Deferred Underwriting Fee Assignment Agreement Sample Contracts

AMENDMENT NUMBER 2 TO THE DEFERRED UNDERWRITING FEE ASSIGNMENT AGREEMENT

Deferred Underwriting Fee Assignment Agreement • August 5th, 2020 • DermTech, Inc. • Services-medical laboratories • New York

• Contract Type
  Deferred Underwriting Fee Assignment Agreement
• Filed
  August 5th, 2020
• Company
  DermTech, Inc.
• Industry
  Services-medical laboratories
• Jurisdiction
  New York

AMENDMENT NUMBER 1 TO THE DEFERRED UNDERWRITING FEE ASSIGNMENT AGREEMENT

Deferred Underwriting Fee Assignment Agreement • September 5th, 2019 • Constellation Alpha Capital Corp. • Services-medical laboratories • New York

• Contract Type
  Deferred Underwriting Fee Assignment Agreement
• Filed
  September 5th, 2019
• Company
  Constellation Alpha Capital Corp.
• Industry
  Services-medical laboratories
• Jurisdiction
  New York

Reference is made to that certain deferred underwriting fee assignment agreement (the “Fee Agreement”), dated May 29, 2019, by and among DermTech, Inc. (formerly known as Constellation Alpha Capital Corp.), a Delaware corporation (“DermTech”), DermTech Operations, Inc. (formerly known as DermTech, Inc.), a Delaware corporation (“DermTech Operations”), and Cowen and Company, LLC (“Cowen”), acting as representative of the underwriters (the “Underwriters”) named in Schedule A to that certain Underwriting Agreement, dated as of June 19, 2017. Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Fee Agreement.

DEFERRED UNDERWRITING FEE ASSIGNMENT AGREEMENT

Deferred Underwriting Fee Assignment Agreement • May 29th, 2019 • Constellation Alpha Capital Corp. • Services-medical laboratories • New York

• Contract Type
  Deferred Underwriting Fee Assignment Agreement
• Filed
  May 29th, 2019
• Company
  Constellation Alpha Capital Corp.
• Industry
  Services-medical laboratories
• Jurisdiction
  New York

This deferred underwriting fee assignment agreement (this “Fee Agreement”) is being delivered to you in connection with that certain Underwriting Agreement, dated as of June 19, 2017 (the “Underwriting Agreement”), by and among Cowen and Company, LLC (“Cowen”), acting as representative of the underwriters named in Schedule A thereto (the “Underwriters”), and Constellation Alpha Capital Corp., a company incorporated in the British Virgin Islands (“Constellation”), and the proposed business combination by and among DermTech, Inc., a Delaware corporation (the “Company”), Constellation and a wholly-owned subsidiary of Constellation, whereby the Company would survive the business combination as a wholly-owned subsidiary of Constellation, and the existing stockholders of the Company would own a majority of the voting securities of Constellation following the business combination (the “Merger”). For the avoidance of doubt, the Merger shall not include any business combination which results in