To: Tom MacRury [Address] Re: Employment AgreementAquinox Pharmaceuticals (Usa) Inc • November 18th, 2013 • Pharmaceutical preparations • British Columbia
This Agreement contains the terms and conditions of your employment with Aquinox Pharmaceuticals Inc. These terms of employment will commence on the Commencement Date and will continue until terminated in accordance with the provisions of this Agreement. This Agreement also contains terms for the continuance of options granted to you, as a consultant, by the Company.
AMENDED AND RESTATED QUALIFICATION AND REGISTRATION RIGHTS AGREEMENTAnd Registration Rights Agreement • November 18th, 2013 • Aquinox Pharmaceuticals (Usa) Inc • Pharmaceutical preparations • British Columbia
WHEREAS, in connection with the execution and delivery of that certain Stock Subscription Agreement dated as of March 19, 2013 by and among the Company, the Canadian Company (as defined below) and certain of the Investors (the “Subscription Agreement”), the Company shall issue and sell shares of Series C Preferred Stock (as defined below) to certain of the Investors and the Canadian Company shall issue and sell Class C Exchangeable Shares (as defined below) to certain of the Investors;
AMENDED & RESTATED SHAREHOLDERS’ AGREEMENTShareholders’ Agreement • November 18th, 2013 • Aquinox Pharmaceuticals (Usa) Inc • Pharmaceutical preparations • British Columbia
SCHEDULE A AQUINOX PHARMACEUTICALS INC. AQUINOX PHARMACEUTICALS (USA) INC. OPTION AGREEMENTOption Agreement • November 18th, 2013 • Aquinox Pharmaceuticals (Usa) Inc • Pharmaceutical preparations
THIS AGREEMENT (the “Option Agreement”), made on the date set forth below, by and between AQUINOX PHARMACEUTICALS INC., a corporation incorporated under the federal laws of Canada (“Aquinox Canada”), AQUINOX PHARMACEUTICALS (USA) INC., a Delaware corporation (“Aquinox US”), and the Optionee named below, pursuant to the Aquinox Joint Canadian Stock Option Plan dated as of June 8, 2007, as amended from time to time (the “Plan”), a copy of which is attached hereto. Capitalized terms not otherwise defined herein have the meaning as set forth in the Plan.
AQUINOX PHARMACEUTICALS INC. Suite 430 - 5600 Parkwood Way Richmond, BC, Canada V6V 2M2 Tel Fax Web 604.629.9223 778.331.4486 www.aqxpharma.comEmployment Agreement • November 18th, 2013 • Aquinox Pharmaceuticals (Usa) Inc • Pharmaceutical preparations • British Columbia
This Agreement contains the terms and conditions of your employment with Aquinox Pharmaceuticals Inc. These terms of employment will commence on the Commencement Date and will continue until terminated in accordance with the provisions of this Agreement. Therefore, in consideration of your employment with the Company and the premises, the mutual covenants and agreements set forth in this Agreement and other good and valuable consideration, the receipt and sufficiency of which you hereby acknowledge, you agree as follows:
AMENDED & RESTATED EXCHANGE AGREEMENTExchange Agreement • November 18th, 2013 • Aquinox Pharmaceuticals (Usa) Inc • Pharmaceutical preparations • British Columbia
NOW THEREFORE in consideration of the covenants and agreements provided in this Agreement and for other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties agree as follows:
