COMMON STOCK PURCHASE WARRANT CLENE INC.Common Stock Purchase Warrant • September 30th, 2024 • Clene Inc. • Pharmaceutical preparations
THIS COMMON STOCK 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 October 1, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Clene Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 7th, 2020 • Chelsea Worldwide Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [___________], 2020 between Clene Inc., a Delaware corporation (the “Company”), and [______________] (“Indemnitee”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • September 30th, 2024 • Clene Inc. • Pharmaceutical preparations • New York
PURCHASE AGREEMENTPurchase Agreement • March 3rd, 2023 • Clene Inc. • Pharmaceutical preparations • Illinois
PURCHASE AGREEMENT (the “Agreement”), dated as of March 3, 2023, by and between CLENE INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 30th, 2024 • Clene Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 30, 2024, between Clene Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PREFUNDED COMMON STOCK PURCHASE WARRANT CLENE INC.Prefunded Common Stock Purchase Warrant • September 30th, 2024 • Clene Inc. • Pharmaceutical preparations
THIS PREFUNDED COMMON STOCK 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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Clene Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 3rd, 2023 • Clene Inc. • Pharmaceutical preparations • Illinois
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 3, 2023, by and between CLENE INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the 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”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 30th, 2024 • Clene Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 30, 2024, between Clene Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
Certain information (as indicated by "[*]") has been redacted from this Exhibit in accordance with Item 601(a)(6) of Regulation S-K. CLENE INC. EMPLOYMENT AGREEMENTEmployment Agreement • February 2nd, 2022 • Clene Inc. • Pharmaceutical preparations • Delaware
This Employment Agreement (this “Agreement”) is made and entered into on February 1, 2022 (the “Effective Date”) by and between Clene Inc., a Delaware corporation (the “Company”) and Morgan Brown (“Executive”). The Company and Executive are hereinafter collectively referred to as the “Parties,” and individually referred to as a “Party.”
CLENE INC. equity distribution AGREEMENTEquity Distribution Agreement • April 14th, 2022 • Clene Inc. • Pharmaceutical preparations • New York
LICENSE AGREEMENTLicense Agreement • November 18th, 2020 • Chelsea Worldwide Inc. • Pharmaceutical preparations • Delaware
THIS LICENSE AGREEMENT (“Agreement”) and the Supply Agreement are being entered between CLENE NANOMEDICINE, INC., a Delaware corporation (“Clene”) and 4LIFE RESEARCH, LLC, a Utah limited liability company (“4Life”) effective as of August 31, 2018 (the “Effective Date”). Clene and 4Life are sometimes collectively referred to herein collectively as the “Parties” or individually as a “Party.”
LOAN AGREEMENTLoan Agreement • December 14th, 2022 • Clene Inc. • Pharmaceutical preparations • Maryland
THIS LOAN AGREEMENT (this “Agreement”) is entered into as of the 8th day of December, 2022, by and between the DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT, a principal department of the State of Maryland (“Lender”) and CLENE NANOMEDICINE, INC., a Delaware corporation (“Borrower”).
ESCROW AGREEMENTEscrow Agreement • November 18th, 2020 • Chelsea Worldwide Inc. • Pharmaceutical preparations • New York
This Escrow Agreement (“Agreement”) is made and entered into as of ____, 2020, by and between: Chelsea Worldwide Inc., a Delaware corporation (the “Purchaser”); and Fortis Advisors LLC, a Delaware limited liability company (the “Shareholders’ Representative”), as the representative of the Shareholders; and Continental Stock Transfer & Trust Company, a New York corporation (the “Escrow Agent”).
NEIGHBORHOOD BUSINESS DEVELOPMENT PROGRAM DISBURSEMENT AGREEMENTDisbursement Agreement • May 19th, 2022 • Clene Inc. • Pharmaceutical preparations • Maryland
THIS NEIGHBORHOOD BUSINESS DEVELOPMENT PROGRAM DISBURSEMENT AGREEMENT (this “Agreement”) is made as of the 17th day of May, 2022, by and between CLENE NANOMEDICINE, INC., a Delaware corporation (the “Borrower”) and the DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT, a principal department of the State of Maryland (“DHCD”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 2nd, 2022 • Clene Inc. • Pharmaceutical preparations • Delaware
This Amendment to Employment Agreement (the “Amendment””) is made effective as of February 1, 2022, by and among Clene Inc., a Delaware corporation (“Company”), and Robert Glanzman (“Executive”). The Company and Executive are sometimes separately referred to herein as a “Party” and are collectively referred to herein as the “Parties”.
ease agreement between UPPER CHESAPEAKE FLEX ONE, LLC AND Clene Nanomedicine, Inc.Ease Agreement • October 19th, 2020 • Chelsea Worldwide Inc. • Pharmaceutical preparations • Maryland
This Lease, dated this ____ day of ___________________ 2016 by and between UPPER CHESAPEAKE FLEX ONE, LLC hereinafter referred to as “Landlord” and CLENE NANOMEDICINE, INC., hereinafter referred to as “Tenant”.
SUBSCRIPTION AGREEMENTSubscription Agreement • December 14th, 2020 • Chelsea Worldwide Inc. • Pharmaceutical preparations • Delaware
This Subscription Agreement (this “Subscription Agreement”) is being entered into as of the date set forth on the signature page hereto, by and between Chelsea Worldwide Inc., a Delaware corporation (the “Company”), and the undersigned subscriber (the “Investor”), in connection with the Merger Agreement, dated as of the date hereof (as may be amended, supplemented or otherwise modified from time to time, the “Transaction Agreement”), by and among the Company, Clene Nanomedicine, Inc., a Delaware corporation (the “Clene”), Fortis Advisors LLC, a Delaware limited partnership, Tottenham Acquisition I Ltd., a British Virgin Islands company wholly owning the Company (the “Parent”) and Creative Worldwide Inc., a Delaware corporation and wholly-owned subsidiary of the Company (“Merger Sub”), pursuant to which, among other things, (i) the Parent will reincorporate to the state of Delaware by merging with and into the Company with the Company remaining as the surviving publicly traded entity (t
SECOND AMENDMENT TO SUPPLEMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 30th, 2023 • Clene Inc. • Pharmaceutical preparations
This Second Amendment to Supplement to Loan and Security Agreement (this “Amendment”) is entered into as of June 27, 2023, by and among AVENUE VENTURE OPPORTUNITIES FUND, L.P., a Delaware limited partnership (“Lender”) and CLENE INC., a Delaware corporation and CLENE NANOMEDICINE, INC., a Delaware corporation (individually and collectively, jointly and severally, “Borrower”).
LEASE AGREEMENT BETWEEN UPPER CHESAPEAKE FLEX ONE, LLC AND CLENE NANOMEDICINE, INC.Lease Agreement • August 11th, 2021 • Clene Inc. • Pharmaceutical preparations • Maryland
This Lease, dated this 10th day of August by and between UPPER CHEASPEAKE FLEX ONE, LLC hereinafter referred to as “Landlord” and CLENE NANOMEDICINE, INC., hereinafter referred to as “Tenant”.
AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • April 26th, 2024 • Clene Inc. • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED LICENSE AGREEMENT (“Agreement”) and the Amended and Restated Supply Agreement are being entered between CLENE NANOMEDICINE, INC., a Delaware corporation (“Clene”) and 4LIFE RESEARCH, LLC, a Utah limited liability company (“4Life”) effective as of April 25, 2024 (the “Effective Date”). Clene and 4Life are sometimes collectively referred to herein collectively as the “Parties” or individually as a “Party.”
AMENDED AND RESTATED EXCLUSIVE SUPPLY AGREEMENTExclusive Supply Agreement • April 26th, 2024 • Clene Inc. • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED EXCLUSIVE SUPPLY AGREEMENT (this “Agreement”), dated as of April 25, 2024 (the “Effective Date”), is entered into by and between CLENE NANOMEDICINE, INC., a Delaware corporation having its principal place of business at 3615 Millrock Dr., Salt Lake City, Utah 84121 (“Seller”), and 4LIFE RESEARCH, LLC, a Utah limited liability company having its principal place of business at 9850 S. 300 W., Sandy, UT 84070 (“Buyer”, and together with Seller, the “Parties”, and each, a “Party”).
EXCLUSIVE SUPPLY AGREEMENTExclusive Supply Agreement • October 19th, 2020 • Chelsea Worldwide Inc. • Pharmaceutical preparations • Delaware
THIS EXCLUSIVE SUPPLY AGREEMENT (this “Agreement”), dated as of 31 August 2018 (the “Effective Date”), is entered into by and between CLENE NANOMEDICINE, INC., a Delaware corporation having its principal place of business at 3615 Millrock Dr., Salt Lake City, Utah 84121 (“Seller”), and 4LIFE RESEARCH, LLC, a Utah limited liability company having its principal place of business at 9850 S. 300 W., Sandy, UT 84070 (“Buyer”, and together with Seller, the “Parties”, and each, a “Party”).
SECURITY AGREEMENTSecurity Agreement • May 19th, 2022 • Clene Inc. • Pharmaceutical preparations
THIS SECURITY AGREEMENT (this “Agreement”) is made as of this 17th day of May, 2022 by CLENE NANOMEDICINE, INC., a Delaware Corporation (the “Debtor”), in favor of the DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT, a principal department of the State of Maryland (“DHCD”).
THIRD AMENDMENT TO SUPPLEMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 30th, 2024 • Clene Inc. • Pharmaceutical preparations
This Third Amendment to Supplement to Loan and Security Agreement (this “Amendment”) is entered into as of September 30, 2024, by and among AVENUE VENTURE OPPORTUNITIES FUND, L.P., a Delaware limited partnership (“Lender”) and CLENE INC., a Delaware corporation and CLENE NANOMEDICINE, INC., a Delaware corporation (individually and collectively, jointly and severally, “Borrower”).
RETENTION AND SEPARATION AGREEMENT AND GENERAL RELEASERetention and Separation Agreement • February 2nd, 2022 • Clene Inc. • Pharmaceutical preparations • Delaware
This Retention and Separation Agreement and General Release (“Agreement”) is entered into as of February 1, 2022 (the “Effective Date”), by and between Clene Inc., a Delaware corporation, on behalf of itself and its subsidiaries and affiliates (“Employer”) and Tae Heum (Ted) Jeong, his heirs, executors, administrators, successors, and assigns (collectively referred to as “Employee”) (collectively with Employer, the “Parties”).
AMENDMENT NO. 1 TO EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • December 20th, 2022 • Clene Inc. • Pharmaceutical preparations
Clene Inc., a Delaware corporation (the “Company”), together with Canaccord Genuity LLC (“Canaccord”) and Oppenheimer & Co. Inc. (“Oppenheimer”), are parties to that certain Equity Distribution Agreement dated April 14, 2022 (the “Agreement”). All capitalized terms not defined herein shall have the meanings ascribed to them in the Agreement.
LEASE AGREEMENT BETWEEN 100 CHESAPEAKE BLVD LLC AND CLENE NANOMEDICINE, INC.Lease Agreement • August 11th, 2021 • Clene Inc. • Pharmaceutical preparations • Maryland
This Lease, dated this 10th day of August, 2021 by and between 100 CHESAPEAKE BLVD LLC hereinafter referred to as “Landlord” and CLENE NANOMEDICINE, INC., hereinafter referred to as “Tenant”.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 31st, 2022 • Clene Inc. • Pharmaceutical preparations • Delaware
This Securities Purchase Agreement (this “Agreement”) is being entered into as of the last date set forth on the signature pages hereto, by and between Clene Inc., a Delaware corporation (the “Company”), and the undersigned investors identified on the signature pages hereto (each, including its successors and assigns, an “Investor” and collectively the “Investors”).
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 9th, 2021 • Clene Inc. • Pharmaceutical preparations
This First Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of June 30, 2021, by and between AVENUE VENTURE OPPORTUNITIES FUND, L.P., a Delaware limited partnership (“Lender”) and CLENE INC., a Delaware corporation and CLENE NANOMEDICINE, INC., a Delaware corporation (individually and collectively, jointly and severally, “Borrower”).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • December 20th, 2024 • Clene Inc. • Pharmaceutical preparations • Delaware
This Note Purchase Agreement (this “Agreement”) is made as of December 17, 2024, by and among Clene Inc., a Delaware corporation (the “Company”), each of the persons and entities listed on Exhibit A attached hereto (the “Schedule of Purchasers”), as it may be amended as hereinafter provided (each, a “Purchaser” and collectively, the “Purchasers”) and Kensington Clene 2024 LLC, a Delaware limited liability company, as the collateral agent under the terms and conditions of this Agreement (the “Collateral Agent”).
