TENDER AND SUPPORT AGREEMENTTender and Support Agreement • May 13th, 2024 • Ono Pharmaceutical Co., Ltd. • Pharmaceutical preparations • Delaware
This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of April 29, 2024, is entered into by and among ONO PHARMACEUTICAL CO., LTD., a Japanese company (kabushiki kaisha) (“Parent”), TOPAZ MERGER SUB, INC., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the stockholder of DECIPHERA PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), set forth on Schedule A hereto (the “Stockholder” and together with Parent and Merger Sub, the “Parties” and each, a “Party”). Certain capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
Special Overdraft AgreementSpecial Overdraft Agreement • May 28th, 2024 • Ono Pharmaceutical Co., Ltd. • Pharmaceutical preparations
Ono Pharmaceutical Co., Ltd. (hereinafter referred to as the “Borrower”) and Sumitomo Mitsui Banking Corporation (hereinafter referred to as the “Lender”) (hereinafter referred to as the “Lender”) have agreed to the following terms and conditions, in addition to the terms and conditions of the “Bank Transaction Agreement” separately agreed upon between the Borrower and the Lender, and have entered into a Special Overdraft Agreement (hereinafter referred to as the “Agreement”) as of April 10, 2024.
Overdraft (Dedicated Account) AgreementOno Pharmaceutical Co., Ltd. • May 28th, 2024 • Pharmaceutical preparations
