INVESTOR AGREEMENT By and Between BRISTOL-MYERS SQUIBB COMPANY and UNIQURE N.V. Dated as of April 6, 2015Investor Agreement • April 7th, 2015 • uniQure N.V. • Pharmaceutical preparations • New York
THIS INVESTOR AGREEMENT (this “Agreement”) is made as of April 6, 2015, by and between Bristol-Myers Squibb Company, a Delaware corporation (“Investor”), and uniQure N.V., a public company with limited liability (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Company”).
COLLABORATION AND LICENSE AGREEMENTCollaboration and License Agreement • April 7th, 2015 • uniQure N.V. • Pharmaceutical preparations • New York
THIS COLLABORATION AND LICENSE AGREEMENT (this “Agreement”) is made and entered into as of April 6, 2015 (the “Signing Date”) by and between UNIQURE BIOPHARMA B.V., a corporation organized under the laws of the Netherlands, having its principal place of business at Meibergdreef 61, 1105 BA Amsterdam, The Netherlands (“uniQure”), and BRISTOL-MYERS SQUIBB COMPANY, a Delaware corporation headquartered at 345 Park Avenue, New York, New York, USA 10154. uniQure and BMS are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
SEVENTH COLLABORATION WARRANT AGREEMENT UNIQURE N.V.Seventh Collaboration Warrant Agreement • April 7th, 2015 • uniQure N.V. • Pharmaceutical preparations • New York
THIS SEVENTH COLLABORATION WARRANT AGREEMENT (the “Warrant”), dated as of April 6, 2015, certifies that, for value received, Bristol-Myers Squibb Company, a Delaware corporation (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, to subscribe for and acquire from uniQure N.V., a public company with limited liability (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Company”), the Warrant Shares, at any time beginning on the Initial Exercise Date and ending at the close of business on the Final Exercise Date, unless this Warrant has previously terminated pursuant to Section 5 hereof. The purchase price per Ordinary Share under this Warrant shall be equal to the Exercise Price.
UNIQURE AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 7th, 2015 • uniQure N.V. • Pharmaceutical preparations
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT is made and dated as of June 26, 2014 and is entered into by and among (i) UNIQURE BIOPHARMA B.V., a private limited liability company incorporated and existing under the laws of the Netherlands, having its corporate seat at Amsterdam, the Netherlands and registered at the trade register of the Chamber of Commerce for Amsterdam under number 34275365 (“uniQure”), (ii) UNIQURE IP B.V., a private limited liability company incorporated and existing under the laws of the Netherlands, having its corporate seat at Amsterdam, the Netherlands and registered at the trade register of the Chamber of Commerce for Amsterdam under number 34275369 (“uniQure IP”), (iii) each of the subsidiaries of uniQure identified on the Schedule 1 hereto and the signature pages hereof (uniQure, uniQure IP and such subsidiaries are hereinafter collectively referred to as “Borrower”), (iv) UNIQURE N.V. (formerly uniQure B.V.), a public limited company incorporated
SHARE SUBSCRIPTION AGREEMENT By and Between BRISTOL-MYERS SQUIBB COMPANY and UNIQURE N.V. Dated as of April 6, 2015Share Subscription Agreement • April 7th, 2015 • uniQure N.V. • Pharmaceutical preparations • New York
THIS SHARE SUBSCRIPTION AGREEMENT (the “Agreement”) is made and entered into as of April 6, 2015 (the “Signing Date”), by and between uniQure N.V., a public company with limited liability (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Company”), and Bristol-Myers Squibb Company, a Delaware corporation (the “Purchaser”).
TENTH COLLABORATION WARRANT AGREEMENT UNIQURE N.V.Tenth Collaboration Warrant Agreement • April 7th, 2015 • uniQure N.V. • Pharmaceutical preparations • New York
THIS TENTH COLLABORATION WARRANT AGREEMENT (the “Warrant”), dated as of April 6, 2015, certifies that, for value received, Bristol-Myers Squibb Company, a Delaware corporation (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, to subscribe for and acquire from uniQure N.V., a public company with limited liability (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Company”), the Warrant Shares, at any time beginning on the Initial Exercise Date and ending at the close of business on the Final Exercise Date, unless this Warrant has previously terminated pursuant to Section 5 hereof. The purchase price per Ordinary Share under this Warrant shall be equal to the Exercise Price.
