APTORUM GROUP LIMITED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of May 15, 2018, by and between Aptorum Group Limited, a Cayman Islands company (the “Company”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).
ContractExclusive Patent License Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • Hong Kong
[CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO CERTAIN PORTIONS OF THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND REPLACED WITH BLACK BARS, HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.]
SUBSCRIPTION AGREEMENTSubscription Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • Hong Kong
LOCK-UP AGREEMENTLock-Up Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
FIRST AMENDMENT TO EXCLUSIVE PATENT LICENSE AGREEMENTExclusive Patent License Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • Hong Kong
THIS FIRST AMENDMENT TO EXCLUSIVE PATENT LICENSE AGREEMENT (the “Amendment”) is made effective as of 7th June, 2018 by and between Versitech Limited, a company incorporated and existing under the laws of Hong Kong with its office at Room 405A, Cyberport 4, 100 Cyberport Road, Hong Kong (the “Licensor”); and Acticule Life Sciences Limited, with incorporation number CB-324541, a company incorporated and existing under the laws of the Cayman Islands, with its registered office at Floor 4, Willow House, Cricket Square, Grand Cayman KY1-9010, Cayman Islands with its management office at Floor 17, Guangdong Investment Tower, 148 Connaught Road, Central, Hong Kong (the “Company”).
ADDENDUM TO THE INVESMENT MANAGEMENT AGREEMENTInvestment Management Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
THIS ADDENDUM TO THE INVESTMENT MANAGEMENT AGREEMENT (this “Addendum”) is made and entered into as of the ____ day of __________, 2012 by and between Striker Capital Management Limited (the “Investment Manager”) and Striker Asia Opportunities Fund Corporation (the “Company”).
DOCUMENT ESCROW AGREEMENTDocument Escrow Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • Hong Kong
Aptorum Group Limited -17/F Guangdong Investment Tower, 148 Connaught Road Central, Hong Kong Tel: (852) 2117 6611 ● Fax: (852) 2850 7286Service Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • Ontario
Whereas, Videns Incorporated Limited (“Videns”), a wholly owned subsidiary of Aptorum Group Limited (“Aptorum”), (together with its affiliates and subsidiaries, “Group”), have entered into a Service Agreement with Covar Pharmaceuticals Incorporated (“Covar”) on May 15, 2017 (“Agreement”) (the Agreement is attached herein as Annex A);
Dated the 15 day of January 2018 JURCHEN INVESTMENT CORPORATION and APTUS MANAGEMENT LIMITED SUB - TENANCY AGREEMENT MESSRS. NG, LIE, LAI & CHAN, SOLICITORS & NOTARIES ROOM 808, 8/F, NAN FUNG TOWER, HONG KONGSub-Tenancy Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
Parties BETWEEN the Landlord and the Tenant whose names addresses and descriptions are more particularly described and set out in the First Schedule hereto.
SECOND ADDENDUM TO THE INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
THIS SECOND ADDENDUM TO THE INVESTMENT MANAGEMENT AGREEMENT (this “2nd Addendum”) is made and entered into as of the ____ day of ______________, 2016 by and between Guardian Capital Management Limited (the “Investment Manager”) and Striker Asia Opportunities Fund Corporation (the “Company”).
STRIKER CAPITAL MANAGEMENT LIMITED and STRIKER ASIA OPPORTUNITIES FUND CORPORATION MANAGEMENT AGREEMENT [ ] October, 2010 MANAGEMENT AGREEMENT STRIKER ASIA OPPORTUNITIES FUND CORPORATIONManagement Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
AGREEMENT (the “Agreement”) dated as of by and between Striker Capital Management Limited, a limited liability company organized under the laws of Hong Kong whose registered office is at 17th Floor, Guangdong Investment Tower, 148 Connaught Road Central, Hong Kong (the “Investment Manager”) and Striker Asia Opportunities Fund Corporation, a limited liability company organized under the laws of the Cayman Islands whose registered office is at 4th Floor, Scotia Centre, P.O. Box 268, Grand Cayman KY1-1104, Cayman Islands (the “Company”).
Consultancy AgreementConsultancy Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
We are pleased and welcome the acceptance of GloboAsia LLC (“GloboAsia”), with its business address at 11427 Potomac Oaks Drive, Rockville, MD 20850, USA, to enter into this Consultancy Agreement (the “Agreement”) with APTUS Holdings Limited (the “Company”), a company incorporated with limited liabilities under the laws of Cayman Islands, with its business address at Unit B, 17/F Guangdong Investment Tower, 148 Connaught Road Central, Hong Kong. The Company has wholly owned subsidiaries in the Cayman Islands, Hong Kong, and Macau, whereby collectively, shall be depicted as “APTUS” or the “Group”.
ADDENDUM TO LICENSE AGREEMENTLicense Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations
This Addendum, effective as of 9 February 2018, is hereby made a part of the License Agreement entered into as of 3 July 2017 (“Agreement”) between Aptorum Therapeutics Limited (formerly known as APTUS Therapeutics Limited), hereinafter “Aptorum” on the one part and
ContractExclusive License Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • Florida
[CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO CERTAIN PORTIONS OF THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND REPLACED WITH BLACK BARS, HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.]
ContractConvertible Note Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • New York
THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM.
SERVICE AGREEMENTService Agreement • September 5th, 2018 • Aptorum Group LTD • Pharmaceutical preparations • Ontario
THIS SERVICE AGREEMENT (this “Agreement”) is entered into as of May 15, 2017 by and between Covar Pharmaceuticals Incorporated, a Corporation having its principal place of business located at 5276 Champlain Trail, Mississauga, Ontario, Canada (the “Consultant”), and Videns Incorporation Limited (and associated companies), a company having its correspondence address at Unit B, 17/F, Guangdong Investment Tower, 148 Connaught Road Central, Hong Kong (the “Corporation”).
