SEPARATION AND DISTRIBUTION AGREEMENT By and Between NEUROTROPE, INC. and NEUROTROPE BIOSCIENCE, INC. Dated as of December 6, 2020Separation and Distribution Agreement • December 10th, 2020 • Synaptogenix, Inc. • Pharmaceutical preparations • New York
SEPARATION AND DISTRIBUTION AGREEMENT, dated as of December 6, 2020, by and between Neurotrope, Inc., a Nevada corporation (“Neurotrope”), and Neurotrope Bioscience, Inc., a Delaware corporation (“NBI”). Capitalized terms used herein and not otherwise defined in Article I shall have the respective meanings assigned to them in the Merger Agreement (as hereinafter defined).
TAX MATTERS AGREEMENTTax Matters Agreement • December 10th, 2020 • Synaptogenix, Inc. • Pharmaceutical preparations • New York
This TAX MATTERS AGREEMENT (this “Agreement”), dated as of December 6, 2020, by and between Neurotrope Inc., a Nevada corporation (“Neurotrope”), and Neurotrope Bioscience, Inc., a Delaware corporation (“SpinCo” and, together with Neurotrope, the “Parties”) shall become effective as of the Distribution (as defined below). Capitalized terms used in this Agreement and not defined herein shall have the meanings ascribed to such terms in the Separation and Distribution Agreement dated as of the date of this Agreement by and between Neurotrope and SpinCo, including the Schedules thereto (the “Separation Agreement”).
SEPARATION AGREEMENTSeparation Agreement • December 10th, 2020 • Synaptogenix, Inc. • Pharmaceutical preparations • New York
This SEPARATION AGREEMENT (the “Agreement”) is effective as of the Effective Date (as defined in this Agreement) and is made by and between Neurotrope Bioscience, Inc., a Delaware corporation (the “Company”), and Charles Ryan (“Executive”).
