THIRD AMENDMENT TO EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • June 7th, 2023 • Allarity Therapeutics, Inc. • Pharmaceutical preparations
This Third Amendment (“Third Amendment”) to Exclusive License Agreement effective as of July 12, 2022 (“Third Amendment Effective Date”) is by and between: EISAI INC., with its principal office at 200 Metro Blvd., Nutley, NJ 07110, United States of America (“Eisai”) and ALLARITY THERAPEUTICS, INC., with its principal office at 210 Broadway, Suite #201, Cambridge MA 02139, together with its wholly-owned subsidiaries (“Allarity”)(formerly Oncology Venture A/S), with reference to the following:
LIMITED WAIVER AND AMENDMENT AGREEMENT COMMON STOCK, PRE-FUNDED WARRANTS AND COMMON STOCK WARRANTSLimited Waiver and Amendment Agreement • June 7th, 2023 • Allarity Therapeutics, Inc. • Pharmaceutical preparations
This Limited Waiver and Amendment Agreement (the “Agreement”) dated and to be effective as of June 6, 2023, is made by and between Allarity Therapeutics, Inc., a Delaware corporation (the “Company”), and 3i, L.P., a Delaware limited partnership (the “Investor”). The Company and the Investor may also each be referred to herein, individually as a “Party” and collectively as the “Parties.” Unless otherwise defined in this Agreement, capitalized terms have the same meaning as defined in the Company’s Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock, as amended (the “Series A COD”), the Securities Purchase Agreement by and between the Parties dated May 20, 2021 (the “2021 SPA”), the Registration Rights Agreement by and between the Parties dated May 20, 2021, as amended on April 20, 2023 (the “2021 RRA” and together with the Series A COD and the 2021 SPA, the “PIPE Documents”), the Modification and Exchange Agreement by and between the
LIMITED WAIVER AND AMENDMENT AGREEMENT COMMON STOCK, PRE-FUNDED WARRANTS AND COMMON STOCK WARRANTSLimited Waiver and Amendment Agreement • June 7th, 2023 • Allarity Therapeutics, Inc. • Pharmaceutical preparations
This Limited Waiver and Amendment Agreement (the “Agreement”) dated and to be effective as of June [●], 2023, is made by and between Allarity Therapeutics, Inc., a Delaware corporation (the “Company”), and [●], a [●] [corporation] (the “Investor”). The Company and the Investor may also each be referred to herein, individually as a “Party” and collectively as the “Parties.” Unless otherwise defined in this Agreement, capitalized terms have the same meaning as defined in the Securities Purchase Agreement by and between the Parties dated April 19, 2023 (the “SPA”), the common stock purchase warrants issued to the Investor on April 21, 2023 (the “Warrants”, and together with the SPA, the “Investor Documents”).
