ContractDeposit Agreement • April 15th, 2021 • PureTech Health PLC • Pharmaceutical preparations • New York
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED (INDICATED BY: [***]) FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE OF INFORMATION THAT THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS AS PRIVATE OR CONFIDENTIAL. AMENDED AND...Investors’ Rights Agreement • April 25th, 2024 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 25th day of May, 2022, by and among Sonde Health, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”, and any purchaser that becomes a party to this Agreement in accordance with Section 6.9 hereof.
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED (INDICATED BY: [***]) FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE OF INFORMATION THAT THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS AS PRIVATE OR CONFIDENTIAL. AMENDED AND...Voting Agreement • April 25th, 2024 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED VOTING AGREEMENT (this “Agreement”), is made and entered into as of this 25th day of May, 2022, by and among Sonde Health, Inc., a Delaware corporation (the “Company”), each holder of the Series A-1 Preferred Stock, $0.0001 par value per share, of the Company (“Series A-1 Preferred Stock”), Series A-2 Preferred Stock, $0.0001 par value per share, of the Company (“Series A-2 Preferred Stock”, and Series B Preferred Stock, $0.0001 par value per share, of the Company (“Series B Preferred Stock”, and referred to herein collectively with the Series A-1 Preferred Stock and Series A-2 Preferred Stock, as the “Preferred Stock”) listed on Schedule A (together with any subsequent investors, or transferees, who become parties hereto as “Investors” pursuant to Subsections 7.1(a) or 7.2 below, the “Investors”), and those certain stockholders of the Company and holders of options to acquire shares of the capital stock of the Company listed on Schedule B (together with any s
INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 18th day of December, 2017, by and among Entrega, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 6.9 hereof.
AKILI INTERACTIVE LABS, INC. AMENDED AND RESTATED FIRST REFUSAL AND CO-SALE AGREEMENTFirst Refusal and Co-Sale Agreement • April 25th, 2024 • PureTech Health PLC • Pharmaceutical preparations
This AMENDED AND RESTATED FIRST REFUSAL AND CO-SALE AGREEMENT (the “Agreement”) is entered into as of the 25th day of May, 2021 by and among AKILI INTERACTIVE LABS, INC., a Delaware corporation (the “Company”), the holders of Common Stock of the Company (the “Common Stock”), or of options to purchase Common Stock, listed on Exhibit A attached hereto (each a “Common Holder” and, together, the “Common Holders”) and the holders of Preferred Stock of the Company (the “Preferred Shares”) listed on Exhibit B attached hereto (each an “Investor” and together, the “Investors”).
AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENTRight of First Refusal and Co-Sale Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”), is made as of the 30th day of June, 2020 by and among Vor Biopharma Inc., a Delaware corporation (the “Company”), the Investors (as defined below) listed on Schedule A and the Key Holders (as defined below) listed on Schedule B.
EXECUTION VERSION AKILI INTERACTIVE LABS, INC. THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • April 25th, 2024 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of the 25th day of May, 2021, by and among Akili Interactive Labs, Inc., a Delaware corporation (the “Company”), the holders of the Company’s Series A-1 Preferred Stock, par value $0.0001 per share (the “Series A-1 Preferred Stock”), the holders of the Company’s Series A-2 Preferred Stock, par value $0.0001 per share (the “Series A-2 Preferred Stock”), the holders of the Company’s Series B Preferred Stock, par value $0.0001 per share (the “Series B Preferred Stock”), the holders of the Company’s Series C Preferred Stock, par value $0.0001 per share (the “Series C Preferred Stock”), the holders of the Company’s Series D Preferred Stock, par value $0.0001 per share (the “Series D Preferred Stock”, and together with the Series A-1 Preferred Stock, Series A-2 Preferred Stock, Series B Preferred Stock and Series C Preferred Stock, the “Preferred Stock”), listed on Schedule A hereto (the “Investors”) and
FOLLICA, INCORPORATED FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT Dated as of July 19, 2019Investors’ Rights Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of the 19th day of July, 2019, by and among Follica, Incorporated, a Delaware corporation (the “Company”) and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor.” All capitalized terms used but not defined herein shall have the meanings set forth in the Note Conversion Agreement (as defined below).
Royalty Purchase Agreement By and Between PureTech Health LLC, as the Seller, and Solely for purposes of Article 4 and Section 10.13, PureTech Health PLC, as the Seller Parent, on the one hand and Royalty Pharma Investments 2019 ICAV, as the Buyer, on...Royalty Purchase Agreement • April 25th, 2024 • PureTech Health PLC • Pharmaceutical preparations • New York
AMENDED AND RESTATED VOTING AGREEMENTVoting Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED VOTING AGREEMENT (this “Agreement”), is made and entered into as of this 30th day of June, 2020 by and among Vor Biopharma Inc., a Delaware corporation (the “Company”), each holder of the Series A-1 Preferred Stock, $0.0001 par value per share, of the Company (“Series A-1 Preferred Stock”), Series A-2 Preferred Stock, $0.0001 par value per share, of the Company (“Series A-2 Preferred Stock”) and Series B Preferred Stock, $0.0001 par value per share, of the Company (“Series B Preferred Stock”, referred to herein collectively with the Series A-1 Preferred Stock and Series A-2 Preferred Stock as the “Preferred Stock”) listed on Schedule A (together with any subsequent investors, or transferees, who become parties hereto as “Investors” pursuant to Subsections 7.1(a) or 7.2 below, the “Investors”), and those certain stockholders of the Company and holders of options to acquire shares of the capital stock of the Company listed on Schedule B (together with any subseq
EXCLUSIVE PATENT LICENSE AGREEMENT by and between PURETECH VENTURES LLC and KARUNA PHARMACEUTICALS, INC.Exclusive Patent License Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • Massachusetts
This Agreement, effective as of the date set forth above the signatures of the parties below (the “Effective Date”), is between PureTech Ventures LLC, a Delaware limited liability company (“PureTech”), and Karuna Pharmaceuticals, Inc., a Delaware corporation (the “Company”). PureTech and the Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
GELESIS, INC. NINTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS AGREEMENT is made as of December 5, 2019 (the “Effective Date”) between Gelesis, Inc., a Delaware corporation (the “Company”), and the other stockholders listed on the Schedule of Stockholders attached hereto, as the same may be amended from time to time (each, individually, a “Stockholder” and collectively, the “Stockholders”).
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 30th day of June, 2020, by and among Vor Biopharma Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”, and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 6.9 hereof.
ROYALTY AGREEMENTRoyalty Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • Massachusetts
This ROYALTY AGREEMENT (the “Agreement”), dated as of July 23, 2013, is by and among (i) PureTech Ventures, LLC, a Delaware limited liability company (“PureTech”), and (ii) Follica, Incorporated, a Delaware corporation (the “Company”).
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • April 25th, 2024 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 1st day of March, 2023, by and among Vedanta Biosciences, Inc., a Delaware corporation (the “Company”) each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”, each of the noteholders listed on Schedule B hereto, each of which is referred to in this Agreement as a “Noteholder” and each other person who becomes party to this Agreement as a Key Holder pursuant to Section 12.9(c).
THE SECURITIES REPRESENTED BY THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR...Secured Subordinated Convertible Promissory Note • April 25th, 2024 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS NOTE IS SUBJECT TO THE TERMS OF A SUBORDINATION AGREEMENT DATED [●], 2023 BY AND AMONG THE COMPANY, THE HOLDERS OF THE NOTES (AS DEFINED BELOW), K2 HEALTHVENTURES LLC, AND ANKURA TRUST COMPANY, LLC.
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED (INDICATED BY: [***]) FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE OF INFORMATION THAT THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS AS PRIVATE OR CONFIDENTIAL. AMENDED AND...Right of First Refusal and Co-Sale Agreement • April 25th, 2024 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”), is made as of the 25th day of May, 2022 by and among Sonde Health, Inc., a Delaware corporation (the “Company”), the Investors (as defined below) listed on Schedule A and the Key Holders (as defined below) listed on Schedule B.
and- (ACTING AS AGENT FOR AND ON BEHALF OF ITS DISCRETIONARY MANAGED CLIENTS) RELATIONSHIP AGREEMENTRelationship Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations
A Application has been made or will be made by the Company for all of the Ordinary Shares to be admitted to the Official List and to be admitted to trading on the main market for listed securities of the London Stock Exchange (“Admission”).
ROYALTY AND SUBLICENSE INCOME AGREEMENTRoyalty and Sublicense Income Agreement • September 22nd, 2020 • PureTech Health PLC • Pharmaceutical preparations • Delaware
This ROYALTY ASSIGNMENT AGREEMENT (the “Agreement”), dated as of December 18, 2009, is by and among (i) PureTech Ventures, LLC, a Delaware limited liability company, (“PureTech”), (ii) Gelesis, Inc., a Delaware corporation, (“Gelesis-US”) and (iii) Gelesis LP (formerly AML-Dienstein B. V.), a Bermudan limited partnership (“Gelesis-Bermuda” and collectively with Gelesis-US, “Gelesis”).
Execution Version -ii- 10513073.v14 4.7 Protection and Maintenance of Transferred Patents ..............................................17 4.8 Services Agreement ...............................................................Asset Transfer Agreement • April 25th, 2024 • PureTech Health PLC • Pharmaceutical preparations
THIS NONSTATUTORY STOCK OPTION DEED OF AGREEMENT is made on [Date of Grant] BETWEEN:Nonstatutory Stock Option Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • England
THIS INCENTIVE STOCK OPTION DEED OF AGREEMENT is made on [Date of Grant] BETWEEN:Incentive Stock Option Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • England
ROYALTY AND SUBLICENSE INCOME AGREEMENTRoyalty Assignment Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • Delaware
This ROYALTY ASSIGNMENT AGREEMENT (the “Agreement”), dated as of December 18, 2009, is by and among (i) PureTech Ventures, LLC, a Delaware limited liability company, (“PureTech”), (ii) Gelesis, Inc., a Delaware corporation, (“Gelesis-US”) and (iii) Gelesis LP (formerly AML-Dienstein B. V.), a Bermudan limited partnership (“Gelesis-Bermuda” and collectively with Gelesis-US, “Gelesis”).
GELESIS, INC. NINTH AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS AGREEMENT is made as of December 5, 2019 (the “Effective Date”) between Gelesis, Inc., a Delaware corporation (the “Company”), the other stockholders listed on the Schedule of Stockholders attached hereto, as the same may be amended from time to time (each, individually, a “Stockholder” and collectively, the “Stockholders”) and the Executives (as defined below). Unless otherwise specified herein, all of the capitalized terms used herein are defined in Section 1 hereof.
RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT SONDE HEALTH, INC.Right of First Refusal and Co-Sale Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”), is made as of the 9th day of April, 2019 by and among Sonde Health, Inc., a Delaware corporation (the “Company”), the Investors (as defined below) listed on Schedule A and the Key Holders (as defined below) listed on Schedule B.
ASSET PURCHASE AGREEMENT by and between AUSPEX PHARMACEUTICALS, INC. and PURETECH HEALTH LLC July 15, 2019Asset Purchase Agreement • September 22nd, 2020 • PureTech Health PLC • Pharmaceutical preparations • New York
This ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of July 15, 2019 (the “Effective Date”), by and between AUSPEX PHARMACEUTICALS, INC., a Delaware corporation (“Auspex”) and PURETECH HEALTH LLC, a Delaware limited liability company (“Purchaser”).
ContractResearch and License Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED (INDICATED BY: [***]) FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM IF PUBLICLY DISCLOSED.
FOLLICA, INCORPORATED FIFTH AMENDED AND RESTATED VOTING AGREEMENT Dated as of July 19, 2019Voting Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS FIFTH AMENDED AND RESTATED VOTING AGREEMENT (this “Agreement”) is made and entered into as of this 19th day of July, 2019, by and among Follica, Incorporated, a Delaware corporation (the “Company”), each holder of the Company’s Series A-1 Preferred Stock, $0.0001 par value per share (“Series A-1 Preferred Stock”), the Company’s Series A-2 Preferred Stock, $0.0001 par value per share (“Series A-2 Preferred Stock”), the Company’s Mezzanine Preferred Stock, $0.0001 par value per share (“Mezzanine Preferred Stock”), and the Company’s Series A-3 Preferred Stock, $0.0001 par value per share (“Series A-3 Preferred Stock” and collectively with the Series A-1 Preferred Stock, Series A-2 Preferred Stock and Mezzanine Preferred Stock, “Preferred Stock”) listed on Schedule A (together with any subsequent transferees, who become parties hereto as “Investors” pursuant to Section 5.2 below, the “Investors”) and those certain stockholders of the Company and holders of options to acquire shares of
JOINT FILING AGREEMENTJoint Filing Agreement • August 30th, 2022 • PureTech Health PLC • Pharmaceutical preparations
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13D. Each of them is responsible for the timely filing of such statement and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • October 27th, 2020 • PureTech Health PLC • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 21st day of December, 2018, by and among Vedanta Biosciences, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”, and each of the stockholders listed on Schedule B hereto (each of whom is referred to herein as a “Key Holder” and together with the Investors, the “Stockholders”).
EXECUTION VERSIONPut and Call Option Agreement • May 20th, 2024 • PureTech Health PLC • Pharmaceutical preparations
