•] SHARES ALLENA PHARMACEUTICALS, INC. COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • October 6th, 2017 • Allena Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • New York
ALLENA PHARMACEUTICALS, INC. FORM OF DIRECTOR INDEMNIFICATION AGREEMENTDirector Indemnification Agreement • October 6th, 2017 • Allena Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • Delaware
This Indemnification Agreement (“Agreement”) is made as of by and between Allena Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
Allena Pharmaceuticals, Inc. SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • October 6th, 2017 • Allena Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of the 25th day of November, 2015 by and among Allena Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto (together with any subsequent investors, or transferees, who become parties hereto as “Investors” pursuant to Section 6.9 below, the “Investors”).
NEWTON EXECUTIVE PARK NEWTON, MASSACHUSETTS OFFICE BUILDING LEASE Tenant: Allena Pharmaceuticals, Inc. and Alcresta, Inc. Landlord: Newton Executive Park Limited PartnershipOffice Building Lease • October 6th, 2017 • Allena Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • Massachusetts
THIS LEASE made this August 29, 2011 between Newton Executive Park Limited Partnership, a Massachusetts limited partnership with offices at One Gateway Center in Newton, Massachusetts (“Landlord”), and Allena Pharmaceuticals, Inc., a Delaware corporation, with offices located in Newton, Massachusetts and Alcresta, Inc., a Delaware corporation, with offices located Newton, Massachusetts (jointly and severally the “Tenant”).
ContractWarrant Agreement • October 6th, 2017 • Allena Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • Massachusetts
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
COMMERCIAL LEASECommercial Lease • October 6th, 2017 • Allena Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • Massachusetts
Cummings Properties, LLC (“LESSOR”) hereby leases to Allena Pharmaceuticals. Inc. (a DE corp.), One Newton Executive Park, Suite 202, Newton, MA 02462 (“LESSEE”), the following premises, approximately 7,162 square feet (including 4.7% common area) at 142-B North Road, Sudbury, MA 01776 (“premises”), for a term of one year commencing at noon on September 1, 2016 and currently scheduled to terminate at noon on August 30, 2017 unless sooner terminated or extended as herein provided. LESSOR and LESSEE now covenant and agree that the following terms, conditions, covenants, and obligations (“terms”) shall govern the lease.
