EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 26th, 2016 • Leap Therapeutics, Inc. • Massachusetts
This Executive Employment Agreement (“Agreement”) is made and entered into as of this 29th day of August, 2016, by and between Leap Therapeutics, Inc., a Delaware corporation (the “Company”), and Douglas Onsi (hereinafter, the “Executive”).
ROYALTY AGREEMENT BETWEEN LEAP THERAPEUTICS, INC. AND [LEAP SHAREHOLDER ROYALTY VEHICLE, LLC]Royalty Agreement • September 26th, 2016 • Leap Therapeutics, Inc.
THIS ROYALTY AGREEMENT (this “Agreement”) is entered into as of [·], 2016 (the “Effective Date”), by and between Leap Therapeutics, Inc., a Delaware corporation (“Company” or “Leap”), and [Leap Shareholder Royalty Vehicle, LLC], a Delaware limited liability company (“Leap SRV”). Company and Leap SRV are sometimes referred to herein individually as a “Party” and collectively as “Parties.”
LICENSE AGREEMENT BETWEEN ELI LILLY AND COMPANY AND DEKKUN CORPORATION EFFECTIVE AS OF JANUARY 3, 2011License Agreement • September 26th, 2016 • Leap Therapeutics, Inc. • Delaware
As of the Effective Date, Lilly is conducting certain ongoing development activities with respect to Compound. Lilly will use Diligence to complete such activities in accordance with the following:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 26th, 2016 • Leap Therapeutics, Inc. • Delaware
THIS REGISTRATION RIGHTS AGREEMENT, dated this [ ] day of [ ], 201[_] (this “Agreement”), is entered into by and among Leap Therapeutics Inc., a Delaware corporation, f/k/a Dekkun Corporation and HealthCare Pharmaceuticals, Inc. (the “Corporation”), and (i) those holders of Common Stock, par value $0.001 per share, of the Corporation (the “Common Stock”) listed on Schedule 1 hereto (collectively, the “Original Holders” and, each individually, an “Original Holder”) and (ii) those holders of Common Stock who become party to this Agreement pursuant to Section 10 hereof (collectively, the “Additional Holders” and, each individually, an “Additional Holder”). Collectively, the Original Holders and the Additional Holders shall be referred to herein collectively as the “Holders”, and each individually shall be referred to as a “Holder”).
LICENCE AGREEMENT between LONZA SALES AG and HEALTHCARE PHARMACEUTICALS, INC.Licence Agreement • September 26th, 2016 • Leap Therapeutics, Inc.
LONZA SALES AG incorporated and registered in Switzerland whose registered office is at Muenchensteinerstrasse 38, CH-4002, Basel, Switzerland (hereinafter referred to as “Lonza”), and
AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENTStockholders Agreement • September 26th, 2016 • Leap Therapeutics, Inc. • Delaware
THIS AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT, dated this 10th day of December, 2015 (this “Agreement”), is entered into by and among Leap Therapeutics, Inc., a Delaware corporation, f/k/a Dekkun Corporation and HealthCare Pharmaceuticals, Inc. (the “Corporation”), and (i) the holders of Series A Convertible Preferred Stock, par value $.001 per share, of the Corporation (the “Series A Preferred Stock”) listed on Schedule 1 hereto (each individually a “Series A Holder” and, collectively, the “Series A Holders”), (ii) those holders of Series B Convertible Redeemable Preferred Stock, par value $.001 per share, of the Corporation (the “Series B Preferred Stock”) listed on Schedule 2 hereto (each individually, a “Series B Holder” and, collectively, the “Series B Holders”), and (iii) the holder of Series C Convertible Preferred Stock, par value $.001 per share, of the Corporation (the “Series C Preferred Stock”) listed on Schedule 3 hereto (each individually a “Series C Holder” and, coll
AMENDMENT NO. 2 TO WARRANTWarrant • September 26th, 2016 • Leap Therapeutics, Inc.
THIS AMENDMENT NO. 2, dated as of , 2016 (the “Amendment”), to that certain Warrant to Purchase Preferred A Shares of Macrocure Ltd., an Israeli company (the “Company”), dated May 3, 2012, as amended by Amendment No. 1 thereto, dated as of July 22, 2013 (as so amended, the “Warrant”), is entered into by and among the Company, the individual or entity listed on the signature page hereto, who/which is the holder of the Warrant (the “Holder”), and Leap Therapeutics, Inc., a company organized under the laws of the State of Delaware (the “Acquirer”). Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the Warrant.
