Shares ZOSANO PHARMA CORPORATION Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 10th, 2014 • Zosano Pharma Corp • Pharmaceutical preparations • New York
Zosano Pharma Corporation, a Delaware corporation (the “Company”), confirms its agreement with you and each of the other Underwriters named in Schedule I hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 9 hereof), for whom you are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Common Stock, par value $0.0001 per share, of the Company (“Common Stock”) set forth in Schedule I hereto and (ii) the grant by the Company to the Underwriters of the option described in Section 2 hereof to purchase, severally and not jointly, all or any part of additional shares of Common Stock. The shares of Common Stock (the “Firm Stock”) set forth in Schedule I hereto to be purchased by the Underwriters and all or any part of the shares of Common Stoc
COLLABORATION, DEVELOPMENT AND LICENSE AGREEMENTCollaboration, Development and License Agreement • December 10th, 2014 • Zosano Pharma Corp • Pharmaceutical preparations • New York
THIS COLLABORATION, DEVELOPMENT AND LICENSE AGREEMENT (this “Agreement”) is entered into as of November 21, 2014 (the “Effective Date”) by and between ZP OPCO, INC. (formerly Zosano Pharma, Inc.), a Delaware corporation and wholly owned subsidiary of Zosano Pharma Corporation, having a place of business at 34790 Ardentech Court, Fremont, California 94555, USA (“Zosano”), and ELI LILLY AND COMPANY, an Indiana corporation, with its principal place of business at Lilly Corporate Center, Indianapolis, Indiana 46285 (“Lilly”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • December 10th, 2014 • Zosano Pharma Corp • Pharmaceutical preparations • New York
This COMMON STOCK PURCHASE AGREEMENT (this “Agreement”) dated as of November 21, 2014 (the “Effective Date”), is made by and between Zosano Pharma Corporation, a Delaware corporation (the “Company”), and Eli Lilly and Company, an Indiana corporation (“Purchaser”).
SUBORDINATION AGREEMENTSubordination Agreement • December 10th, 2014 • Zosano Pharma Corp • Pharmaceutical preparations • California
This Subordination Agreement is made as of December 2, 2014 (this “Agreement”), by and among the parties listed on Exhibit A hereto (each a “Creditor” and collectively, the “Creditors”), ZP OPCO, INC. (f/k/a Zosano Pharma, Inc.) (“Borrower”), ZOSANO PHARMA CORPORATION (f/k/a ZP Holdings, Inc.) (“Parent”), and HERCULES TECHNOLOGY GROWTH CAPITAL, INC., a Maryland corporation (the “Lender”).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • December 10th, 2014 • Zosano Pharma Corp • Pharmaceutical preparations • Delaware
This Note Purchase Agreement (this “Agreement”) is dated as of December 2, 2014 by and among Zosano Pharma Corporation, a Delaware corporation formerly named ZP Holdings, Inc. (the “Company”), and the entities listed on Exhibit A attached hereto (each, a “Purchaser” and collectively, the “Purchasers”).
