of Authorized Signer: Kxxxx Sxxxx Xxxxx Title: CFO General Manager Date: 4/14/2022 Signature2/1/2019 Address: /s/ Txxxxxx Xxxx Name 3000 Xxxxxx Xxxxxx, Xxxxxxxxxxxx, XX 00000 Licensor: CIC Philadelphia, LLC Landlord: Wexford-SCEC 3000 Xxxxxx Xxxxxx, LLC Insurance Requirements: Coverages & Limits: With respect to the spaces it makes use of Authorized Signerfrom time to time within the Premises, Client agrees to maintain at its own cost during the term hereof insurance coverage for Comprehensive General Liability Insurance (“CGL”) in an amount not less than [***] for general property damage and personal injury (including, without limitation, bodily injury, sickness, disease, and death) and [***] in aggregate liability coverage, as well as a policy of fire, vandalism, malicious mischief, extended coverage and so-called “all risk” coverage insurance in an amount equal to [***] of the replacement cost insuring all of Client’s furniture, equipment, fixtures and property of every kind, nature and description which may be in or upon the Premises. The insurance required herein must be placed with insurers authorized to do business where the Premises are located, with a rating of not less than “A-VIII” in the current Best’s Insurance Reports. To the extent required by law, Client also shall carry Worker’s Compensation Insurance. All insurance policies required hereunder shall be written as primary policies and not contributing to or in excess of any coverage CIC or the Licensors may otherwise maintain. Additionally, any Client that stores, handles, transports, generates, or treats hazardous materials on site, or uses or occupies any workspace deemed to be a laboratory by CIC, must have the following coverages and limits: (a) Pollution and environmental liability insurance covering the environmental risks of Client’s business with limits of not less than [***] per incident and not less than [***] in the aggregate, with respect to environmental contamination and pollution of the Premises caused by Client or its employees, contractors, invitees, or guests. Such environmental coverage shall include bodily injury, sickness, disease, death or mental anguish or shock sustained by any person; property damage including physical injury to or destruction of tangible property including the resulting loss of use thereof, clean-up costs, and the loss of use of tangible property that has not been physically injured or destroyed; and defense costs, charges and expenses incurred in the investigation, adjustment or defense of claims for such compensatory damages. Coverage shall apply to both sudden and non-sudden pollution conditions including the discharge, dispersal, release or escape of smoke, vapors, soot, fumes, acids, alkalis, toxic chemicals, liquids or gases, waste materials or other irritants, contaminants or pollutants into or upon land, the atmosphere or any watercourse or body of water. Additional Insureds: Txxxxxx Xxxx TitleClient agrees directly and on behalf of its insurer that the following entities shall be considered additional insureds (“Additional Insureds”) on a primary and non-contributory basis under the insurance policies required herein and the required Omnibus Endorsement outlined below: CEO Date: 4/15/2022CIC Philadelphia, LLC; CIC Innovation Communities, LLC d/b/a CIC; CIC Innovation Services, LLC; CIC University Projects, LLC; CIC Property Management, LLC; CIC USA Holdings, LLC; CIC Founder Holdco, Inc.; The Cambridge Incubator, LLC; CIC Venture Cafe Global Institute, Inc.; BioInnovation Labs, LLC; Research Park, Inc.; SCEC Ventures, Inc.; UCSC; VTR; Ventas Life Sciences, LLC; Ventas Wexford 3675 Joint Venture, LLC; Wexford-SCEC 3000 Xxxxxx Xxxxxx, LLC; Wexford-SCEC 3000 Xxxxxx Xxxxxx XX, LLC; Wexford-SCEC 3000 Xxxxxx Xxxxxx XX, LLC; Wexford Asset Management, LLC; Wexford Development, LLC; Wexford Equities, LLC; Wexford Science & Technology, LLC; and any other entity that CIC may require to be added to this Exhibit A over time. Omnibus Endorsement (to appear on COI): To demonstrate the above, such CGL and the certificate of insurance must include precisely the following endorsement (the “Omnibus Endorsement”): “CIC Innovation Communities, LLC and those entities listed in Exhibit A of the Service Agreement between the named insured and CIC Innovation Communities, LLC, as it may be amended from time to time, are included as Additional Insureds on a primary and non-contributory basis under this Commercial General Liability Insurance.”