AMENDED AND RESTATED SECURITY AGREEMENT Dated as of March 13, 2023 among AgeX Therapeutics, Inc. and Each Other Grantor From Time to Time Party Hereto and Juvenescence Limited as Agent and Initial LenderSecurity Agreement • March 15th, 2023 • AgeX Therapeutics, Inc. • Pharmaceutical preparations • New York
AMENDED AND RESTATED SECURITY AGREEMENT, dated as of March 13, 2023, by AgeX Therapeutics, Inc., a Delaware corporation, (the “Borrower”) and each of the other entities that becomes a party hereto, including pursuant to Section 8.6 (together with the Borrower, the “Grantors” and each a “Grantor”), in favor of Juvenescence Limited, a company incorporated in the Isle of Man (the “Initial Lender”), in its capacity as the Lender under the Notes referred to below and as agent for itself and any other lender under the Notes (in such capacity, together with its successors and permitted assigns, “Agent” and the Agent and the Lenders from time to time under the Notes, together with their respective successors and permitted assigns, the “Secured Parties”). This Agreement amends and restates in its entirety that certain Security Agreement, dated as of February 14, 2022, by the Borrower and the Grantors in favor of the Initial Secured Parties.
SECURED CONVERTIBLE FACILITY AGREEMENTSecured Convertible Facility Agreement • March 15th, 2023 • AgeX Therapeutics, Inc. • Pharmaceutical preparations • England and Wales
This Third Amendment to Secured Convertible Facility Agreement (this “Amendment”) by and between AgeX Therapeutics Inc., a Delaware corporation (“Borrower”) and Juvenescence Limited, a company incorporated in the Isle of Man with company number 018008V and its registered office at 1st Floor Viking House, St Pauls Square, Ramsey, Isle of Man, IM8 1GB (“Lender”) is effective as of March 10, 2023 (“Effective Date”).
CONVERTIBLE NOTE PURCHASE AGREEMENTConvertible Note Purchase Agreement • March 15th, 2023 • AgeX Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Convertible Note Purchase Agreement (this “Agreement”) is made as of March 15, 2023 by and between Serina Therapeutics, Inc., an Alabama corporation (the “Company”), and AgeX Therapeutics, Inc., a Delaware corporation (the “Purchaser”).
SUBORDINATION AGREEMENTSubordination Agreement • March 15th, 2023 • AgeX Therapeutics, Inc. • Pharmaceutical preparations
This Subordination Agreement (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is made as of March 15, 2023, by and among EACH PERSON OR ENTITY SIGNATORY HERETO AS AN “INVESTOR” (each, an “Investor” and collectively, the “Investors”) and AGEX THERAPEUTICS (“AgeX”, or “Senior Creditor”).
