INDEMNITY AGREEMENTIndemnity Agreement • June 12th, 2015 • ProNAi Therapeutics Inc • Pharmaceutical preparations • Delaware
This Indemnity Agreement, dated as of , 2015 is made by and between ProNAi Therapeutics, Inc., a Delaware corporation (the “Company”), and , a director, officer or key employee of the Company or one of the Company’s subsidiaries or other service provider who satisfies the definition of Indemnifiable Person set forth below (“Indemnitee”).
SUBLEASESublease • June 12th, 2015 • ProNAi Therapeutics Inc • Pharmaceutical preparations • British Columbia
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • June 12th, 2015 • ProNAi Therapeutics Inc • Pharmaceutical preparations • Michigan
THIS SEPARATION AND RELEASE AGREEMENT (this “Agreement”) is made as of September 12, 2014 (the “Agreement Date”) by and between PRONAI THERAPEUTICS, INC., a Delaware corporation, whose address is 46701 Commerce Center Drive, Plymouth, Michigan 48170 (the “Company”) and MINA P. SOOCH whose address is (“Employee”).
LICENSE PAYMENT AGREEMENTLicense Payment Agreement • June 12th, 2015 • ProNAi Therapeutics Inc • Pharmaceutical preparations
THIS LICENSE PAYMENT AGREEMENT (this “Agreement”) is made effective as of April 14, 2014 (the “Effective Date”), by and among Novosom Verwaltungs GmbH, a German corporation with a corporate address of Weinbergweg 22, 06120 Halle, Germany (“Novosom”), and ProNAi Therapeutics, Inc., a Delaware corporation, with a corporate address of 46701 Commerce Center Drive, Plymouth, MI 48170 (“ProNAi”). ProNAi and Novosom are collectively referred to herein as the “Parties” and each of them as a “Party.”
ARTICLE 1 - FUNDAMENTAL LEASE PROVISIONSLease • June 12th, 2015 • ProNAi Therapeutics Inc • Pharmaceutical preparations • Michigan
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • June 12th, 2015 • ProNAi Therapeutics Inc • Pharmaceutical preparations • Delaware
For clarity each of the above milestone payments shall be paid only once for a particular Licensed Product, regardless if any such Milestone Event is achieved more than once, [***]. Further, if a particular Licensed Product achieves a particular Milestone Event under subclause (i) of the above table without having achieved a previous Milestone Event in such subclause (i), then such previous Milestone Event shall be deemed also achieved, and the Milestone Payment associated with such Milestone Event shall then be paid with the achievement of the subsequent
PRONAI THERAPEUTICS, INC. THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • June 12th, 2015 • ProNAi Therapeutics Inc • Pharmaceutical preparations • Michigan
THIS THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this “Agreement”) is entered into as of April 17, 2014 by and among PRONAI THERAPEUTICS, INC., a Delaware corporation (the “Company”), and the Investors listed on Exhibit A attached to this Agreement (collectively, the “Investors” and each, without distinction among them, an “Investor”).
SECOND LICENSE AMENDMENT AND CONSENT TO TERMINATIONLicense Payment Agreement • June 12th, 2015 • ProNAi Therapeutics Inc • Pharmaceutical preparations
This Amendment and Agreement (“Amendment”), dated April 14, 2014 (the “Effective Date”), is made by and among Marina Biotech, Inc., a Delaware corporation with a place of business at 7 Times Square, 40th Floor, New York, NY 10028, Attention: Stephen M. Goodman (“Marina”), ProNAi Therapeutics, Inc., a Delaware corporation, with a corporate address of 46701 Commerce Center Drive, Plymouth, MI 48107 (“ProNAi”).
