REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 17th, 2017 • Aerpio Pharmaceuticals, Inc. • Blank checks • Delaware
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of March 15, 2017, among Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”), the persons who have purchased the Offering Shares and have executed omnibus or counterpart signature page(s) hereto (each, a “Purchaser” and collectively, the “Purchasers”), the persons or entities identified on Schedule 1 hereto holding Placement Agent Warrants (collectively, the “Brokers”), the persons or entities identified on Schedule 2 hereto holding Merger Shares and the persons or entities identified on Schedule 3 hereto holding Registrable Pre-Merger Shares. Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below or in the Subscription Agreement.
AERPIO PHARMACEUTICALS, INC. EMPLOYMENT AGREEMENTEmployment Agreement • March 17th, 2017 • Aerpio Pharmaceuticals, Inc. • Blank checks • Ohio
This Employment Agreement (“Agreement”) is made as of the day of , 2017, between Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and (the “Executive”).
AERPIO PHARMACEUTICALS, INC. DIRECTOR INDEMNIFICATION AGREEMENTDirector Indemnification Agreement • March 17th, 2017 • Aerpio Pharmaceuticals, Inc. • Blank checks • Delaware
This Indemnification Agreement (“Agreement”) is made as of March , 2017 by and between Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and [Director] (“Indemnitee”).
WARRANT TO PURCHASE SHARES OF COMMON STOCK OF AERPIO PHARMACEUTICALS, INC.Aerpio Pharmaceuticals, Inc. • March 17th, 2017 • Blank checks • New York
This Warrant is issued to [ ], or its registered assigns (including any successors or assigns, the “Warrantholder”), in connection with that certain Subscription Agreement, dated as of March [ ], 2017, by and among Aerpio Pharmaceuticals, Inc. (f/k/a Zeta Acquisition Corp. II), a Delaware corporation (the “Company”), and each of those persons and entities listed as a Purchaser on Annex A thereto (the “Purchase Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 17th, 2017 • Aerpio Pharmaceuticals, Inc. • Blank checks • Delaware
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 15, 2017, among Aerpio Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto (each of which is referred to in this Agreement as an “Investor” and collectively, the “Investors”).
SUBSCRIPTION AGREEMENTSubscription Agreement • March 17th, 2017 • Aerpio Pharmaceuticals, Inc. • Blank checks • New York
* For purposes of calculating your net worth in this form, (a) your primary residence shall not be included as an asset; (b) indebtedness secured by your primary residence, up to the estimated fair market value of your primary residence at the time of your purchase of the securities, shall not be included as a liability (except that if the amount of such indebtedness outstanding at the time of your purchase of the securities exceeds the amount outstanding sixty (60) days before such time, other than as a result of the acquisition of your primary residence, the amount of such excess shall be included as a liability); and (c) indebtedness that is secured by your primary residence in excess of the estimated fair market value of your primary residence at the time of your purchase of the securities shall be included as a liability.
OFFICE LEASEOffice Lease • March 17th, 2017 • Aerpio Pharmaceuticals, Inc. • Blank checks
THIS OFFICE LEASE is executed this 29th day of September, 2009, by and between DUKE REALTY OHIO, an Indiana general partnership (“Landlord”), and AKEBIA THERAPEUTICS, INC., a Delaware corporation (“Tenant”).
