6,250,000] Shares of Common Stock, Par Value $0.0001 Underwriting AgreementUnderwriting Agreement • February 1st, 2021 • Terns Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Terns Pharmaceuticals, 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 [6,250,000] shares of common stock, par value $0.0001 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [937,500] 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”.
INDEMNIFICATION AND ADVANCEMENT AGREEMENTIndemnification Agreement • February 1st, 2021 • Terns Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This Indemnification and Advancement Agreement (“Agreement”) is made as of ________ __, 2021 by and between Terns Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and ______________, [a member of the Board of Directors/an officer] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement.
TERNS, INC. July 24, 2020Employment Agreement • February 1st, 2021 • Terns Pharmaceuticals, Inc. • Pharmaceutical preparations • California
Terns, Inc., a Delaware corporation (the “Company”) is pleased to offer you employment on the following terms specified in this employment agreement (this “Agreement”):
