OptiNose US, Inc. September 15, 2016 Thomas E. Gibbs 2706 Applewood Drive Eagleville, PA 19403 Dear Thomas:Employment Agreement • June 26th, 2017 • OptiNose, Inc. • Pharmaceutical preparations • Delaware
The purpose of this letter (this “Letter Agreement”) is to acknowledge and set forth the terms and conditions of your employment as Chief Commercial Officer of OptiNose US, Inc. (the “Company”).
OptiNose, Inc.Employment Agreement • June 26th, 2017 • OptiNose, Inc. • Pharmaceutical preparations • Delaware
The purpose of this letter (this “Letter Agreement”) is to acknowledge and set forth the terms and conditions of your employment as the Chief Operating Officer of OptiNose, Inc. (the “Company”).
OPTINOSE, INC., OPTINOSE AS, -and- CERTAIN SECURITYHOLDERS OF OPTINOSE AS EXCHANGE AGREEMENT for the acquisition of all or certain of the share capital and all convertible securities of OPTINOSE ASExchange Agreement • June 26th, 2017 • OptiNose, Inc. • Pharmaceutical preparations • Delaware
This EXCHANGE AGREEMENT (this “Agreement”) is entered into as of the later of the 7th day of June 2010, and the date the last signature is executed on the signature pages hereto, by and among:
OPTINOSE, INC. SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT Dated as of March 24, 2017Registration Rights Agreement • June 26th, 2017 • OptiNose, Inc. • Pharmaceutical preparations • New York
This Second Amended and Restated Registration Rights Agreement (this “Agreement”) is made as of March 24, 2017, by and among OPTINOSE, INC., a Delaware corporation (the “Company”), and the holders of Series D Shares, Series C-2 Shares, Series C-1 Shares, Series C Shares and Series B Shares of the Company identified on the signature pages hereto (collectively, the “Investors”).
OPTINOSE, INC. SECOND AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENTShareholders Agreement • June 26th, 2017 • OptiNose, Inc. • Pharmaceutical preparations • New York
THIS SECOND AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT (the “Agreement”), dated as of March 24, 2017, by and among the following parties (each, a “Party” and collectively, the “Parties”):
EMPLOYMENT AGREEMENTEmployment Agreement • June 26th, 2017 • OptiNose, Inc. • Pharmaceutical preparations • Delaware
BACKGROUND: In connection with the proposed Series C Convertible Preferred Stock Financing (“Series C Financing”) transaction to be consummated by and among Optinose, Inc. (the “Parent Company”), OptiNose AS (the “Operating Company”), Avista Capital Partners II, L.P. and its affiliated investment funds (collectively, “Avista”), and certain other parties, the Company engages Manager and Manager agrees to be engaged by the Parent Company, all upon the terms and conditions set forth herein (this “Agreement”). The Parent Company and all of its current and future direct and indirect subsidiaries, including without limitation the Operating Company, shall be referred to herein as the “OptiNose Companies.”
