AT THE MARKET OFFERING AGREEMENT March ___, 2021At the Market Offering Agreement • March 26th, 2021 • Aptorum Group LTD • Pharmaceutical preparations • New York
Aptorum Group Limited, a corporation organized under the laws of the Cayman Islands (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows:
PLACEMENT AGENCY AGREEM ENTPlacement Agency Agreement • September 25th, 2020 • Aptorum Group LTD • Pharmaceutical preparations • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 2nd, 2020 • Aptorum Group LTD • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September ___, 2020, between Aptorum Group Limited, a company organized under the laws of the Cayman Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PRE-FUNDED CLASS A ORDINARY SHARE PURCHASE WARRANT APTORUM GROUP LIMITEDWarrant Agreement • October 2nd, 2020 • Aptorum Group LTD • Pharmaceutical preparations • New York
THIS PRE-FUNDED CLASS A 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 hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Aptorum Group Limited, a company organized under the laws of the Cayman Islands (the “Company”), up to ______ Class A ordinary shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SPLIT-OFF AGREEMENTSplit-Off Agreement • March 6th, 2024 • Aptorum Group LTD • Pharmaceutical preparations • New York
This SPLIT-OFF AGREEMENT, dated as of March 1, 2024 (this “Agreement”), is entered into by and among Aptorum Group Limited, a Cayman Islands exempted company with limited liability (“Seller”), Aptorum Therapeutics Limited, a Cayman Islands exempted company with limited liability (“Split-Off Subsidiary”) and Jurchen Investment Corporation, a British Virgin Islands corporation (“Buyer”). Seller and Buyer are collectively referred to herein as the “Parties” and individually as a “Party”.
PLACEMENT AGENT ORDINARY SHARE PURCHASE WARRANT APTORUM GROUP LIMITEDPlacement Agent Ordinary Share Purchase Warrant • October 2nd, 2020 • Aptorum Group LTD • Pharmaceutical preparations • New York
THIS PLACEMENT AGENT 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on September 29, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Aptorum Group Limited, a company organized under the laws of the Cayman Islands (the “Company”), up to ______ Class A ordinary shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is being issued pursuant to that certain Placement Agency Agreement dated as of September 29, 2020, by and between the Company and H.C. Wainwright & Co., LLC.
APTORUM GROUP LIMITED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of May 15, 2018, by and between Aptorum Group Limited, a Cayman Islands company (the “Company”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).
AGREEMENT AND PLAN OF MERGER by and among APTORUM GROUP LIMITED and YOOV GROUP HOLDING LIMITED dated as of March 1, 2024Merger Agreement • March 6th, 2024 • Aptorum Group LTD • Pharmaceutical preparations • New York
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of March 1, 2024 by and among Aptorum Group Limited, a Cayman Islands exempted company with limited liability with registration number 245310 (“ListCo”), and YOOV Group Holding Limited, a BVI business company organized under the laws of British Virgin Islands with registration number 1952385 (the “Company”). ListCo and the Company are collectively referred to herein as the “Parties” and individually as a “Party” All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in or as otherwise defined elsewhere in this Agreement.
APTORUM GROUP LIMITED Warrant To Purchase Class A Ordinary SharesWarrant Agreement • December 18th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • New York
Aptorum Group Limited, a Cayman Islands company (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Boustead Securities, LLC, the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, upon exercise of this Warrant to Purchase Class A Ordinary Shares with par value USD$1.00 each (including any Warrants to purchase shares issued in exchange, transfer or replacement hereof, the “Warrant”), at any time or times on or after the date on which the IPO (as defined herein below) is consummated and of the commencement of trading on a U.S. national securities exchange of the Company’s securities to be issued in such offering, to the extent permitted by the applicable SEC and FINRA rules, but not after 11:59 p.m., Eastern Time, on the Expiration Date (as defined be
Securities Purchase AgreementSecurities Purchase Agreement • June 30th, 2023 • Aptorum Group LTD • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”), dated as of June 28, 2023, is entered into by and between APTORUM GROUP LIMITED., a Cayman Islands exempt company (“Company”), and the undersigned herein (“Investors”).
VERSITECH LIMITED and ACTICULE LIFE SCIENCES LIMITED EXCLUSIVE PATENT LICENSE AGREEMENTExclusive Patent License Agreement • April 15th, 2019 • Aptorum Group LTD • Pharmaceutical preparations • Hong Kong
SUBSCRIPTION AGREEMENTSubscription Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • Hong Kong
Securities Purchase AgreementSecurities Purchase Agreement • September 11th, 2023 • Aptorum Group LTD • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”), dated as of September 11, 2023, is entered into by and between APTORUM GROUP LIMITED., a Cayman Islands exempt company (“Company”), and the undersigned herein (“Investors”).
LOCK-UP AGREEMENTLock-Up Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
SECONDMENT AGREEMENTSecondment Agreement • April 29th, 2020 • Aptorum Group LTD • Pharmaceutical preparations
This Secondment Agreement (this “Agreement”) is made and entered effective as of the 1st day of January, 2019 (the “Effective Date”) by and between Aenco Limited, a company incorporated under the laws of Samoa whose registered office is at Ground Floor NPF Building, Beach Road, Apia, Samoa (hereinafter referred to as the “Aenco”), and Aptus Management Limited a company incorporated under the laws of the Hong Kong with limited liability whose registered office is at 17/F Guangdong Investment Tower, 148 Connaught Road Central, Hong Kong (hereinafter referred to as the “Aptus”).
FIRST AMENDMENT TO EXCLUSIVE PATENT LICENSE AGREEMENTExclusive Patent License Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • Hong Kong
THIS FIRST AMENDMENT TO EXCLUSIVE PATENT LICENSE AGREEMENT (the “Amendment”) is made effective as of 7th June, 2018 by and between Versitech Limited, a company incorporated and existing under the laws of Hong Kong with its office at Room 405A, Cyberport 4, 100 Cyberport Road, Hong Kong (the “Licensor”); and Acticule Life Sciences Limited, with incorporation number CB-324541, a company incorporated and existing under the laws of the Cayman Islands, with its registered office at Floor 4, Willow House, Cricket Square, Grand Cayman KY1-9010, Cayman Islands with its management office at Floor 17, Guangdong Investment Tower, 148 Connaught Road, Central, Hong Kong (the “Company”).
ADDENDUM TO THE INVESMENT MANAGEMENT AGREEMENTInvestment Management Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
THIS ADDENDUM TO THE INVESTMENT MANAGEMENT AGREEMENT (this “Addendum”) is made and entered into as of the ____ day of __________, 2012 by and between Striker Capital Management Limited (the “Investment Manager”) and Striker Asia Opportunities Fund Corporation (the “Company”).
DOCUMENT ESCROW AGREEMENTDocument Escrow Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • Hong Kong
Aptorum Group Limited -17/F Guangdong Investment Tower, 148 Connaught Road Central, Hong Kong Tel: (852) 2117 6611 ● Fax: (852) 2850 7286Service Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • Ontario
Whereas, Videns Incorporated Limited (“Videns”), a wholly owned subsidiary of Aptorum Group Limited (“Aptorum”), (together with its affiliates and subsidiaries, “Group”), have entered into a Service Agreement with Covar Pharmaceuticals Incorporated (“Covar”) on May 15, 2017 (“Agreement”) (the Agreement is attached herein as Annex A);
Dated the 15 day of January 2018 JURCHEN INVESTMENT CORPORATION and APTUS MANAGEMENT LIMITED SUB - TENANCY AGREEMENT MESSRS. NG, LIE, LAI & CHAN, SOLICITORS & NOTARIES ROOM 808, 8/F, NAN FUNG TOWER, HONG KONGSub-Tenancy Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
Parties BETWEEN the Landlord and the Tenant whose names addresses and descriptions are more particularly described and set out in the First Schedule hereto.
SECOND ADDENDUM TO THE INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
THIS SECOND ADDENDUM TO THE INVESTMENT MANAGEMENT AGREEMENT (this “2nd Addendum”) is made and entered into as of the ____ day of ______________, 2016 by and between Guardian Capital Management Limited (the “Investment Manager”) and Striker Asia Opportunities Fund Corporation (the “Company”).
STRIKER CAPITAL MANAGEMENT LIMITED and STRIKER ASIA OPPORTUNITIES FUND CORPORATION MANAGEMENT AGREEMENT [ ] October, 2010 MANAGEMENT AGREEMENT STRIKER ASIA OPPORTUNITIES FUND CORPORATIONManagement Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
AGREEMENT (the “Agreement”) dated as of by and between Striker Capital Management Limited, a limited liability company organized under the laws of Hong Kong whose registered office is at 17th Floor, Guangdong Investment Tower, 148 Connaught Road Central, Hong Kong (the “Investment Manager”) and Striker Asia Opportunities Fund Corporation, a limited liability company organized under the laws of the Cayman Islands whose registered office is at 4th Floor, Scotia Centre, P.O. Box 268, Grand Cayman KY1-1104, Cayman Islands (the “Company”).
SUBSCRIPTION AGREEMENT Class A Ordinary Shares of Aptorum Group LimitedSubscription Agreement • November 15th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
This subscription agreement (this “Subscription Agreement”) is dated _________, 2018, by and between the investor identified on the signature page hereto (the “Investor”) and Aptorum Group Limited, a Cayman Islands exempted company (the “Company”). The parties agree as follows:
CLASS A ORDINARY SHARE PURCHASE WARRANT APTORUM GROUP LIMITEDClass a Ordinary Share Purchase Warrant • October 2nd, 2020 • Aptorum Group LTD • Pharmaceutical preparations • New York
THIS CLASS A 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on October 2, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Aptorum Group Limited, a company organized under the laws of the Cayman Islands (the “Company”), up to ______ Class A ordinary shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
UNDERWRITING AGREEMENTUnderwriting Agreement • December 18th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • New York
Consultancy AgreementConsultancy Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
We are pleased and welcome the acceptance of GloboAsia LLC (“GloboAsia”), with its business address at 11427 Potomac Oaks Drive, Rockville, MD 20850, USA, to enter into this Consultancy Agreement (the “Agreement”) with APTUS Holdings Limited (the “Company”), a company incorporated with limited liabilities under the laws of Cayman Islands, with its business address at Unit B, 17/F Guangdong Investment Tower, 148 Connaught Road Central, Hong Kong. The Company has wholly owned subsidiaries in the Cayman Islands, Hong Kong, and Macau, whereby collectively, shall be depicted as “APTUS” or the “Group”.
Aptorum Group LimitedMerger Agreement • May 31st, 2024 • Aptorum Group LTD • Pharmaceutical preparations
Reference is made to that certain Agreement dated March 1, 2024, (the “Merger Agreement”) by and between YOOV Group Holding Limited (the “Company”) and Aptorum Group Limited (the “ListCo”), relating to a plan of merger and separation. References to capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Merger Agreement.
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • March 6th, 2024 • Aptorum Group LTD • Pharmaceutical preparations • New York
THIS LOCK-UP AGREEMENT (this “Agreement”) is made as of [●], 2024 by and among Aptorum Group Limited, a Cayman Islands company, which will be known after the consummation of the transactions contemplated by the Merger Agreement (as defined below) as “YOOV Group Holding Limited” or such other name as agreed by the parties to the Merger Agreement (including any successor entity thereto, the “ListCo”), and the undersigned (“Holder”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement (as defined herein below).
TERMINATION AGREEMENTTermination Agreement • October 25th, 2024 • Aptorum Group LTD • Pharmaceutical preparations • New York
This TERMINATION AGREEMENT (this “Agreement”) is made as of October 25, 2024 by and between Aptorum Group Limited, an exempted company incorporated in Cayman Islands with limited liability (the “ListCo”) and YOOV Group Holding Limited (the “Company”).
LINE OF CREDIT AGREEMENTLine of Credit Agreement • August 14th, 2019 • Aptorum Group LTD • Pharmaceutical preparations • Hong Kong
THIS LINE OF CREDIT AGREEMENT (“Agreement”) is made and entered into effective as of the 13th day of August, 2019 (“Effective Date”) by and among (the “Lender”) and/or its successors and assigns (collectively, with the Lender) and Aptorum Therapeutics Limited, a Cayman Islands exempted company (“Borrower”).
ADDENDUM TO LICENSE AGREEMENTLicense Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
This Addendum, effective as of 9 February 2018, is hereby made a part of the License Agreement entered into as of 3 July 2017 (“Agreement”) between Aptorum Therapeutics Limited (formerly known as APTUS Therapeutics Limited), hereinafter “Aptorum” on the one part and
Operations Services & Secondment AgreementOperations Services & Secondment Agreement • July 11th, 2022 • Aptorum Group LTD • Pharmaceutical preparations • Hong Kong
We are pleased and welcome the acceptance of MG Consultancy Limited (“MG”), with its business address at Rm 1305, 13/F., Leader Commercial Building, 54-56 Hillwood Road, Tsim Sha Tsui, Kowloon, Hong Kong to enter into this Operations Services & Secondment Agreement (the "Agreement") with Aptus Management Limited (the "Company"), a wholly-owned subsidiary company of Aptorum Group Limited (the "Group"). The Company is incorporated with limited liabilities under the laws of Hong Kong SAR, with its registered address at Unit 232, Building 12W, Hong Kong Science Park, N.T., Hong Kong.
Dated 24 April 2019 APTORUM GROUP LIMITED as Issuer and PEACE RANGE LIMITED as Seller and Aptorum Investment Holding Limited as Purchaser PURCHASE AGREEMENT in respect of US$13,500,000 in aggregate principal amount of 8.00 per cent. convertible bonds...Purchase Agreement • April 24th, 2019 • Aptorum Group LTD • Pharmaceutical preparations • Hong Kong
CONTRACT RESEARCH AGREEMENTContract Research Agreement • September 11th, 2020 • Aptorum Group LTD • Pharmaceutical preparations • Hong Kong
WHEREAS, Aeneas is a technology company that is in the business of developing and providing technology and software solutions.
Certain identified information, marked by [******], has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. EXCLUSIVE LICENCE AGREEMENTExclusive License Agreement • April 19th, 2021 • Aptorum Group LTD • Pharmaceutical preparations
ACCELERATE TECHNOLOGIES PTE LTD (Co. Reg. No. 199503187D), a company incorporated in Singapore and having its place of business at 1 Fusionopolis Way, #19-10 Connexis North, Singapore 138632 (hereinafter referred to as “A*CCELERATE”);
