R E C I T A L SSeparation and Transition Agreement • March 28th, 2012 • Galena Biopharma, Inc. • Pharmaceutical preparations • Massachusetts
WHEREAS, Employee is currently employed as the Chief Scientific Officer of RXi pursuant to the Existing Employment Agreement;
COMMERCIAL OFFICE LEASEOffice Lease • March 28th, 2012 • Galena Biopharma, Inc. • Pharmaceutical preparations • Oregon
THIS LEASE, dated as of the 30th day of June, 2011, between LO 138 LLC, an Oregon limited liability company as “Landlord” and RXi PHARMACEUTICALS CORPORATION, a Delaware corporation, as “Tenant”.
LICENSE AGREEMENTLicense Agreement • March 28th, 2012 • Galena Biopharma, Inc. • Pharmaceutical preparations • Arizona
THIS LICENSE AGREEMENT (this “Agreement”) is made and entered into by and between Apthera, Inc., a Delaware corporation having its principal offices at 8418 E. Shea Boulevard, Suite 100, Scottsdale, Arizona 85260 USA (the “Licensor”), and Kwangdong Pharmaceutical Co., Ltd., a company incorporated in Korea having its principal offices at 1577-4 Seocho-Dong, Seoul, Republic of Korea (the “Licensee”), with such foregoing entities also referred to hereafter individually as a “Party” or collectively as the “Parties.” The Agreement shall be effective as of the Effective Date.
AMENDMENT NO. 1 TO LICENSE AGREEMENTLicense Agreement • March 28th, 2012 • Galena Biopharma, Inc. • Pharmaceutical preparations
This Amendment No. 1 to License Agreement (this “Amendment”) is made as of January 13, 2012, by and among Apthera, Inc., a Delaware corporation (“Licensor”), Kwangdong Pharmaceutical Co., Ltd., a company incorporated in Korea (“Licensee”), and Galena Biopharma, Inc., a Delaware corporation (“Galena”), with reference to the following facts:
SECOND OMNIBUS AMENDMENTSecond Amendment • March 28th, 2012 • Galena Biopharma, Inc. • Pharmaceutical preparations
This SECOND OMNIBUS AMENDMENT (this “Second Amendment”) is made and entered into as of March 5, 2012, by and among Tang Capital Partners, LP, RTW Investments, LLC, Galena Biopharma, Inc. (formerly RXi Pharmaceuticals Corporation) and RXi Pharmaceuticals Corporation (formerly RNCS, Inc.).
FIRST AMENDMENT TO CONTINGENT VALUE RIGHTS AGREEMENTContingent Value Rights Agreement • March 28th, 2012 • Galena Biopharma, Inc. • Pharmaceutical preparations
THIS FIRST AMENDMENT TO CONTINGENT VALUE RIGHTS AGREEMENT (this “Amendment”) is made and entered into as of February 15, 2012 by and among the undersigned Galena Biopharma, Inc. (formerly RXi Pharmaceuticals Corporation and herein “Parent”), Computershare Trust Company, N.A., a national banking association, Computershare Inc., a Delaware corporation, and Robert E. Kennedy, an individual, as the Stockholder Representative (collectively the “Parties”), in order to amend in certain respects the Contingent Value Rights Agreement dated as of April 13, 2011 among the Parties (the “Original Agreement”).
