LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 5th, 2008 • Achillion Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS LOAN AND SECURITY AGREEMENT, dated as of February 26, 2008 (as amended, restated, supplemented or otherwise modified from time to time (this “Agreement”)) is among GENERAL ELECTRIC CAPITAL CORPORATION (“GECC”), in its capacity as agent for Lenders (as defined below) (together with its successors and assigns in such capacity, “Agent”), OXFORD FINANCE CORPORATION (“Oxford”), the other financial institutions who are or hereafter become parties to this Agreement as lenders (together with GECC and Oxford, collectively the “Lenders,” and each individually, a “Lender”), ACHILLION PHARMACEUTICALS, INC., a Delaware corporation (“Borrower”), and the other entities or persons, if any, who are or hereafter become parties to this Agreement as guarantors (each a “Guarantor” and collectively, the “Guarantors,” and together with Borrower, each a “Loan Party” and collectively, “Loan Parties”).
WARRANT TO PURCHASE 21,368 SHARES OF COMMON STOCKAchillion Pharmaceuticals Inc • March 5th, 2008 • Pharmaceutical preparations • Delaware
THIS CERTIFIES THAT, for value received, Oxford Finance Corporation (“Holder”) is entitled to subscribe for and purchase Twenty-One Thousand Three Hundred Sixty-Eight (21,368) shares of fully paid and nonassessable Common Stock of Achillion Pharmaceuticals, Inc., a Delaware corporation (the “Company”), at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Common Stock” shall mean Company’s presently authorized common stock and any stock into which such common stock may hereafter be converted or exchanged and the term “Warrant Shares” shall mean the shares of Common Stock which Holder may acquire pursuant to this Warrant and any other shares of stock into which such shares of Common Stock may hereafter be converted or exchanged.
