REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 7th, 2020 • Chanticleer Holdings, Inc. • Retail-eating places
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 7, 2020, between Chanticleer Holdings, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 7th, 2020 • Chanticleer Holdings, Inc. • Retail-eating places • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of February 7, 2020, by and among Chanticleer Holdings, Inc., a Delaware corporation (and together with all of its current and future, direct and/or indirect, wholly owned and/or partially owned Subsidiaries, collectively, the “Company”), and the Purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and, collectively, the “Purchaser”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 7th, 2020 • Chanticleer Holdings, Inc. • Retail-eating places
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [●], 2020, between [●], a [Delaware] [●] (the “Spin-Off Entity”), on the one hand, and Chanticleer Holdings, Inc., a Delaware corporation (“Public Company”) and Sonnet BioTherapeutics, Inc., a New Jersey corporation (the “Merger Partner”). Each of the Spin-Off Entity, Public Company and Merger Partner are sometimes referred to herein as a “Party” and together the “Parties”. Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in the Merger Agreement (as defined below).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 7th, 2020 • Chanticleer Holdings, Inc. • Retail-eating places • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 7, 2020, by and among Chanticleer Holdings, Inc., a Delaware corporation, with headquarters located at 7621 Little Avenue, Suite 414, Charlotte, NC 28226, to be renamed “Sonnet BioTherapeutics Holdings, Inc.” pursuant to the Merger Agreement (as defined below) (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (each, a “Buyer” and collectively, the “Buyers”).
DISPOSITION AGREEMENTDisposition Agreement • February 7th, 2020 • Chanticleer Holdings, Inc. • Retail-eating places • Delaware
This Disposition Agreement (this “Agreement”) is made effective as of [•], 2020, by and among Chanticleer Holdings, Inc., a Delaware corporation (“Public Company”) and [•], Inc. a Delaware corporation (“Spin-Off Entity”). Each of Public Company and Spin-Off Entity are referred to herein individually as a “Party” and collectively as the “Parties”.
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. THE OMISSIONS HAVE BEEN INDICATED BY “[***]” LICENSE AGREEMENTLicense Agreement • February 7th, 2020 • Chanticleer Holdings, Inc. • Retail-eating places
This License Agreement (hereinafter referred to as the “Agreement”) is made and effective as of the date of the last signature (the “Effective Date”), by and between Ares Trading SA (hereinafter referred to as “ARES”), a company organized under the laws of Switzerland and having its registered office at Zone Industrielle de l’Ouriettaz, 1170 Aubonne, Switzerland, and RELIEF THERAPEUTICS SA (hereinafter referred to as “Licensee”), a company organized under the laws of Switzerland and having its registered office at c/o Fidraco, 54, rue Agasse, 1208 Geneva, Switzerland. ARES and Licensee are each referred to herein as a “Party” and collectively as the “Parties”.
Side Letter and Amendment No. 2 to Common Stock Purchase AgreementCommon Stock Purchase Agreement • February 7th, 2020 • Chanticleer Holdings, Inc. • Retail-eating places
Reference is made to (i) the Common Stock Purchase Agreement dated August 6, 2019, including the Schedules and Exhibits thereto, as amended on September 25, 2019 (such agreement, as so amended, the “Agreement”), between GEM Global Yield Fund LLC SCS (the “Purchaser”) and Sonnet BioTherapeutics, Inc. (the “Company”) and (ii) the Assignment and Assumption Agreement dated November 21, 2019 (the “Assignment”), between the Company and Chanticleer Holdings, Inc. (“Chanticleer”). The Purchaser, the Company and Chanticleer, intending to be legally bound, agree by this Side Letter and Amendment No. 2 to Common Stock Purchase Agreement (this “Side Letter”) as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 7th, 2020 • Chanticleer Holdings, Inc. • Retail-eating places • New York
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of February 7, 2020, by and among Sonnet BioTherapeutics, Inc., a New Jersey corporation, with headquarters located at 100 Overlook Center, Second Floor, Princeton, NJ 08540 (“Sonnet”), Chanticleer Holdings, Inc., a Delaware corporation, with headquarters located at 7621 Little Avenue, Suite 414, Charlotte, NC 28226 (“Chanticleer”), and the investors listed on the Schedule of Buyers attached hereto (each, a “Buyer” and collectively, the “Buyers”).
AMENDMENT OF DISCOVERY COLLABORATION AGREEMENTDiscovery Collaboration Agreement • February 7th, 2020 • Chanticleer Holdings, Inc. • Retail-eating places • California
This Amendment of the Discovery Collaboration Agreement (this “Amendment”) is made and entered into, effective as of May 7, 2019 (the “Effective Date”), by and between XOMA (US) LLC, a Delaware limited liability company having offices at 2200 Powell Street, Suite 310, Emeryville, California, 94608 (“XOMA”) and Sonnet BioTherapeutics, Inc., a New Jersey corporation, having offices ·at 1 Duncan Drive, Cranbury, NJ 08512 (“Sonnet”). Each of XOMA and Sonnet are sometimes referred to herein individually as a “Party” and together as the “Parties.”
