DEPOSIT AGREEMENTDeposit Agreement • February 4th, 2022 • Nanobiotix S.A. • Pharmaceutical preparations • New York
DEPOSIT AGREEMENT, dated as of ___________, 2020, by and among (i) NANOBIOTIX S.A., a société anonyme organized and existing under the laws of the Republic of France, and its successors (the “Company”), (ii) CITIBANK, N.A., a national banking association organized under the laws of the United States of America (“Citibank”) acting in its capacity as depositary, and any successor depositary hereunder (Citibank in such capacity, the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).
a société anonyme incorporated under the laws of France) 2,492,223 Ordinary Shares and 3,106,907 American Depositary Shares, Each Representing One (1) Ordinary Share (Nominal Value €0.03 Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • November 7th, 2023 • Nanobiotix S.A. • Pharmaceutical preparations • New York
LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT BETWEEN NANOBIOTIX S.A. AND LIANBIO ONCOLOGY LIMITEDLicense, Development and Commercialization Agreement • April 8th, 2022 • Nanobiotix S.A. • Pharmaceutical preparations
This License, Development and Commercialization Agreement (this “Agreement”) is entered into and effective as of May 11, 2021 (the “Effective Date”), by and between Nanobiotix S.A., a French société anonyme having its registered office located at 60 Rue de Wattignies, 75012, Paris, France, registered under number 447 521 600 (RCS Paris) (“Nanobiotix”), and LianBio Oncology Limited, a Hong Kong company limited by shares, having its principal place of business located at Room 1902, 19/F, Lee Garden One, 33 Hysan Avenue, Causeway Bay, Hong Kong ( “Lian”). Nanobiotix and Lian are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
ContractFinance Contract • November 20th, 2020 • Nanobiotix S.A. • Pharmaceutical preparations
To: Nanobiotix (the “Borrower”) 60 rue de Wattignies 75012 Paris France Attention: Finance Department and Nanobiotix Corp. (the “Guarantor”) 210 Broadway, NGIN 2nd floor, Cambridge, Massachusetts, United States Attention: Philippe Mauberna, Treasurer
EUI-1217244467v4 Contract number (FI No): 89427 Contract number (FI No): 89987 Serapis No: 2018-0245 NANOBIOTIX EGFF Amendment Agreement n°2 in relation to the Finance Contract signed on 26 July 2018, as amended by an amendment agreement dated 18...Amendment Agreement • April 24th, 2024 • Nanobiotix S.A. • Pharmaceutical preparations
Exclusive License and Collaboration AgreementExclusive License and Collaboration Agreement • November 20th, 2020 • Nanobiotix S.A. • Pharmaceutical preparations • New York
THIS EXCLUSIVE LICENSE AND COLLABORATION AGREEMENT IS ENTERED INTO EFFECTIVE AS OF AUGUST 06, 2012 (THE ‘‘EFFECTIVE DATE”) BETWEEN:
CERTAIN CONFIDENTIAL PORTIONS HAVE BEEN REDACTED FROM THIS EXHIBIT BECAUSE THEY ARE BOTH (i) NOT MATERIAL AND (ii) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. INFORMATION THAT HAS BEEN OMITTED HAS BEEN IDENTIFIED IN THIS DOCUMENT WITH A...Finance Contract • November 20th, 2020 • Nanobiotix S.A. • Pharmaceutical preparations
Amendment #1 to the Exclusive License and Collaboration AgreementExclusive License and Collaboration Agreement • November 20th, 2020 • Nanobiotix S.A. • Pharmaceutical preparations
AMENDED AND RESTATED STRATEGIC COLLABORATION AGREEMENTStrategic Collaboration Agreement • November 20th, 2020 • Nanobiotix S.A. • Pharmaceutical preparations • Texas
Contract number (FI No): 89427 Contract number (FI No): 89987 Serapis No: 2018-0245 European Investment Bank (the Bank) - and - Nanobiotix (the Company) Royalty Agreement Matter ref 1M0186.000509 PAARB/1864409 Hogan Lovells (Paris) LLP 17 avenue...Royalty Agreement • November 20th, 2020 • Nanobiotix S.A. • Pharmaceutical preparations
EUI-1217246584v3 DATED 18 APRIL 2024 Contract number (FI No): 89427 Contract number (FI No): 89987 Serapis No: 2018-0245 EUROPEAN INVESTMENT BANK (the Bank) - and - NANOBIOTIX (the Company) AMENDMENT AGREEMENT N°2 RELATING TO A ROYALTY AGREEMENT DATED...Royalty Agreement • April 24th, 2024 • Nanobiotix S.A. • Pharmaceutical preparations
ContractNovation Agreement • April 24th, 2024 • Nanobiotix S.A. • Pharmaceutical preparations
LICENSE AGREEMENT BY AND BETWEENLicense Agreement • April 24th, 2024 • Nanobiotix S.A. • Pharmaceutical preparations • New York
This License Agreement (this “Agreement”) is entered into as of July 7, 2023 (the “Execution Date”) by and between Nanobiotix S.A., a French société anonyme having its registered office located at 60 Rue de Wattignies, 75012, Paris, France, registered under number 447 521 600 (RCS Paris) (“Nanobiotix”), on the one hand, and Janssen Pharmaceutica NV, a limited liability company organized under the laws of Belgium, registered under company number 0403.834.160, and having its registered office at Turnhoutseweg 30; 2340 Beerse Belgium (“Janssen”), on the other hand. Nanobiotix and Janssen are referred to in this Agreement each individually as a “Party” and collectively as the “Parties.”
TO AMENDED AND RESTATED STRATEGIC COLLABORATION AGREEMENTStrategic Collaboration Agreement • April 8th, 2022 • Nanobiotix S.A. • Pharmaceutical preparations
This Amendment No. 1 (“Amendment”) is entered into as of June 4, 2021 (“Amendment No. 1 Effective Date”) by and between The University of Texas M. D. Anderson Cancer Center, with a place of business located at 1515 Holcombe Blvd., Houston, TX 77030, USA (“MD Anderson”), a member institution of The University of Texas System (“UT System”) and Nanobiotix S.A., with a place of business located at 60 Rue de Wattignies, 75012 Paris, France Nanobiotix (“Nanobiotix”) (MD Anderson and Nanobiotix each a “Party” and collectively the “Parties”).
JONES DAY PARTNERSHIP CONSTITUEE SELON LE DROIT DE L’OHIO, USA AVOCATS AU BARREAU DE PARIS 2, RUE SAINT-FLORENTIN ● 75001 PARIS TELEPHONE: (0)1.56.59.39.39 ● FACSIMILE: (0)1.56.59.39.38 ● TOQUE J 001 WWW.JONESDAY.COM November 7, 2023Special Counsel Agreement • November 7th, 2023 • Nanobiotix S.A. • Pharmaceutical preparations
We are acting as special French counsel for Nanobiotix S.A., a société anonyme incorporated in the Republic of France (the “Company”), in connection with the issuance and sale by the Company of 6,279,130 shares (the “New Shares”) of the Company’s ordinary shares, €0.03 nominal value per share (the “Ordinary Shares”), including 3,786,907 Ordinary Shares to be delivered in the form of an aggregate of 3,786,907 American Depositary Shares (“ADSs”), each representing one Ordinary Share, pursuant to an Underwriting Agreement, dated as of November 2, 2023 (the “Underwriting Agreement”), by and between the Company and Jefferies LLC, Leerink Partners LLC and Guggenheim Securities, LLC, acting as the representative of the several underwriters named therein.
TO AMENDED AND RESTATED STRATEGIC COLLABORATION AGREEMENTStrategic Collaboration Agreement • April 24th, 2023 • Nanobiotix S.A. • Pharmaceutical preparations
This Amendment No. 1 (“Amendment”) is entered into as of June 4, 2021 (“Amendment No. 1 Effective Date”) by and between The University of Texas M. D. Anderson Cancer Center, with a place of business located at 1515 Holcombe Blvd., Houston, TX 77030, USA (“MD Anderson”), a member institution of The University of Texas System (“UT System”) and Nanobiotix S.A., with a place of business located at 60 Rue de Wattignies, 75012 Paris, France Nanobiotix (“Nanobiotix”) (MD Anderson and Nanobiotix each a “Party” and collectively the “Parties”).
Execution Version REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of September 11, 2023 by and among Nanobiotix S.A., a limited company incorporated under the law of France (the...Registration Rights Agreement • April 24th, 2024 • Nanobiotix S.A. • Pharmaceutical preparations
CERTAIN CONFIDENTIAL PORTIONS HAVE BEEN REDACTED FROM THIS EXHIBIT BECAUSE THEY ARE BOTH (i) NOT MATERIAL AND (ii) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. INFORMATION THAT HAS BEEN OMITTED HAS BEEN IDENTIFIED IN THIS DOCUMENT WITH A...Amendment Agreement • April 24th, 2023 • Nanobiotix S.A. • Pharmaceutical preparations
Dated 18 October 2022 Contract number (FI No): 89427Contract number (FI No): 89987Serapis No: 2018-0245 European Investment Bank(the Bank) - and - Nanobiotix(the Company) Amendment Agreement relating to a Royalty agreementdated 26 July 2018 1M0186.000509PARLIB01/SALEMALE/4153-5782-9692
