2,000,000 Shares APRINOIA Therapeutics Inc. Ordinary Shares of Par Value US$0.40 Per Share UNDERWRITING AGREEMENTUnderwriting Agreement • May 17th, 2024 • APRINOIA Therapeutics Inc. • Pharmaceutical preparations • New York
APRINOIA Therapeutics Inc., an exempted company with limited liability incorporated in the Cayman Islands (the “Company”), proposes, subject to the terms and conditions in this agreement (the “Agreement”), to issue and sell to the several underwriters listed in Schedule I hereto (collectively, the “Underwriters”) an aggregate of 2,000,000 ordinary shares (the “Ordinary Shares”) of par value $0.40 per share of the Company (such Ordinary Shares are hereinafter referred to as the “Firm Shares”). At the option of the Underwriters, the Company agrees, subject to the terms and conditions herein, to issue and sell to the Underwriters up to an aggregate of 300,000 additional Ordinary Shares (the “Option Shares”). The Firm Shares and the Option Shares, are herein referred to collectively as the “Shares.” The respective number of Shares to be purchased by each Underwriter is set forth opposite its name in Schedule I hereto.
APRINOIA THERAPEUTICS INC. DIRECTOR AGREEMENTDirector Agreement • May 17th, 2024 • APRINOIA Therapeutics Inc. • Pharmaceutical preparations
This Director Agreement (the “Agreement”) is made and entered into as of _______________, 2024, by and between APRINOIA Therapeutics Inc., a Cayman Islands company (the “Company”), and _______________ (ID Card No.: _______________) (the “Director”).
SECURITY AGREEMENT Certain confidential information contained in this document, marked by [***], has been omitted because such information is both not material and is the type that the Company customarily and actually treats that as private or...Security Agreement • May 17th, 2024 • APRINOIA Therapeutics Inc. • Pharmaceutical preparations • New York
This Security Agreement (this “Security Agreement”) is made as of the 15th day of February 2024, by and between Aprinoia Therapeutics Inc., an exempted company incorporated under the laws of the Cayman Islands whose registered office is at Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands (“Grantor”) and R Investments LLC, a Delaware limited liability company, or such party’s assigns (“Noteholder”) with offices at 1 Pelican Lane, Palm Beach, Florida 33480.
CONSULTING SERVICE AGREEMENTConsulting Service Agreement • May 17th, 2024 • APRINOIA Therapeutics Inc. • Pharmaceutical preparations
Whereas, Party A has entered into that certain License and Commercialization Agreement with an affiliate of Party B, APRINOIA Therapeutics Inc., a company duly organized under the laws of Japan with its place of business at Shinkawa 1-2-8, Chuo-ku, Tokyo 104-0033, Japan (“APN JP”), under which APN JP grants to Party A an exclusive license under [18F] APN-1607 within the Licensed Field in the Licensed Territory.
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 17th, 2024 • APRINOIA Therapeutics Inc. • Pharmaceutical preparations
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of ____________, 2024 by and between APRINOIA Therapeutics Inc., an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”), and __________________ (the “Indemnitee”).
APRINOIA THERAPEUTICS INC. EMPLOYMENT AGREEMENTEmployment Agreement • May 17th, 2024 • APRINOIA Therapeutics Inc. • Pharmaceutical preparations
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of _____________, 2024 by and between APRINOIA Therapeutics Inc., an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”) and ____________ (the “Executive”).
