INTEC PHARMA LTD. ORDINARY SHARES SALES AGREEMENTSales Agreement • November 12th, 2019 • Intec Pharma Ltd. • Pharmaceutical preparations • New York
Intec Pharma Ltd., a company organized and existing under the laws of the State of Israel, public company number 513022780 (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 3rd, 2019 • Intec Pharma Ltd. • Pharmaceutical preparations • Illinois
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 2, 2019, by and between INTEC PHARMA LTD., a company organized and existing under the laws of the State of Israel, company number 513022780 (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Ordinary Shares 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”).
ORDINARY SHARE PURCHASE WARRANT Intec Pharma Ltd.Ordinary Share Purchase Warrant • May 6th, 2020 • Intec Pharma Ltd. • Pharmaceutical preparations • New York
THIS ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its 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 set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November 6, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Intec Pharma Ltd., a company organized under the laws of the State of Israel (the “Company”), up to ______ Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company. The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
6,750,000 Ordinary Shares INTEC PHARMA LTD. UNDERWRITING AGREEMENT (this “Agreement”)Underwriting Agreement • April 13th, 2018 • Intec Pharma Ltd. • Pharmaceutical preparations • New York
Intec Pharma Ltd., a company organized and existing under the laws of the State of Israel, public company number 513022780 (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters named on Schedule I to this Agreement (the “Underwriters”), for whom you are acting as Representative (the “Representative”), an aggregate of 6,750,000 ordinary shares (the “Firm Shares”), no par value, of the Company (the “Ordinary Shares”). The respective amounts of the Firm Shares to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company proposes to grant to the Underwriters an option to purchase up to an aggregate of 1,012,500 additional Ordinary Shares (the “Option Shares”) from the Company for the purpose of covering over-allotments in connection with the sale of the Firm Shares. The Firm Shares and the Option Shares are collectively called the “Shares.”
PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT Intec Pharma Ltd.Pre-Funded Ordinary Share Purchase Warrant • February 3rd, 2020 • Intec Pharma Ltd. • Pharmaceutical preparations • New York
THIS PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its 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 set forth above (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Intec Pharma Ltd., a company organized under the laws of the State of Israel (the “Company”), up to ______ Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company. The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued pursuant to the Registration Statement which Registration Statement also registers the Warrant Shares issuable upon exercise of this Warrant.
10,630,000 Ordinary Shares INTEC PHARMA LTD. UNDERWRITING AGREEMENT (this “Agreement”)Underwriting Agreement • August 21st, 2017 • Intec Pharma Ltd. • Pharmaceutical preparations • New York
Intec Pharma Ltd., a company organized and existing under the laws of the State of Israel, public company number 513022780 (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters named on Schedule I to this Agreement (the “Underwriters”), for whom you are acting as Representative (the “Representative”), an aggregate of 10,630,000 ordinary shares (the “Firm Shares”), no par value, of the Company (the “Ordinary Shares”). The respective amounts of the Firm Shares to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company proposes to grant to the Underwriters an option to purchase up to an aggregate of 1,594,500 additional Ordinary Shares (the “Option Shares”) from the Company for the purpose of covering over-allotments in connection with the sale of the Firm Shares. The Firm Shares and the Option Shares are collectively called the “Shares.”
EMPLOYMENT AGREEMENTEmployment Agreement • April 20th, 2021 • Intec Pharma Ltd. • Pharmaceutical preparations • New York
This Employment Agreement (this “Agreement”), effective as of _________ ____, 2021 (the “Effective Date”), is between NEWCO Pharma, Inc. (the “Company”) and Michael J. Newman (the “Executive”).
Intec Pharma Ltd. 15,280,000 Ordinary Shares Pre-Funded Warrants to Purchase 970,000 Ordinary Shares Ordinary Warrants to Purchase 16,250,000 Ordinary Shares Underwriting Agreement (this “Agreement”)Underwriting Agreement • February 3rd, 2020 • Intec Pharma Ltd. • Pharmaceutical preparations
Intec Pharma Ltd., a company organized and existing under the laws of the State of Israel, public company number 513022780 (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of (a) 15,280,000 ordinary shares (the “Firm Shares”), no par value, of the Company (the “Ordinary Shares”), (b) 970,000 pre-funded warrants to purchase 970,000 Ordinary Shares at an exercise price of $0.001 per share (the “Pre-Funded Warrants”) and (c) warrants to purchase 16,250,000 Ordinary Shares at an exercise price of $0.40 per share (the “Ordinary Warrants” and, collectively with the Pre-Funded Warrants and the Firm Shares, the “Firm Securities”). The amount and form of the Firm Securities to be purchased by each Underwriter is set forth opposite its name on Schedule A hereto. The Company also proposes to sell to each Underwriter, at the option of such Underwriter, up to (i) an additional 2,437,500 Ordinary Shares (the “Option Shares”
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 6th, 2020 • Intec Pharma Ltd. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 4, 2020, between Intec Pharma Ltd., a company organized under the laws of the State of Israel (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 27th, 2019 • Intec Pharma Ltd. • Pharmaceutical preparations • New York
This Employment Agreement (“Agreement”) is made and entered into on this 23rd day of October 2017, by and between Intec Pharma Inc. (the “Company”), a subsidiary of Intec Pharma Ltd., an Israeli corporation, (“Intec”), and Walt Addison Linscott, Esq. (hereinafter, the “Executive”).
Employment AgreementEmployment Agreement • March 9th, 2018 • Intec Pharma Ltd. • Pharmaceutical preparations
Whereas: The Employee acted as CEO of the Company in accordance with an agreement dated September 20, 2006, as amended from time to time (jointly: the “Previous Agreement”), and as at the date of execution of this Agreement, is currently in his period of prior notice;
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 10th, 2020 • Intec Pharma Ltd. • Pharmaceutical preparations
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 7, 2020 by and between INTEC PHARMA LTD., a company organized under the laws of the State of Israel (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”). Capitalized terms used herein and not otherwise defined herein are defined in Section 7 hereof.
INTEC PHARMA LTD. UNDERWRITING AGREEMENTUnderwriting Agreement • July 16th, 2015 • Intec Pharma Ltd. • Pharmaceutical preparations • New York
Intec Pharma Ltd., a company organized and existing under the laws of the State of Israel, public company number ● (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Maxim Group LLC and Roth Capital Partners, LLC are together acting as representatives (in such capacity, the “Representatives”), an aggregate of ● Ordinary Shares (the “Firm Shares”), no par value (the “Ordinary Shares”), of the Company. The Company has granted the Underwriters the option to purchase an aggregate of up to ● Ordinary Shares (the “Option Shares”) as may be necessary to cover over-allotments made in connection with the offering. The Firm Shares and Option Shares are collectively referred to as the “Shares.”
AMENDMENT TO JOINT VENTURE FOR R&D AGREEMENTJoint Venture for R&d Agreement • July 16th, 2015 • Intec Pharma Ltd. • Pharmaceutical preparations
This amendment to Joint Venture for R&D Agreement (this “Amendment”) is entered into as of March 12, 2015, by and between Yissum Research and Development Company of the Hebrew University of Jerusalem Ltd. (“Yissum”) and Intec Pharma Ltd. (“Company”) (each to be referred to as a “Party” and together as the “Parties”).
INTEC PHARMA LTD. EMPLOYMENT AGREEMENT with ZVI JOSEPHEmployment Agreement • April 7th, 2017 • Intec Pharma Ltd. • Pharmaceutical preparations
AGREEMENT entered into as of 1 day of November 2004 between Zvi Joseph, residing at 13 Menachem Begin St. Yehud, Israel (the “Employee”), and Intec Pharma Ltd., an Israeli company with offices locate at 10 Hartom St. Jerusalem, Israel (the “Company”).
Unprotected Lease Agreement Entered into and signed in Jerusalem on June 2, 2003Lease Agreement • March 9th, 2018 • Intec Pharma Ltd. • Pharmaceutical preparations
Whereas the Lessor represents that it has signed a long-term lease agreement with the Israel Land Administration in respect of the land known as Lot No. 14 in Har Hotzvim B in Jerusalem –Zoning Plan 3760 A (the “Land”); and
INTEC PHARMA LTD. EMPLOYMENT AGREEMENT With Nadav NavonEmployment Agreement • March 9th, 2018 • Intec Pharma Ltd. • Pharmaceutical preparations
AGREEMENT entered into as of January 15, 2006 between Nadav Navon, residing at 7 Socholovsky Zvi St., Rechovot, Israel (the “Employee”), and Intec Pharma Ltd., an Israeli company with offices located at 10 Hertom St. Har Ha’hozvim, Jerusalem, Israel (the “Company”).
PROCESS DEVELOPMENT AGREEMENT ACCORDION PILL™ CARBIDOPA LEVODOPAProcess Development Agreement • February 27th, 2019 • Intec Pharma Ltd. • Pharmaceutical preparations
[***] = Information that has been omitted and submitted separately to the Securities and Exchange Commission and for which confidential treatment has been requested.
ORDINARY SHARES PURCHASE AGREEMENTOrdinary Shares Purchase Agreement • December 3rd, 2019 • Intec Pharma Ltd. • Pharmaceutical preparations
ORDINARY SHARES PURCHASE AGREEMENT (the “Agreement”), dated as of December 2, 2019 by and between INTEC PHARMA LTD., a company organized and existing under the laws of the State of Israel, company number 513022780 (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”). Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • March 15th, 2021 • Intec Pharma Ltd. • Pharmaceutical preparations • Delaware
The undersigned signatory (the “Stockholder”) of this lock-up agreement (this “Agreement”) understands that: (i) Intec Pharma Ltd., an Israeli company (“Intec”), Intec Parent, Inc., a Delaware corporation and a wholly owned subsidiary of Intec (“Intec Parent”), Domestication Merger Subsidiary, Inc., a Delaware corporation and wholly owned subsidiary of Intec Parent (“Merger Sub”), Domestication Merger Sub Ltd., an Israeli company and a wholly owned subsidiary of Intec Parent (the “Domestication Merger Sub”), and Decoy Biosystems, Inc., a Delaware corporation (“Company”), propose to enter into an Agreement and Plan of Merger and Reorganization (as the same may be amended from time to time, the “Merger Agreement”) which provides, among other things, for the Domestication pursuant to which Intec would become a wholly owned, direct subsidiary of Intec Parent and Merger Sub will merge with and into Company, with Company continuing as the surviving corporation (the “Merger”), and (ii) in con
AgreementEmployment Agreement • June 9th, 2015 • Intec Pharma Ltd. • Pharmaceutical preparations
Whereas The agreement by virtue of which the Executive is serving as the Company’s manager dated July 31, 2006 has expired (the “Former Employment Agreement”), and is null and void, other than as specified in the Company’s side letter to the Executive attached hereto as Annex A (the “Side Letter”); and
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among INTEC PHARMA LTD. INTEC PARENT, INC. DILLON MERGER SUBSIDIARY, INC., DOMESTICATION MERGER SUB LTD., and DECOY BIOSYSTEMS, INC. Dated as of March 15, 2021Merger Agreement • March 15th, 2021 • Intec Pharma Ltd. • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”) is made and entered into as of March 15, 2021 by and among INTEC PHARMA LTD., an Israeli company (“Intec”), INTEC PARENT, INC., a Delaware corporation and a wholly owned subsidiary of Intec (“Intec Parent”), DILLON MERGER SUBSIDIARY, INC., a Delaware corporation and a wholly owned subsidiary of Intec Parent (“Merger Sub”), DOMESTICATION MERGER SUB LTD., an Israeli company and a wholly owned subsidiary of Intec Parent (“Domestication Merger Sub”), and DECOY BIOSYSTEMS, INC., a Delaware corporation (“Decoy”). Intec, Intec Parent, Merger Sub, Domestication Merger Sub, and Decoy may each be referred to herein individually as a “Party” and collectively as the “Parties”. Certain capitalized terms used in this Agreement are defined in Exhibit A.
Intec Pharma Ltd. Jerusalem 9777512 Israel Ladies and Gentleman:Ordinary Shares Purchase Agreement • December 3rd, 2019 • Intec Pharma Ltd. • Pharmaceutical preparations
We have acted as counsel for Intec Pharma Ltd., a company limited by shares and organized under the laws of the State of Israel (the “Company”), in connection the Ordinary Shares Purchase Agreement, dated December 2, 2019 (the “Sales Agreement”), by and between the Company and Aspire Capital Fund, LLC (the “Buyer”), pursuant to which the Company may sell and issue, from time to time, up to $10,000,000 of ordinary shares of the Company, no par value (the “Ordinary Shares”) as well as 612,520 ordinary shares of the Company, no par value to the Buyer (the “Commitment Shares”). The Ordinary Shares and the Commitment Shares will be issued under the Company’s registration statement on Form S-3 (File No. 333-230016) (the “Registration Statement”).
Employment Agreement Entered into and executed in Jerusalem on November 25, 2013 Between Intec Pharma Ltd. Private Company 513022780 of 12 Hartom st. P.O. Box 45219 Jerusalem 91450 (the "Company")Employment Agreement • June 9th, 2015 • Intec Pharma Ltd. • Pharmaceutical preparations
Whereas The Employee has expressed his will to be employed by the Company in the office of a VP Business Development and Medical Affairs (the "Office"), and under the other terms specified in this Agreement below; and
AGREEMENT AND PLAN OF MERGER (THE “AGREEMENT”)Merger Agreement • April 30th, 2021 • Intec Pharma Ltd. • Pharmaceutical preparations
AGREEMENT AND PLAN OF MERGER, dated as of April 27, 2021, by and between Intec Pharma Ltd., an Israeli company (the “Company” or “Intec Israel”), Intec Parent, Inc., a Delaware corporation (“Intec Parent”) and Domestication Merger Sub Ltd., an Israeli company and a wholly-owned subsidiary of Intec Parent (“Domestication Merger Sub”), all having their registered offices in 12 Hartom Street Har Hotzvim, Jerusalem, 9777512 Israel. Intec Israel, Intec Parent and Domestication Merger Sub are each referred to herein as a “Party” and collectively as the “Parties”.
Indemnification AgreementIndemnification Agreement • July 28th, 2015 • Intec Pharma Ltd. • Pharmaceutical preparations
This indemnification Agreement (this “Agreement”) is made as of ________, 2015, by and between Intec Pharma Ltd. (the “Company) and __________________ I.D. No. ___________ (the “Indemnitee”).
STOCKHOLDER SUPPORT AGREEMENTStockholder Support Agreement • March 15th, 2021 • Intec Pharma Ltd. • Pharmaceutical preparations • Delaware
This STOCKHOLDER SUPPORT AGREEMENT (this “Agreement”) is made as of the 15th day of March, 2021, by and among Intec Pharma Ltd., a company incorporated under the laws of the State of Israel (“Intec”), Intec Parent, Inc., a corporation organized under the laws of the State of Delaware and a wholly-owned subsidiary of Intec (“Intec Parent”), Dillon Merger Subsidiary, Inc., a corporation organized under the laws of the State of Delaware and a wholly-owned subsidiary of Intec Parent (“Merger Sub”), and the undersigned stockholder (“Stockholder”) of Decoy Biosystems, Inc., a corporation organized under the laws of the State of Delaware (the “Company”). Each of Intec, Intec Parent, Merger Sub, and Stockholder is referred to as a “party” and collectively as the “parties”. Capitalized terms used but not defined in this Agreement or any Appendix to this Agreement have the meanings ascribed to them in the Merger Agreement (defined below).
NOTE: PORTIONS OF THIS EXHIBIT ARE THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST BY THE REGISTRANT TO THE SECURITIES AND EXCHANGE COMMISSION (“COMMISSION”). SUCH PORTIONS HAVE BEEN REDACTED AND FILED SEPARATELY WITH THE COMMISSION AND ARE MARKED...Research, Option and License Agreement • June 9th, 2015 • Intec Pharma Ltd. • Pharmaceutical preparations • New York
This RESEARCH, OPTION AND LICENSE AGREEMENT (this “Agreement”) is entered into as of April 15, 2015 (the “Effective Date”) by and between INTEC PHARMA LTD., with offices located at 12 Hartom St., P.O.B 45219, Jerusalem 91450 (“Intec Pharma”) and “[***]” with offices located at “[***]”, Massachusetts, “[***]” USA “[***]”. Each of Intec Pharma and “[***]” is sometimes referred to individually herein as a “Party” and collectively as the “Parties.”
SERVICES AGREEMENTServices Agreement • April 7th, 2017 • Intec Pharma Ltd. • Pharmaceutical preparations
This Services Agreement (the “Agreement”) is entered into as of May 14, 2016, by and between intec pharma ltd., a company incorporated under the laws of the State of Israel, with its principal office at 12 Hartom Street, Har Hotzvim, Jerusalem 9777512, Israel (the “Company”), and John Warren Kozarich of 6999 Royal Birkdale Place, PO Box 675758, Rancho Santa Fe, CA 92067-5758 USA (the “Chairman”).
SHAREHOLDER SUPPORT AGREEMENTShareholder Support Agreement • March 15th, 2021 • Intec Pharma Ltd. • Pharmaceutical preparations • Delaware
This SHAREHOLDER SUPPORT AGREEMENT (this “Agreement”) is made as of the 15th day of March, 2021, by and among Decoy Biosystems, Inc., a corporation organized under the laws of the State of Delaware (“Decoy”), and the undersigned shareholder (“Shareholder”) of Intec Pharma Ltd., a company incorporated under the laws of the State of Israel, (the “Company”). Each of Decoy and Shareholder is referred to as a “party” and collectively as the “parties”. Capitalized terms used but not defined in this Agreement or any Appendix to this Agreement have the meanings ascribed to them in the Merger Agreement (defined below).
Intec Pharma Ltd. (the “Company”)Letter of Indemnification • April 7th, 2015 • Intec Pharma Ltd. • Pharmaceutical preparations
Whereas You are serving or have served as a director and/or officer, as such term is defined in the Companies Law, 5759-1999 (“Officer” and the “Companies Law”), of Intec Pharma Ltd. (the “Company”); and
NOTE: PORTIONS OF THIS EXHIBIT ARE THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST BY THE REGISTRANT TO THE SECURITIES AND EXCHANGE COMMISSION (“COMMISSION”). SUCH PORTIONS HAVE BEEN REDACTED AND FILED SEPARATELY WITH THE COMMISSION AND ARE MARKED...Research and License Agreement • July 16th, 2015 • Intec Pharma Ltd. • Pharmaceutical preparations • New York
This RESEARCH, OPTION AND LICENSE AGREEMENT (this “Agreement”) is entered into as of April 15, 2015 (the “Effective Date”) by and between INTEC PHARMA LTD., with offices located at 12 Hartom St., P.O.B 45219, Jerusalem 91450 (“Intec Pharma”) and BIOGEN MA INC. with offices located at 14 Cambeidge Center, Camberidge, Massachusetts, 02142 USA (“Biogen”). Each of Intec Pharma and Biogen is sometimes referred to individually herein as a “Party” and collectively as the “Parties.”
Employment Agreement Entered into and executed in Jerusalem on February 23, 2010 Between Intec Pharma Ltd. Private Company 513022780 of 12 Hartom st. P.O.Box 45219 Jerusalem 91450 (the “Company”)Employment Agreement • March 9th, 2018 • Intec Pharma Ltd. • Pharmaceutical preparations
Whereas The Employee has expressed his will to be employed by the Company in the office of a CFO (the “Office”), and under the other terms specified in this Agreement below; and
ADDENDUM & AMENDMENT To that certain subscription agreement of august 6, 2013 By and between Intec pharma ltd., Gabriel capital management (gp) ltd., Et alSubscription Agreement • April 7th, 2015 • Intec Pharma Ltd. • Pharmaceutical preparations
THIS ADDENDUM & AMENDMENT (this “Addendum”) is made and entered into as of this 20th day of October, 2014 (the “Effective Date”) by and between Intec pharma ltd. (the “Company”) and Gabriel Capital Management (GP) Ltd. (“Gabriel Capital”), and supplements and amends that certain Subscription Agreement of August 6, 2013 (the “Agreement”) between the Company, Gabriel Capital, and each of the parties set out in Schedule A and Schedule C to the Agreement (each, a “Subscriber,” and collectively, the “Subscribers”).
AMENDMENTJoint Venture for R&d Agreement • June 9th, 2015 • Intec Pharma Ltd. • Pharmaceutical preparations
THIS AMENDMENT (the “Amendment”) made on 13 day of July 2005 by and between Yissum Research Development Company of the Hebrew University of Jerusalem (“Yissum”), and Intec Pharma Ltd. (formerly Intec Pharmaceutical Partnership Ltd.) (“Intec Pharma”) (each a “Party” and together the “Parties”).
