ITEOS THERAPEUTICS, INC. [•] Shares of Common Stock Underwriting AgreementUnderwriting Agreement • July 20th, 2020 • iTeos Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
iTeos Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [●] shares of common stock, par value $ 0.001 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [●] shares of common stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”
EMPLOYMENT AGREEMENTEmployment Agreement • July 20th, 2020 • iTeos Therapeutics, Inc. • Biological products, (no disgnostic substances) • Massachusetts
This Employment Agreement (“Agreement”) is made between iTeos Therapeutics, Inc. (the “Company”), and Joanne Jenkins Lager, (the “Executive”) and is effective as of the closing of the Company’s first underwritten public offering of its equity securities pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “Effective Date”). Except with respect to the Restrictive Covenants Agreement and the Equity Documents (each as defined below), this Agreement supersedes in all respects all prior agreements between the Executive and the Company regarding the subject matter herein, including without limitation (i) the Employment Agreement between the Executive and the Company dated March 7, 2019 (the “Prior Agreement”), and (ii) any offer letter, employment agreement or severance agreement.
ITEOS THERAPEUTICS, INC. FORM OF DIRECTOR INDEMNIFICATION AGREEMENTDirector Indemnification Agreement • July 20th, 2020 • iTeos Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This Indemnification Agreement (“Agreement”) is made as of [________] by and between iTeos Therapeutics, Inc., a Delaware corporation (the “Company”), and [Director] (“Indemnitee”).
ITEOS THERAPEUTICS, INC. FORM OF OFFICER INDEMNIFICATION AGREEMENTOfficer Indemnification Agreement • July 20th, 2020 • iTeos Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This Indemnification Agreement (“Agreement”) is made as of [________________] by and between iTeos Therapeutics, Inc., a Delaware corporation (the “Company”), and [Officer] (“Indemnitee”).1
Employee Confidentiality, Assignment, Nonsolicitation and Noncompetition AgreementEmployee Confidentiality, Assignment, Nonsolicitation and Noncompetition Agreement • July 20th, 2020 • iTeos Therapeutics, Inc. • Biological products, (no disgnostic substances)
In consideration and as a condition of my employment by between iTeos Therapeutics, Inc. (including its subsidiaries and other affiliates and its and their successors and assigns, the “Company”) and in exchange for, among other things, my eligibility for certain severance benefits provided in my Employment Agreement to become effective as of the closing of the Company’s first underwritten public offering of its equity securities pursuant to an effective registration statement under the Securities Act of 1933, as amended (such public offering, the “IPO”), which I acknowledge and agree is fair and reasonable consideration which is independent from the continuation of my employment, I enter into this Employee Confidentiality, Assignment, Nonsolicitation and Noncompetition Agreement (the “Agreement”), the effectiveness which is subject to my Employment Agreement referenced above becoming effective, and agree as follows:
CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF...Master Services Agreement • July 20th, 2020 • iTeos Therapeutics, Inc. • Biological products, (no disgnostic substances)
