INDEMNIFICATION AGREEMENTIndemnification Agreement • December 28th, 2018 • Stealth BioTherapeutics Corp • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of , 201 between Stealth BioTherapeutics Corp, an exempted company incorporated under the laws of the Cayman Islands with registered number 165223 (the “Company”), and (“Indemnitee”).
RIVERSIDE CENTER THREE RIVERSIDE CENTER NEWTON, MASSACHUSETTS OFFICE LEASE AGREEMENT BETWEEN HINES GLOBAL REIT RIVERSIDE CENTER, LLC., a Delaware limited liability company (“LANDLORD”) AND STEALTH PEPTIDES INCORPORATED, a Delaware corporation (“TENANT”)Office Lease Agreement • December 28th, 2018 • Stealth BioTherapeutics Corp • Pharmaceutical preparations
without limitation, the cost to construct demountable glass partitions in the Premises in connection with the Initial Alterations. Tenant shall have the right to apply up to $15,000.00 of the Allowance toward furniture, fixtures and equipment and telecommunications and data wiring. The Allowance, less a 10% retainage (which retainage shall be payable as part of the final draw), shall be paid to Tenant or, at Landlord’s option, to the order of the general contractor that performs the Initial Alterations, in periodic disbursements within 30 days after receipt of the following documentation: (i) an application for payment and sworn statement of contractor substantially in the form of AIA Document G-702 covering all work for which disbursement is to be made to a date specified therein; (ii) a certification from an AIA architect substantially in the form of the Architect’s Certificate for Payment which is located on AIA Document G702, Application and Certificate of Payment; Contractor’s, su
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions. LICENSE AGREEMENT BETWEEN STEALTH PEPTIDES INTERNATIONAL INC. AND CORNELL UNIVERSITY FOR DOCKET NO. [**]Exclusive License Agreement • December 28th, 2018 • Stealth BioTherapeutics Corp • Pharmaceutical preparations • New York
THIS EXCLUSIVE LICENSE AGREEMENT (“Agreement”) is made effective as of the date last signed below (“Effective Date”) by and between Stealth Peptides International Inc. (“LICENSEE”), a corporation of the Cayman Islands, that has a principal place of business and offices at 2nd Floor, Le Prince de Galles, 3-5 Avenue des Citronniers, Monaco, and Cornell University (“Cornell”) as represented by its Cornell Center for Technology Enterprise and Commercialization (“CCTEC”) at 395 Pine Tree Road, Ithaca, NY. LICENSEE and Cornell are each referred to individually as “Party” and collectively as “Parties.” The Parties hereby agree as follows:
STEALTH BIOTHERAPEUTICS CORP Nonstatutory Option AgreementNonstatutory Option Agreement • December 28th, 2018 • Stealth BioTherapeutics Corp • Pharmaceutical preparations
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 28th, 2018 • Stealth BioTherapeutics Corp • Pharmaceutical preparations • California
THIS LOAN AND SECURITY AGREEMENT is made and dated as of June 30, 2017 and is entered into by and among Stealth BioTherapeutics Corp, an exempted company incorporated with limited liability under the laws of the Cayman Islands with registered number 165223 (“Stealth Cayman”), Stealth BioTherapeutics Inc., a Delaware corporation (“Stealth Delaware”), and each of their Subsidiaries (other than the MSC) from time to time party hereto (hereinafter collectively referred to as the “Borrower”), HERCULES CAPITAL, INC., formerly known as Hercules Technology Growth Capital, Inc., a Maryland corporation, as lender and any other banks and other financial institutions or entities from time to time parties to this Agreement (collectively, referred to as “Lender”) and HERCULES CAPITAL, INC., a Maryland corporation, in its capacity as administrative agent and collateral agent for itself and the Lender (in such capacity, the “Agent”).
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions. LICENSE AGREEMENT BETWEEN STEALTH PEPTIDES INTERNATIONAL INC. AND CORNELL UNIVERSITY FOR DOCKET NO. [**]License Agreement • December 28th, 2018 • Stealth BioTherapeutics Corp • Pharmaceutical preparations • New York
THIS EXCLUSIVE LICENSE AGREEMENT (“Agreement”) is made effective as of the date last signed below (“Effective Date”) by and between Stealth Peptides International Inc. (“LICENSEE”), a corporation of the Cayman Islands, that has a principal place of business and offices at 2nd Floor, Le Prince de Galles, 3-5 Avenue des Citronniers, Monaco, and Cornell University (“Cornell”) as represented by its Cornell Center for Technology Enterprise and Commercialization (“CCTEC”) at 395 Pine Tree Road, Ithaca, NY. LICENSEE and Cornell are each referred to individually as “Party” and collectively as “Parties.” The Parties hereby agree as follows:
STEALTH BIOTHERAPEUTICS CORP AMENDMENTOrdinary Share Purchase Warrant Amendment • December 28th, 2018 • Stealth BioTherapeutics Corp • Pharmaceutical preparations • Massachusetts
This Amendment (this “Amendment”) is made as of June 13, 2018, by and between Stealth BioTherapeutics Corp, a company incorporated under the laws of the Cayman Islands (the “Company”), and Danforth Advisors, LLC (the “Registered Holder”).
