This FIRST AMENDMENT TO AMENDED AND RESTATED <mask> AGREEMENT (this
“Amendment”), dated as of February 14, 2020, is entered into by and among
(1) SYNAPTICS INCORPORATED, a Delaware corporation (the “Borrower”); (2) the
Lenders (as defined in the Credit Agreement referred to below); and (3) WELLS
FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), as Administrative Agent, with
respect to the following:
A.The Borrower, the Administrative Agent, the Swingline Lender, the Issuing
Lender and the Lenders have previously entered into that certain Amended and
Restated Credit Agreement, dated as of September 27, 2017 (as in effect prior to
the date hereof, the “Existing Credit Agreement” and as the same may be amended,
restated, supplemented or otherwise modified and in effect from time to time,
including by this Amendment, the “Credit Agreement”).
Capitalized terms are
used in this Amendment as defined in the Credit Agreement, unless otherwise
defined herein.
B.
The Borrower has requested certain amendments to the Existing Credit Agreement
as set forth below.
C.The Administrative Agent and the Lenders are willing to grant such requests on
the terms and subject to the conditions set forth in this Amendment.


THIS <mask> AGREEMENT (this “Agreement”) dated as of August 11, 2020, by and
among PREIT ASSOCIATES, L.P., a Delaware limited partnership (“PREIT”),
PREIT-RUBIN, INC., a Pennsylvania corporation (“PREIT-RUBIN”), PENNSYLVANIA REAL
ESTATE INVESTMENT TRUST, a Pennsylvania business trust (the “Parent”; together
with PREIT and PREIT-RUBIN, each individually, a “Borrower” and collectively,
the “Borrower”), each of the financial institutions initially a signatory hereto
together with their assignees pursuant to Section 11.6(b) and WELLS FARGO BANK,
NATIONAL ASSOCIATION, as Administrative Agent.


This <mask> Agreement and Release (this “Release”) is granted effective as
of the date signed below by ________ (“Executive”) in favor of __________ (the
“Company”), successor in interest to Freeport-McMoRan Inc. pursuant to
__________ [INSERT DESCRIPTION OF TRANSACTION]. Capitalized terms not defined in
this Release are as defined in the Freeport-McMoRan Inc. Executive Change in
Control Severance Plan (the “Plan”). Executive gives this Release in
consideration of the Company’s promises and covenants as recited in the Plan,
with respect to which this Release is an integral part. Executive agrees as
follows:


This <mask> Agreement and General Release (this “Agreement”) is made between
James McNally on behalf of him/herself, his/her agents, assignees, heirs,
executors, administrators, beneficiaries, trustees and legal representatives
(“Employee”), and Clinical Micro Sensors, Inc. d.b.a. GenMark Diagnostics, Inc.
(together with GenMark Diagnostics, Inc., the “Company”). Employee and the
Company are each a “Party” and are together sometimes referred to as “Parties”
to this Agreement. Capitalized terms used but not defined herein shall have the
meaning given to such terms in the GenMark Diagnostics, Inc. Executive Severance
Plan (the “Severance Plan”).
In consideration of the promises in this Agreement, the adequacy of which is
hereby acknowledged, the Parties agree as follows:
AGREEMENT


THIS <mask> AGREEMENT (the "Agreement") is made and entered into on August
26, 2020, by and among CSG SYSTEMS INTERNATIONAL, INC.
("CSGS"), a Delaware
corporation, CSG SYSTEMS, INC. ("Systems"), a Delaware corporation, and BRET C.
GRIESS (the "Executive"). CSGS and Systems collectively are referred to in this
Agreement as the "Company."


This <mask> Agreement and General Release (“Agreement”), dated as of
April 25, 2020, is made between Hany Massarany, on behalf of himself, his
agents, assignees, heirs, executors, administrators, beneficiaries, trustees and
legal representatives (“Employee”), and GenMark Diagnostics, Inc., by and for
itself, its subsidiaries, successors and assigns (collectively, the “Company”).
Employee and Company are each a “Party” and are collectively sometimes referred
to as “Parties” to this Agreement.
In consideration of the promises in this Agreement, the adequacy of
which is acknowledged, the Parties agree as follows:
AGREEMENT


THIS <mask> AGREEMENT (this “Agreement”) is made as of this 27th day of
July, 2020, by and between Gaming and Leisure Properties, Inc. and its
subsidiaries and affiliated entities (collectively, the “Company”) and Steven T.
Snyder (“Executive”). Capitalized terms used but not otherwise defined herein
shall have the meanings set forth in the Company Executive Change in Control and
Severance Plan (the “Severance Plan”).


THIS <mask> AGREEMENT AND RELEASE (this “Agreement”) is entered into and
effective as of the Effective Date (as defined in Section 3(e) hereof), by and
between Southern National Bancorp of Virginia, Inc. (the “Holding Company”),
Sonabank (the “Bank” and, together with the Holding Company, the “Company”) and
Joe A. Shearin (“Executive”).
The Company and Executive are referred to in this
Agreement, together, as the “parties” and, each individually, as a “party.”


This <mask> Agreement and Release ("Separation Agreement") is made by and
between Alexander M. Davern ("Executive") and National Instruments Corporation
(the "Company") (collectively referred to as the "Parties" or individually
referred to as a "Party"). Terms capitalized herein but not defined herein shall
have the meanings given to them in that certain Transition Agreement by and
between the Parties to which this Exhibit is attached (the "Transition
Agreement").


This <mask> Agreement and General Release of All Claims (the “Agreement”) is
entered into and effective as of July 14, 2020, subject to the terms and
conditions set forth herein, by and between Cheryl Miller (“Executive”) and
AutoNation, Inc. (“AutoNation” or “Company”) relating to Executive’s employment
with and separation from the Company.


This <mask> Agreement and Release of Claims (the “Agreement”) is a binding
contract between Cornerstone Building Brands, Inc. and its subsidiaries,
affiliates, and related entities (including the entities known as NCI Group,
Inc., NCI Building Systems, Inc., Ply Gem Industries, Inc., and Employee’s
hiring entity), (collectively, the “Company”), on the one hand, and, Donald R.
Riley, individually (“Employee”), on the other hand. The Company and Employee
will be referred to individually as a “Party” and collectively as the “Parties.”
I.


This <mask> AGREEMENT (the “Agreement”) is entered into as of April 5, 2020
(the “Effective Date”), by and between WOLFGANG H. DANGEL, an individual
residing in Sarasota County, Florida (“Dangel”), and HELIOS TECHNOLOGIES, INC.
(together with its subsidiaries, the “Company”), a Florida corporation.
W I T N E S E T H:


This <mask> Agreement (“Agreement”) is entered into as of this 15th day of
July, 2020, by and between TAILORED SHARED SERVICES, LLC (“SSU”), a wholly owned
subsidiary of Tailored Brands, Inc. (“TBI”) (collectively, SSU and TBI shall be
referred to as “TAILORED BRANDS” or the “Company”), and JACK CALANDRA
(“Calandra”).


This <mask> Agreement and Release (the “Agreement”) is made and entered into
by and between yourself and CenterPoint Energy Service Company, LLC, including
its associated companies and parent company and their partners, partnerships,
officers, directors, managers, employees, shareholders, agents, attorneys,
representatives, and assigns (hereafter referred to collectively as the
“Company”). Both the Company and you are entering into this Agreement as a way
of amicably concluding the employment relationship following your last day of
employment with the Company on February 19, 2020 (“Separation Date”) and
resolving any dispute or potential dispute or claim that you have or might have
with the Company. This Agreement is not and should not be construed as an
allegation or admission on the part of the Company that it has acted unlawfully
or violated any state or federal law or regulation. The Company, its officers,
directors, employees, shareholders, managers, agents, attorneys, representatives
and assigns specifically disclaim any liability to you or any other person for
any alleged violation of rights or for any alleged violation of any order, law,
statute, duty, policy or contract.


This <mask> Agreement with General Release (“Agreement”) is entered into by
and between William E. Newell (“Executive” or “you”), an individual, and
DENTSPLY SIRONA Inc., a Delaware corporation, (“Dentsply Sirona” or the
“Company”) (the Executive and the Company are referred to collectively as
“Parties”) as of June 9, 2020. The Parties entered into an employment agreement
(“Employment Agreement”) on May 27, 2017 and amended on August 6, 2018.


This <mask> Agreement and General Release (“Agreement”) is made by and
between Darden Restaurants, Inc. and its subsidiaries (the “Company”) and David
C. George (“Employee”). The Company and Employee wish to terminate their
employment relationship and resolve and forever settle any and all matters
between them. In consideration of the mutual promises contained herein, the
Employee and the Company agree as follows:


This <mask> Agreement and General Release (this “Agreement”) is made by and
between Tenneco Inc. (“Tenneco”), on its behalf and on behalf of its direct or
indirect subsidiaries, affiliates and related companies or entities, regardless
of its or their form of business organization, including without limitation,
whenever applicable Tenneco Automotive Operating Company Inc. (collectively the
“Employer Entities”), and Roger J. Wood (“Employee”). Tenneco and Employee are
referred to individually as a “Party” and collectively as the “Parties.” For
convenience, Tenneco is sometimes referred to herein as “Employer” when
referring to Employee’s employment relationship to Tenneco and the Employer
Entities.


This <mask> Agreement (“Agreement”) is entered into on this 2nd day of July,
2020 by and between, on the one hand, Jeffrey C. Hawken (“Mr. Hawken”) and, on
the other hand, Kilroy Realty Corporation, a Maryland corporation (“Company”),
and Kilroy Realty, L.P., a Delaware limited partnership (“Operating
Partnership”, and Company and Operating Partnership referred to collectively as
“KRC”). KRC and Mr. Hawken may be referred to herein jointly as “the Parties” or
individually as “the Party.”


This <mask> Agreement (hereinafter “Agreement”) is made between Integrated
Microwave Technology, LLC, a/k/a Vislink Technologies (hereinafter “Company”)
and John Payne (hereinafter “Employee” or “you”), intending to be legally bound,
and in consideration of the mutual covenants contained in this Agreement, and
other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties agree as follows:


This <mask> Agreement and Release (“Agreement”) is made between Orchard
Therapeutics plc (the “Parent”), Orchard Therapeutics North America, a
California corporation (the “U.S. Subsidiary”) and Mark Rothera (the
“Executive”). The Parent, the U.S. Subsidiary and their respective subsidiaries
and other affiliates are collectively referred to herein as the “Company,” and
the obligations of the Company set forth in this Agreement may be discharged by
any entity within that definition. The Parent, the U.S. Subsidiary and the
Executive are collectively referred to as the “Parties.”


THIS <mask> AGREEMENT AND GENERAL RELEASE (the “Agreement”) is by and
between John J. Reyle (“Reyle” and/or “you”) and RAIT Financial Trust (“RAIT”
and together with Reyle, the “Parties”).
As used in this Agreement, any
reference to RAIT shall include its predecessors, successors, affiliates, parent
or controlling corporations, partners, divisions, and subsidiaries, and each of
its present, past, and future directors, officers, partners, trustees,
principals, owners, including but not limited to managers, employees,
representatives, attorneys, insurers, reinsurers, family, heirs, administrators,
representatives, agents, successors, and assigns.
Any reference to Reyle shall
include his family, heirs, administrators, representatives, agents, successors,
and assigns.
A.Administrative Information


This <mask> AGREEMENT (the “Agreement”) is made and entered into this 24th
day of April 2020, by and between Cerecor Inc., a Delaware corporation (the
“Company”), and Dr. Simon Pedder, a resident of South Carolina (“Pedder”). (The
Company and Pedder are sometime referred to herein each as a “Party” and
together as the “Parties.”)


THIS <mask> AGREEMENT (this "Agreement") is made on the 30th day of
October
2020
BY AND BETWEEN:
(1) Net 1 UEPS Technologies Inc., a company incorporated under the laws of
Florida with IRS Employer Identification number 98-0171860, of 4th Floor,
President Place, Cnr Jan Smuts Avenue and Bolton Road, Rosebank, Johannesburg
2196, South Africa (the "Company"); and
(2) Philippus Stefanus Meyer, being the holder of the passport of the Republic
of South Africa carrying the number XXX and of XXX ("Philip Meyer");
(collectively hereinafter referred to as the "Parties").


THIS <mask> AGREEMENT (this “Agreement”) is made and entered into as of
January 1, 2020 by and between Ernest S. Pinner (“Executive”), on the one hand
and CenterState Bank Corporation (“CSFL”) and CenterState Bank, N.A. (the
“Bank”) on the other hand (collectively, the “Company”). The Company and
Executive are sometimes referred to collectively in this Agreement as the
“Parties.”


This <mask> Agreement (“Agreement”) is between Tennant Company, on behalf of
itself, its affiliated and related entities, and any of their respective direct
or indirect subsidiaries (collectively referred to herein as the “Company” or
“Tennant”), and Mary E. Talbott (referred to herein as “Employee”) (Tennant and
Employee are collectively referred to herein as “Parties”). This Agreement is
effective fifteen (15) days from the date on which it is signed by all Parties
hereto (“Effective Date”).


This <mask> Agreement and General Release of Claims (“Agreement”) is made
between Intel Corporation (“Intel” or the “Company”) and Dr. Venkata
Renduchintala (“you”). In return for your promises in this Agreement, Intel
agrees to provide you severance pay and benefits described below. Accordingly,
Intel and you understand and agree as follows:


This <mask> Agreement and General Release of All Claims (“Agreement”) is
made by and between American States Utility Services, Inc., including its
parent, affiliates and subsidiaries (collectively referred to as “ASUS” or the
“Company”), and James C. Cotton III (“Employee”) with respect to the following
facts:
A. Employee was employed by ASUS starting on June 14, 2008 and most recently was
the Senior Vice President and Procurement Officer from December 18, 2014 until
January 17, 2020. Employee’s separation was effective at 5:00 P.M. EST on
Friday, January 17, 2020 (“Separation Date”) due to voluntary resignation.
B. The parties desire to settle all claims and issues that have, or could have,
been raised between them; including all claims relating to Employee’s employment
relationship with ASUS and all claims arising out of or in any way related to
the acts, transactions or occurrences between Employee and ASUS, including but
not limited to, Employee’s employment relationship with ASUS or the termination
of that employment relationship, on the terms set forth below.
THEREFORE, in consideration of the promises and mutual agreements hereinafter
set forth, it is agreed by and between the undersigned as follows:


This <mask> Agreement and General Release (the “Agreement”) sets forth the
agreement between William D. Smith (“You”) and UFP Technologies, Inc. (“UFP”)
regarding the termination of your employment and is made as of the date You sign
below.
By signing and returning this Agreement, you will be entering into a binding
agreement with UFP on the terms and conditions, including the release of claims,
set forth below. If you choose not to sign and return this Agreement, you shall
not receive the Severance Benefits described below. You will, however, receive
payment of all Earned Compensation through the Separation Date. If applicable,
You will continue to be covered under UFP’s medical, dental, and vision plans
until the end of the month, at which time you may elect to continue receiving
medical, dental and vision insurance pursuant to the Consolidated Omnibus Budget
Reconciliation Act (“COBRA”) governing continuation of health insurance
coverage. Notification of your rights under COBRA and an election form, as well
as information regarding your enrollment under other UFP benefit plans will be
provided to you in the next 30 days by mail to the last address that you
provided to UFP.


This <mask> Agreement (this “Agreement ”) is hereby made and entered into
between MEDNAX SERVICES, INC., f/k/a PEDIATRIX MEDICAL GROUP, INC., a Florida
corporation (“Employer ”), and ROGER J. MEDEL, M.D. (“Employee ”) to be
effective as set forth in Section 10 below. Employer and Employee may be
referred to herein as a “Party ” and, together, the “Parties.”


THIS <mask> AGREEMENT AND RELEASE (“Agreement”) is entered into between
Antonio Gonzalez (“you”) and Integer Holdings Corporation (“Company”). In
consideration of the mutual promises, benefits and covenants herein contained,
you and the Company hereby agree as follows:
Separation Date
You acknowledge that your employment with the Company and any other Releasee (as
defined below) ended effective January 3, 2020 (the “Separation Date”). After
the Separation Date, you will not represent to others that you are an employee,
officer, agent, or representative of the Company or any other Releasee for any
purpose. As a result of the separation of your employment, your pay ceased as of
the Separation Date, and your benefits will terminate in accordance with the
Company’s plan documents, except for any benefit continuation or conversion
rights you may have under the applicable plan documents. Group health plan
coverage terminated on January 3, 2020, except to the extent you exercise any
continuation coverage rights you have pursuant to COBRA. You will receive COBRA
notice under separate cover.
Separation Benefits
If you timely execute, do not revoke, and comply at all relevant times with this
Agreement, you will be eligible to receive the following benefits (collectively,
the “Separation Benefits”):


This <mask> Agreement (“Agreement”) confirms the mutual agreement we have
reached concerning your separation from employment with CURE Pharmaceutical
Corporation (the “Company”). For purposes of this Agreement, you are referred to
as “Employee” or “you”. Subject to your return of a signed copy of this
Agreement to the undersigned, the Company will provide you certain severance
payments and benefits as listed below:


THIS <mask> AGREEMENT AND GENERAL RELEASE (the “Agreement”) is by and
between Alfred J. Dilmore (“Dilmore” and/or “you”) and RAIT Financial Trust
(“RAIT” and together with Dilmore, the “Parties”).
As used in this Agreement,
any reference to RAIT shall include its predecessors, successors, affiliates,
parent or controlling corporations, partners, divisions, and subsidiaries, and
each of its present, past, and future directors, officers, partners, trustees,
principals, owners, including but not limited to managers, employees,
representatives, attorneys, insurers, reinsurers, family, heirs, administrators,
representatives, agents, successors, and assigns.
Any reference to Dilmore
shall include his family, heirs, administrators, representatives, agents,
successors, and assigns.
A.Administrative Information


This <mask> Agreement (“Agreement”) is made and entered into by and between
Janet Loduca and Pacific Gas and Electric Company (the “Company” or “PG&E”)
(collectively the “Parties”) and sets forth the terms and conditions of Ms.
Loduca’s separation from employment with the Company. The “Effective Date” of
this Agreement is defined in paragraph 18(a).


This <mask> AGREEMENT (this “Agreement”) by and between Stephen M. Butz
(“Executive”), Noble Corporation plc, a public limited company formed under the
laws of England and Wales (“Parent”), and Noble Drilling Services Inc., a
Delaware corporation (the “Company” and, together with Parent, the “Employer
Parties”), is entered into on March 11, 2020. Executive, Parent, and the Company
are sometimes collectively referred to as the “Parties.”


This <mask> Agreement and General Release (“Agreement”) is made and entered
by and between Colin Hutchison (“Executive”) and Edgewell Personal Care Company,
and it subsidiaries and affiliates (collectively, “Edgewell” or the “Company”),
and pursuant to the terms of the Edgewell Personal Care Company Executive
Severance Plan (“Severance Plan”) in effect as of the Separation Date (defined
below). In consideration of the following promises, the parties agree to the
following:


This <mask> Agreement (hereinafter “Agreement”) is made between Vislink
Technologies, Inc. (hereinafter “Company”) and Roger G. Branton (hereinafter
“Employee” or “you”), intending to be legally bound, and in consideration of the
mutual covenants contained in this Agreement, and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties agree as follows:


This <mask> Agreement and General Release of Claims (this “Agreement”) is
entered into by and between Clinton Roeder (“Employee”) and Nine Energy Service,
LLC, a Delaware limited liability company (the “Company”). Nine Energy Service,
Inc., a Delaware corporation (“Nine”), enters into this Agreement for the
purpose of acknowledging and agreeing to Sections 1(c) and 12 below.


THIS <mask> AGREEMENT (this “Agreement”) is made and entered into as of
April 21, 2020, by and between Xenia Hotels & Resorts, Inc., a Maryland
corporation (the “Company”), XHR Management, LLC, a Delaware limited liability
company (“XHR Management”), XHR LP, a Delaware limited partnership (the
“Partnership”), and Philip A. Wade (“Wade”).


This <mask> Agreement and Release (“Agreement”) is made by and between Brian
Dow (“Executive”) and Pulse Biosciences, Inc. (formerly known as Electroblate,
Inc.) (together, Pulse Biosciences, Inc. and Electroblate, Inc. are the
“Company”) (collectively, Executive and the Company referred to as the “Parties”
or individually referred to as a “Party”).


This <mask> Agreement ("Agreement") is made and entered into by and between
Andrew Vesey and Pacific Gas and Electric Company (the "Company" or "PG&E")
(collectively the "Parties") and sets forth the terms and conditions of Mr.
Vesey’s separation from employment with the Company. The "Effective Date" of
this Agreement is defined in paragraph 18(a).


This <mask> Agreement and Release ("Agreement") is made and entered into by
and between and The Chemours Company ("Employer") and Paul Kirsch ("Employee"),
in connection with Employee's separation of employment with Employer, effective
October 31, 2019 (the "Separation Date").
In consideration of the mutual promises and releases contained herein and other
good and valuable consideration as set forth herein, it is hereby agreed as
follows:


This <mask> Agreement (this “Agreement”) is made and entered into as of
October 2, 2020 (the “Effective Date”), by and between DXC Technology Company, a
Nevada corporation (including any subsidiaries and affiliates, the “Company”),
and Paul Saleh, a Virginia resident (“you”). For certain good and valuable
consideration, the receipt, adequacy and legal sufficiency of which are hereby
acknowledged, you and the Company, intending to be legally bound, hereby agree
as follows:


This <mask> Agreement (this “Separation Agreement”) sets forth our
understanding regarding your separation from Jones Lang LaSalle Incorporated
(including Jones Lang LaSalle Americas, Inc. and their respective affiliated
entities (collectively, the “Company”)). [Reference is made to that certain
Letter Agreement, as executed by you and the Company on February 27, 2019 (the
“Employment Agreement”). Reference is also made to the Severance Pay Plan of
Jones Lang LaSalle Incorporated as amended and restated effective March 15, 2019
(the “Severance Plan”). This Separation Agreement shall be effective only if
executed by you and delivered to the Company on or before 5:00 p.m. (Chicago
time) on July 10, 2020. You will have seven days after delivering an executed
copy of this Separation Agreement to change your mind and revoke your
acceptance; if you choose not to revoke your decision during this seven-day
period, this Separation Agreement shall become effective on the eighth day
following your delivery of the executed Separation Agreement to the Company (the
“Effective Date”).


THIS EXECUTIVE <mask> AGREEMENT AND RELEASE (this “Agreement”) is entered
into effective as of the Effective Date (as defined in Section 8) by and between
James Daniel Dellinger (“Executive”) and Reliant Bancorp, Inc., a Tennessee
corporation (“Company”). Company and Executive are referred to collectively
herein as the “Parties,” and each of Company and Executive is referred to herein
individually as a “Party.”


This <mask> Agreement is entered into between David Buchen (“Executive") and
Amneal Pharmaceuticals LLC and Amneal Pharmaceuticals, Inc. ("Amneal" or the
"Company") as of August 2, 2019 (the "Effective Date"). Capitalized terms not
otherwise defined herein shall have the meanings set forth in that certain
Employment Agreement between Executive and the Company entered into as of
December 28, 2018 (and effective as of January 1, 2019) ("Employment Agreement")
as amended from time to time.
In consideration of the mutual covenants and agreements hereinafter set forth,
and intending to be legally bound, the parties agree as follows:


This <mask> Agreement and Release (“Agreement”) is made by and between
[
] (“Employee”) and Organovo Holdings, Inc. (the “Company”)
(collectively referred to as the “Parties” or individually referred to as a
“Party”) pursuant to the Organovo Holdings, Inc. Severance and Change in Control
Plan, as amended (the “Plan”) and the Severance Plan Participation Agreement
entered into thereunder (the “Participation Agreement”). All capitalized terms
used in this Agreement not otherwise defined herein shall have the meanings set
forth in Section 2 of the Plan, except as otherwise specified.


THIS EXECUTIVE <mask> AGREEMENT AND RELEASE (this “Agreement”) is entered
into effective as of the Effective Date (as defined in Section 8) by and among
Louis E. Holloway (“Executive”), Reliant Bancorp, Inc., a Tennessee corporation
(“Company”), and Reliant Bank, a Tennessee-chartered bank (“Bank” and together
with Company, collectively, “Reliant”). Company, Bank, and Executive are
referred to collectively herein as the “Parties,” and each of Company, Bank, and
Executive is referred to herein individually as a “Party.”


This <mask> Agreement and General Release (this "Agreement") is made as of
December 31, 2019, by and between LISA M. HAMBLET (the "Executive") and BMC
STOCK HOLDINGS, INC. (the "Company"). (In this Agreement, the Executive or the
Company may be referred to individually as a "Party" and together as the
"Parties".)


This <mask> Agreement and Complete Release of Claims (the “Agreement”) is a
binding contract between Cornerstone Building Brands, Inc. and its subsidiaries,
affiliates, and related entities (including the entities known as NCI Group,
Inc., NCI Building Systems, Inc., Ply Gem Industries, Inc., and Employee’s
Hiring Entity), (collectively, the “Company”), on the one hand, and, Bradley S.
Little, individually (“Employee”), on the other hand. The Company and Employee
will be referred to individually as a “Party” and collectively as the “Parties.”
I.


This <mask> Agreement (“Agreement”) is entered into as of this 5th day of
December, 2019, by and between TAILORED SHARED SERVICES, LLC (“SSU”), a wholly
owned subsidiary of Tailored Brands, Inc. (“TBI”) (collectively, SSU and TBI
shall be referred to as “TAILORED BRANDS” or the “Company”), and MARY BETH BLAKE
(“Blake”).


THIS <mask> AGREEMENT AND RELEASE (this “Separation Agreement”) is entered
into effective as of the date on which Executive signs this Separation Agreement
(the “Effective Date”), by and between Caesars Enterprise Services, LLC, with
offices at One Caesars Palace Drive, Las Vegas, Nevada 89109 (together with its
successors and assigns, the “Company”) and Janis L. Jones Blackhurst
(“Executive”). All terms not defined in this Separation Agreement shall have the
same meanings as those set forth in the Employment Agreement (as defined below).


This <mask> AGREEMENT (the “Agreement”) is entered into as of September 9,
2020 (the “Effective Date”), by and between RAJASEKHAR MENON, an individual
residing in Manatee County, Florida (“Menon”), and HELIOS TECHNOLOGIES, INC.
(together with its subsidiaries, the “Company”), a Florida corporation.
W I T N E S E T H:


This <mask> AGREEMENT AND GENERAL RELEASE OF CLAIMS (this “Agreement”) is
entered into by and among Holbrook F. Dorn (“Executive”) and Black Stone Natural
Resources Management Company, a Delaware corporation (the “Company”). Black
Stone Minerals GP, L.L.C., a Delaware limited liability company (the “General
Partner”), joins this Agreement for the limited purpose of agreeing to Sections
2, 3 and 13 below. The Company, the General Partner, and Executive are each
referred to herein individually as a “Party” and collectively as the “Parties.”


This <mask> Agreement and General Release (“Agreement”) is entered into by
you, Matthew J. Stevenson, on behalf of yourself, your heirs, executors,
administrators, successors, assigns and anyone else who may sue on your behalf
(collectively, “you”) and The ServiceMaster Company, LLC, on behalf of itself,
past and present subsidiaries, parent companies, affiliated entities,
predecessors, successors, assigns, and their respective past and present
officers, directors, employees, insurers and agents (collectively, “Company” or
“ServiceMaster”).
In consideration of the mutual covenants in this Agreement,
the parties hereby agree as follows:


This <mask> AGREEMENT (this “Agreement”) is executed by J. Brent Meyer
(“Employee”) and the Company as of the dates set forth below. Reference is made
to the Employment Agreement, dated as of November 30, 2017, between John B.
Sanfilippo & Son, Inc. (the “Company”) and Employee (the “Employment
Agreement”) and all capitalized terms used in this Agreement and not otherwise
defined herein are as defined in the Employment Agreement.
In consideration of the mutual promises, covenants and agreements in this
Agreement, which Employee agrees constitute good and valuable consideration,
Employee stipulates and agrees as follows:


This <mask> Agreement is entered into between SailPoint Technologies, Inc.,
a Delaware corporation, together with its parent and affiliated companies
(collectively referred to herein as “Company”) and James C. McMartin
(“Employee”). SailPoint Technologies Holdings, Inc., a Delaware corporation and
indirect parent of Company, is referred to herein as “SAIL”. In consideration of
the mutual promises set forth below, Company and Employee agree as follows:


This <mask> Agreement and General Release (hereinafter, the “Agreement”) is
made and entered into this 12th day of March, 2020 by and between Thomas J.
Perrotti (hereinafter referred to as “Executive”), and Automatic Data
Processing, Inc. (hereinafter referred to as the “Company”).
In exchange for the mutual promises contained herein and pursuant to the
Automatic Data Processing, Inc. Corporate Officer Severance Plan (the “Corporate
Officer Severance Plan”), Executive and the Company, intending to be bound
hereby, covenant and agree as follows:


This <mask> Agreement (the “Agreement”) is entered into by and between
Genprex, Inc.
(the “Company”) and Julien L.
Pham (the “Employee”), as of the
date signed by Employee below.
This Agreement sets forth the mutual agreement
of the Company and Employee regarding Employee’s separation from employment.
In consideration of the mutual covenants and promises below, the Company and
Employee agree as follows:


This <mask> Agreement (this “Separation Agreement”) between SITE Centers
Corp. (the “Company”) and Michael A. Makinen (“you” and similar words),
effective as of September 23, 2020 (the “Effective Date”), sets forth certain
terms of your separation from the Company, including certain terms required
under the Employment Agreement, dated as of March 2, 2017, between the Company
and you (the “Employment Agreement”), in order for you to receive certain
separation payments and benefits, as set forth in detail below.
By signing this Separation Agreement, you and the Company agree as follows:


This <mask> Agreement and General Release (the “Agreement”) is made by and
between Tricia Rothschild and his/her heirs, agents, and assigns (hereinafter,
“Employee”) and Morningstar, Inc. and its affiliates, directors, officers,
employees, agents, successors and assigns (hereinafter, the “Company”).
In consideration of the mutual promises contained herein, the parties agree to
the following terms:


This <mask> Agreement and Release (“Agreement”) is made and entered into
freely, by and between P. James Debney (“Debney”) and American Outdoor Brands
Corporation (“AOBC”), a Nevada corporation and its parent, subsidiaries,
affiliates, agents, successors, assigns and related entities (hereinafter
collectively “the Company” unless the context requires otherwise). For purposes
of this Agreement, Debney and the Company are collectively referred to herein as
the “Parties.”


This <mask> Agreement (the “Agreement”) is effective as of this 30th day of
November, 2016 (the “Effective Date”) between Indiana University Research and
Technology Corporation, having a place of business at 518 Indiana Avenue,
Indianapolis, Indiana 46202 (“IURTC”) and Chondrial Therapeutics IP Holdings,
LLC (f/k/a Chondrial Therapeutics, LLC), having its principal offices at 4500
East 75th Street, Indianapolis, Indiana 46250 (“Chondrial”).


This <mask> Agreement (“Agreement”), dated as of [, 2018] (the “Effective
Date”), is made by and between, ONCOTELIC INC., a corporation organized and
existing under the laws of the State of Delaware having its principal place of
business at 29397 Agoura Rd., Suite 107, Agoura Hills, CA 91301 (“ONCOTELIC”),
and AUTOTELIC BIO., a Korean corporation having its principal place of business
at Room #302, 194-41, Osongsaengmyeong 1-ro, Yeonje-ri, Osong-eup, Heungdeok-gu,
Cheongju-si, Chungcheongbuk-do, Republic of Korea (“ATB”).


This Amended and Restated <mask> Agreement (collectively with exhibits and
appendices hereto, the “Agreement”) is entered into on May _, 2014 (the
“Execution Date”), by and between the Technion Research and Development
Foundation Ltd. having a place of business at Senate house, Technion City, Haifa
Israel, (“Licensor”), acting on behalf of itself and the Technion-Israel
Institute of Technology, and Applied Immune Technology Ltd, a company organized
under the laws of the State of Israel and having a place of business at Gutwirth
Industrial Park, Technion City, Haifa 32000 Israel (“Company”).


This <mask> AGREEMENT (this “Agreement”) is made effective as of April 15, 2020
(the “Effective Date”) by and among Atlas Sciences, LLC, a Utah limited
liability company (“Licensor”), and Jaguar Health, Inc., a Delaware corporation
(“Licensee”). Licensor and Licensee are referred to in this Agreement
individually as a “Party” and collectively as the “Parties.”


This First Amendment to <mask> Agreement (the “Amendment”), effective as of
April 27, 2020 (the “Amendment Effective Date”) by and between Bausch Health
Ireland Limited (“Bausch Health”) and Clearside Biomedical, Inc. (“Clearside”),
amends that certain License Agreement, dated October 22, 2019, by and between
Bausch Health and Clearside (the “Agreement”).
Each of Bausch and Clearside
shall be referred to herein individually as a “Party” and collectively as the
“Parties.”


THIS <mask> AGREEMENT (this “AGREEMENT”) is made effective as of the 10th of
January 2020 (the “EFFECTIVE DATE”), by and among Axsome Therapeutics, Inc., a
corporation organized and existing under the laws of Delaware with offices at
200 Broadway, 3rd Floor, New York, NY 10038 (“AXSOME”) and Pfizer Inc., a
corporation organized and existing under the laws of Delaware with offices at
235 East 42nd Street, New York, NY 10017 (“PFIZER”). AXSOME and PFIZER may, from
time-to-time, be individually referred to as a “PARTY” and collectively referred
to as the “PARTIES”.


This <mask> Agreement (this “Agreement”) is made as of
July 6, 2020 (the
“Effective Date”), by and between Turning Point Therapeutics, Inc., a
corporation organized and existing under the laws of Delaware (“TPTX”), located
at 10628 Science Center Drive, Suite 200, San Diego, California 92121, United
States of America, and Zai Lab (Shanghai) Co., Ltd., an exempted company
organized and existing under the laws of P.R. of China, located at 4F, Bldg 1,
Jinchuang Plaza, 4560 Jinke Rd, Shanghai, China, 201210 (“Zai”).
TPTX and Zai
are referred to in this Agreement individually as a “Party” and collectively as
the “Parties.”


This <mask> Agreement (this “Agreement”) is made as of July 13, 2020 (the
“Effective Date”), by and between Sorrento Therapeutics, Inc., a Delaware
corporation (“Sorrento”) and ACEA Therapeutics, Inc., a Cayman Island
corporation (“ACEA”).
Sorrento and ACEA shall be referred to herein
individually as a “Party” and collectively as the “Parties”.


THIS <mask> AGREEMENT is entered into as of this 23 day of August, 2020 (the
“Effective Date”), by and between Processa Pharmaceuticals, Inc. a corporation
organized under the laws of Delaware, having a business address at 7380 Coca
Cola Drive, Suite 106, Hanover, MD 21076 (“Processa”), and Elion Oncology, Inc.
a corporation organized under the laws of Maryland whose principal place of
business is at 4800 Hampden Lane, Bethesda, MD 20814 (“Elion”).


This Amendment to <mask> Agreement (“Amendment”) is made and entered into as of
January 9, 2020 (the “Amendment Date”), by and between MedImmune Limited, a
limited liability company formed under the laws of the United Kingdom
(“MedImmune”), and PhaseBio Pharmaceuticals, Inc., a corporation formed under
the laws of the State of Delaware (“Licensee”). SFJ (as defined below) shall be
deemed to be a party to this Amendment for the purposes of paragraphs 3(a) and 6
hereof.


This AMENDED AND RESTATED <mask> AGREEMENT FOR PDK (the “Agreement”), effective
as of December 13, 2019 (the “Separation Effective Date”), is made by and
between Sunesis Pharmaceuticals, Inc., a Delaware corporation, having a
principal place of business at 395 Oyster Point Boulevard, Suite 400, South San
Francisco, CA 94080 (“Sunesis”), and Millennium Pharmaceuticals, Inc., a
Delaware corporation, having a principal place of business at 40 Landsdowne
Street, Cambridge, Massachusetts
02139 (“Millennium”).
Sunesis and Millennium
are sometimes referred to herein individually as a “Party” and collectively as
the “Parties”.


This <mask> Agreement (this "Agreement") effective as of the 25th day of April,
2008 ("Effective Date"), is between PARI Pharma GmbH, a German corporation with
a principal place of business at Moosstrasse 3, D-82319 Starnberg, Germany
("PARI") and Transave, Inc., a Delaware corporation with registered offices at
11 Deer Park Drive, Suite 117, Monmouth Jct., NJ 08852, United States of America
(“Transave”). Each of PARI and Transave shall be referred to as a “Party,” and
collectively the “Parties.”


This <mask> Agreement (the “Agreement”) is entered into as of April 21, 2020
(the “Effective Date”) by and between Foamix Pharmaceuticals Ltd., a company
organized and existing under the laws of the State of Israel and having a place
of business at 2 Holzman Street, Rehovot Science Park, Rehovot, Israel
(“Foamix”), and Cutia Therapeutics (HK) Limited, a company organized and
existing under the laws of Companies Ordinance (Chapter 622 of the laws of Hong
Kong) and having a place of business at Unit 402, 4/F Fairmont Hse No 8 Cotton
Tree Drive Admiralty Hong Kong (“Cutia”). Foamix and Cutia are sometimes
referred to herein individually as a “Party” and collectively as the “Parties.”


THIS <mask> AGREEMENT (“Agreement”) is made and entered into as of this 18th
day of July 2019, between Sterling/Winters Company, a California Corporation
DBA: Tommy Meharey MIVITM LLC (“Licensor”), and, Samsara Luggage Inc., which is
currently in process of merging with Publicly Traded Darkstar Ventures Inc.
[OTC: DAVC] (“Licensee”), as follows:


This <mask> Agreement (“Agreement”) is entered into as of December 22, 2017
(“Effective Date”), by and between The Feinstein Institute for Medical Research,
a not-for-profit corporation organized and existing under the laws of New York,
having an office and place of business at 350 Community Drive, Manhasset, NY
11030 (“Licensor”) and ArTara Therapeutics, Inc., a corporation organized and
existing under the laws of Delaware, having an office and place of business at
302a West 12th Street, Suite 254, New York, NY 10014 (“Licensee”).
STATEMENT
Licensor is the owner by assignment of the Agreement Patents (as defined below)
which relate to treatment of fatty liver disease in humans. Licensee wishes to
acquire an exclusive license in the Field (as defined below) from Licensor with
respect to such patent rights.


This <mask> AGREEMENT (the “Agreement”) is made and entered into as of March 1,
2020 (the “Effective Date”) by and between:
PROTHENA BIOSCIENCES LIMITED, an Irish limited company with a principal place of
business at 77 Sir Rogerson’s Quay, Block C, Grand Canal Docklands, Dublin 2,
Ireland (“Prothena”), and
F. HOFFMANN-LA ROCHE LTD, a Swiss corporation with a principal place of business
at Grenzacherstrasse 124, 4070 Basel, Switzerland (“Roche”), on the other hand.
Prothena and Roche are sometimes referred to herein individually as a “Party”
and collectively as the “Parties”.


This Fifth Amendment to <mask> Agreement (this “Fifth Amendment”) effective as
of September 11, 2020 (this “Fifth Amendment Effective Date”), is made by and
between The Trustees of the University of Pennsylvania (“Penn”) and REGENXBIO
Inc. (“Company”) (collectively, the “Parties”) and amends the License Agreement
between the Parties, which was effective as of February 24, 2009, as
subsequently amended by a First Amendment dated March 6, 2009, a Second
Amendment dated September 9, 2014, a Third Amendment dated April 29, 2016, and a
Fourth Amendment dated April 4, 2019 (the “License Agreement”). All capitalized
terms used but not defined herein shall have the meaning set forth in the
License Agreement.


This <mask> Agreement (the “Agreement”) is entered into on August 10, 2020 (the
“Effective Date”) between Eyenovia, Inc., a Delaware corporation with a place of
business at 295 Madison Ave., New York, NY 10017 (“Eyenovia”), and Arctic Vision
(Hong Kong) Limited, a Hong Kong company with a registered office at 23/F Nan
Fung Tower 88 Connaught Road C & 173 Des Voeux Road C, Central, Hong Kong
(“Arctic Vision”). Eyenovia and Arctic Vision may be referred to herein
individually as a “Party” and collectively as the “Parties”.


THIS <mask> AGREEMENT (this “Agreement”) is made and entered into as of October
29, 2020, (“Effective Date”) between Ocular Therapeutix, Inc., a corporation
organized and existing under the laws of Delaware with a principal place of
business at 24 Crosby Drive Bedford, MA
01730 (“Ocular”), and AffaMed
Therapeutics Limited a Corporation duly organized and existing under the laws of
Hong Kong, with a principal place of business at Room 3306-3307, Two Exchange
Square, 8 Connaught, Hong Kong (“Licensee”).
Ocular and Licensee may be referred to herein individually as a “Party” and
collectively as the “Parties”.


This Amendment to <mask> Agreement (this “Amendment”) is entered into as of May
1, 2020 (the “Amendment Date”), by and among Karyopharm Therapeutics Inc., a
Delaware corporation (“Karyopharm”), and Antengene Therapeutics Limited, a
corporation organized and existing under the laws of Hong Kong
(“Antengene”).
Capitalized terms used herein and not defined herein shall have
the meanings ascribed to them in the Agreement (as defined below).


THIS <mask> AGREEMENT (this “Agreement”) is made and entered into as of March
10, 2020 (“Effective Date”) between Clearside Biomedical, Inc., with a principal
place of business at 900 North Point Parkway, Suite 200, Alpharetta, Georgia
30005 United States of America (“Clearside”), and Arctic Vision (Hong Kong)
Limited, with a principal place of business at 23/F Nan Fung Tower 88 Connaught
Road C & 173 Des Voeux Road C Central HK (“Arctic Vision”), and solely with
respect to Section 17.11 (Guaranty), Arctic Vision (Cayman) Limited with a
principal place of business at Cricket Square, Hutchins Drive, P.O. Box 2681,
Grand Cayman KY1-1111 Cayman Islands (“Arctic Vision Parent”).
Clearside and Arctic Vision may be referred to herein individually as a “Party”
and collectively as the “Parties”.


This Amendment to <mask> Agreement (this "Amendment") is made and entered into
as of February 8, 2019, by and among Ligand Pharmaceuticals Incorporated, a
Delaware corporation ("Ligand"), Neurogen Corporation, a Delaware corporation
("Neurogen"), CyDex Pharmaceuticals, Inc., a Delaware corporation ("CyDex"), and
Seelos Corporation, formerly known as Seelos Therapeutics, Inc., a Delaware
corporation ("Seelos"). This Amendment amends that certain License Agreement
dated as of September 21, 2016 by and among Ligand, Neurogen, CyDex and Seelos
(including all amendments, if any, before the date of this Amendment, the
"Agreement"). Capitalized terms not otherwise defined in this Amendment shall
have the meanings ascribed to them in the Agreement.


THIS <mask> AGREEMENT (the “Agreement”) is entered into as of the 9th day of
October, 2020 (the “Effective Date”), by and between Eyenovia, Inc., a Delaware
corporation having an office at 295 Madison Ave., Suite 2400, New York, NY 10017
(“Eyenovia” or “Licensor”), and Bausch Health Ireland Limited, an Ireland
corporation having an office at 3013 Citywest Business Campus, Dublin 34,
Ireland (“Bausch Health” or “Licensee”).


This <mask> Agreement (the “Agreement”), effective, subject to Article 22, upon
the Effective Time (as defined in the Agreement and Plan of Merger (the "Merger
Agreement") between Fibrogen, Inc., FGIM Corp, Imigen Systems, Inc. (the "Imigen
Acquisition") ("Effective Date"), is between the Dana-Farber Cancer Institute,
Inc., a Massachusetts non-profit organization having a principal place of
business at 44 Binney Street, Boston, Massachusetts, 02115 (“DFCI”), and
FibroGen, Inc., a Delaware corporation having a principal place of business at
225 Gateway Blvd., South San Francisco, CA 94080 (“LICENSEE”).


This <mask> AGREEMENT (this “Agreement”), the effective date of which is
February 12, 2020 (hereinafter “Effective Date”) is made by and between Kansas
State University Research Foundation, a non-profit Kansas corporation having its
principal office at 2005 Research Park Circle, Manhattan, Kansas, USA, 66502
(hereinafter referred to as “Foundation”) and Cocrystal Pharma, Inc., a
corporation having its principal office at 19805 North Creek Parkway, Bothell,
WA 98011 (hereinafter referred to as “Licensee”)(each of Foundation and
Licensee, a “Party” and together the “Parties”).


This <mask> Agreement (this “Agreement”) dated as of November 8, 2019 (the
“Effective Date”) is by and between UroGen Pharma Ltd., a company organized and
existing under the laws of the State of Israel having an address at 9 HaTaasia
St., Ra’anana 4365007, Israel (“UroGen”), and Agenus Inc., a Delaware
corporation with offices at 3 Forbes Road, Lexington, Massachusetts 02421 USA
(“Agenus”).
UroGen and Agenus may each be referred to herein individually as a
“Party” or, collectively, as the “Parties”.


THIS <mask> AGREEMENT (this “Agreement”) dated as of July 14, 2016 (the
“Effective Date”), is entered into between TypeZero Technologies LLC, a Delaware
corporation (“TypeZero”), having a place of business at 212 East Main Street,
Suite 202, Charlottesville, VA 22902, and Tandem Diabetes Care, Inc., a Delaware
corporation (“Tandem”), having a place of business at 11045 Roselle Street, San
Diego, CA 92121.


This <mask> Agreement (this “Agreement”) is made as of October 22, 2019 (the
“Effective Date”), by and between Clearside Biomedical, Inc., a Delaware
corporation having a place of business at 900 North Point Parkway, Suite 200,
Alpharetta, GA 30005, United States of America (“Clearside”), and Bausch Health
Ireland Limited, an Irish company having an office at 3013 Lake Drive, Citywest
Business Campus, Dublin, Ireland (“Bausch Health”). Clearside and Bausch Health
are referred to in this Agreement individually as a “Party” and collectively as
the “Parties.”


This <mask> AGREEMENT (this “Agreement”), the effective date of which is April
1, 2020 (hereinafter “Effective Date”) is made by and between Kansas State
University Research Foundation, a non-profit Kansas corporation having its
principal office at 2005 Research Park Circle, Manhattan, Kansas, USA, 66502
(hereinafter referred to as “Foundation”) and Cocrystal Pharma, Inc., a
corporation having its principal office at 19805 North Creek Parkway, Bothell,
WA 98011 (hereinafter referred to as “Licensee”) (each of Foundation and
Licensee, a “Party” and together the “Parties”).


This <mask> Agreement (“Agreement”) is entered into by and between Matrix
Biomed, Inc. (“Licensor”), a Delaware corporation having a place of business at
2301 Dupont Drive, Suite 420, Irvine, California 92612, and Adamis
Pharmaceuticals (“Licensee”), a Delaware corporation having a principal place of
business at 11682 El Camino Real, Suite 300, San Diego, California 92130.
Licensor and Licensee may be referred to herein individually as a “Party” or
collectively as the “Parties”.


This <mask> AGREEMENT (this “Agreement”) is entered into as of January 13th,
2020 (the “Effective Date”) by and between Innovent Biologics (Suzhou) Co.,
Ltd., a PRC corporation (“Innovent”) and Coherus BioSciences, Inc., a Delaware
corporation (“Coherus”).
Innovent and Coherus are each referred to herein by
name or as a “Party” or, collectively, as the “Parties.”


This Amended and Restated <mask> Agreement (this “Agreement”) is made effective
as of March 7, 2011 (the “Effective Date”) by and between ARIAD Pharmaceuticals,
Inc., a Delaware corporation with its principal place of business at 26
Landsdowne Street, Cambridge, MA 02139 (“ARIAD”), and Bellicum Pharmaceuticals,
Inc., a Delaware corporation with a place of business at 6400 Fannin St., Suite
2300, Houston, TX 77030 (“Bellicum”). ARIAD and Bellicum are each hereafter
referred to individually as a “Party” and together as the “Parties”.


This First Amendment to <mask> Agreement (the “First Amendment”) is made as of
November 4, 2019 (the “First Amendment Effective Date”) by and between REGENXBIO
Inc., a corporation organized under the laws of the State of Delaware, with
offices at 9600 Blackwell Road, Suite 210, Rockville, MD 20850 (“Licensor”), and
Abeona Therapeutics Inc., a corporation organized under the laws of the State of
Delaware, with offices at 1330 Avenue of the Americas, 33rd Floor, New York, NY
10019 (“Licensee”). Licensor and Licensee are hereinafter referred to
individually as a “Party” and collectively as the “Parties.”


This <mask> Agreement (the “Agreement”) is effective as of this 30th day of
November, 2016 (the “Effective Date”) between Wake Forest University Health
Sciences, having its principal offices at Medical Center Boulevard,
Winston-Salem, North Carolina 27157 (“WFUHS”) and Chondrial Therapeutics IP
Holdings, LLC (f/k/a Chondrial Therapeutics, LLC), having its principal offices
at 4500 East 75th Street, Indianapolis, Indiana 46250 (“Chondrial”).


This SECOND AMENDMENT TO <mask> AGREEMENT (this “Second Amendment”) is made and
entered into as of this 27th day of November, 2018 (“Effective Date”) by and
between Athenex, Inc., formerly known as Kinex Pharmaceuticals, Inc., a
corporation organized and existing under the laws of the state of Delaware, USA,
with a principal place of business at 1001 Main Street, Suite 600, Buffalo, New
York 14203 (“Athenex” or “Kinex”), and PharmaEssentia Corp., a publicly traded
company organized and existing under the laws of Taiwan with a principal place
of business at 13F., No. 3 YuanQu Street, Nankang District,Taipei115, Taiwan
(“PharmaEssentia”).


This <mask> Agreement (this “Agreement”), effective as of April 22, 2020 (the
“Effective Date”) by and between ImmuneCyte Life Sciences Inc., having its
principal place of business at 185 Technology Dr. #150, Irvine, CA 92618
(“Supplier”), and ThermoGenesis Corp. having its principal place of business at
2711 Citrus Road, Rancho Cordova, CA 95742 (“Thermo”).
Supplier sells SARS-CoV-2(COVID-19) IgM/IgG Antibody Fast Detection Kit
(Colloidal Gold). Thermo desires to have Supplier provide the Products listed on
Exhibit A to this Agreement (“Products”) for use as Thermo’s own products
intended for worldwide distribution. Thermo will apply for proper regulatory
approval and purchase the Products from Supplier, and Supplier desires to sell
Products to Thermo under the terms and subject to the conditions set forth
herein.
Supplier also wishes that, from time to time, Thermo distribute Product to
Supplier customers. Thermo desires to distribute Product to Supplier’s customers
and when doing so, Thermo will sell the product at the price stipulated by the
Supplier and provide a commission back to the Supplier.
The parties hereto agree as follows:


This Amendment to <mask> Agreement ("Amendment") is effective as of July 23,
2019 (the "Effective Date"), between Nevro Corp., a Delaware corporation
(“Nevro”), and Pro-Tech Design and Manufacturing, Inc., a California corporation
("Pro-Tech").
The parties hereby agree to amend the Supply Agreement entered
into between the parties effective July 23, 2014 (the “Agreement”).
All defined
terms in this Amendment shall have the same meaning as stated in the Agreement,
unless otherwise expressly stated in this Amendment.
The parties agree to amend
and/or supplement the Agreement as follows:


This Amended and Restated <mask> Agreement (“Agreement”) is entered into as of
May 3, 2019 (“Execution Date”), by and between FTS International Services, LLC,
a Texas limited liability company (“FTSI”), and Covia Holdings Corporation, a
Delaware corporation (“Supplier”) with effect from and after April 1, 2019 (the
“Effective Date”).
FTSI and Supplier are sometimes each herein referred to
individually as a “Party” and together as the “Parties.”


THIS SEVENTH AMENDMENT TO AMENDED AND RESTATED <mask> AGREEMENT (this
“Amendment”), is made as of May 13, 2020 (the “Effective Date”) by and between
DSW Leased Business Division LLC aka Affiliated Business Group, an Ohio limited
liability company (“Supplier”), successor by assignment of Designer Brands Inc.,
an Ohio corporation f/k/a DSW Inc. (“DSW”), each having a business address of
810 DSW Drive, Columbus, Ohio 43219, and Stein Mart, Inc., a Florida corporation
(“Stein Mart”) with a business address of 1200 Riverplace Boulevard,
Jacksonville, Florida 32207.


This <mask> AGREEMENT (the “Agreement”) dated August 15, 2020 (the “Effective
Date”), is between West Pharmaceutical Services, Inc., a Pennsylvania
corporation with an address at 530 Herman O. West Drive, Exton, Pennsylvania
19341 on behalf of itself and its Affiliates ("West"), and scPharmaceuticals
Inc., a Delaware corporation with an address at 2400 District Avenue, Suite 310,
Burlington, MA 01803 ("Customer”).
Customer desires to purchase from West, and West desires to sell to Customer,
the items listed on Exhibit A hereto (the “Product”) on the terms and subject to
the conditions set forth below.
Accordingly, the parties hereto, intending to be legally bound, agree as
follows:


THIS MASTER <mask> AGREEMENT (“Agreement”) is made as of 31 October 2019
(“Effective Date”) by and between Premier Nutrition Company, LLC, a Delaware
limited liability company with its headquarters located at 1222 67th Street,
Suite 210, Emeryville, CA 94608 (“Buyer” or “PNC”), and Fonterra (USA) Inc., a
California corporation with its principal place of business located at 8700 W.
Bryn Mawr Avenue, Suite 500N, Chicago, IL 60631 (“Supplier” or “Fonterra”) (each
a “Party”, collectively “Parties”).


This Amended and Restated <mask> Agreement (“Agreement”) is made and entered
into as of June 1, 2020 (the “Effective Date”) by and between Shenzhen Mindray
Bio-Medical Electronics Co., Ltd., a corporation organized under the laws of The
People’s Republic of China (hereinafter “Mindray”), and Heska Corporation, a
corporation duly organized and existing under the laws of the State of Delaware
with its principal business address at 3760 Rocky Mountain Ave, Loveland, CO
80538, United States and its Affiliates (hereinafter “Heska”). Heska and Mindray
shall at times be collectively referred to herein as the “Parties” and
individually as a “Party”.


THIS SEVENTH AMENDMENT TO AMENDED AND RESTATED <mask> AGREEMENT (this
"Amendment"), is made as of May 13, 2020 (the "Effective Date") by and between
DSW Leased Business Division LLC aka Affiliated Business Group, an Ohio limited
liability company ("Supplier"), successor by assignment of Designer Brands Inc.,
an Ohio corporation f/k/a DSW Inc. ("DSW"), each having a business address of
810 DSW Drive, Columbus, Ohio 43219, and Stein Mart, Inc., a Florida corporation
("Stein Mart") with a business address of 1200 Riverplace Boulevard,
Jacksonville, Florida 32207.


This <mask> Agreement (the “Agreement”) is dated as of August 24, 2020 (the
“Effective Date”) by and between Smith & Wesson Inc., a Delaware corporation
having its principal address at 2100 Roosevelt Avenue, Springfield, MA 01104
(hereinafter referred to as “S&W”), and Crimson Trace Corporation, a corporation
organized under the laws of the State of Oregon having its principal address at
1800 North Route Z Columbia, MO 65202 (hereinafter referred to as “Supplier”).


THIS <mask> AGREEMENT (this “Agreement”) is made this, 20th day of January, 2020
(the “Effective Date”), by and between HOVIONE INTER AG, together with its
subsidiaries and affiliates, and organized and existing under the laws of
Switzerland and having its registered office at Pilatusstrasse 23, CH-6003,
Luzern, Switzerland (hereafter referred to as “HOVIONE”), and INTERSECT ENT,
Inc. together with its subsidiaries and affiliates, and organized and existing
under the laws of Delaware and having its registered office at 1555 Adams Drive,
Menlo Park, CA 94025 (hereafter referred to as “INTERSECT”). HOVIONE and
INTERSECT are each sometimes referred to herein as a “Party” and together as the
“Parties.”


This <mask> Agreement (this “Agreement”) is made effective as of December 17,
2019 (the “Effective Date”) by and between Vyera Pharmaceuticals, LLC, a
Delaware limited liability company (“Vyera”), and CytoDyn Inc., a Delaware
corporation (“CytoDyn”). CytoDyn and Vyera are sometimes referred to herein
individually as a “Party” and collectively as the “Parties.”


This <mask> Agreement (the “Agreement”), which shall become effective in
accordance with Section 10.1, is entered into by and between Dynavax
Technologies Corporation, a Delaware corporation, with a place of business
located at 2100 Powell Street, Suite 900, Emeryville, CA 94608, USA (“Dynavax”),
and Valneva Scotland Limited, a company organized under the laws of Scotland,
with its principal place of business at Oakbank Park Rd, Livingston EH53 0TG,
United Kingdom (“Purchaser”), and Valneva Austria GmbH, a company registered in
Austria (company number FN 389960 x /HG Wien) whose registered address is at
Campus Vienna Biocenter 3, 1030 Vienna, Austria (“Valneva Austria”).
Dynavax
and Purchaser may be referred to herein individually as a “Party” or
collectively as the “Parties”.


This Master <mask> Agreement (the “Agreement”) is entered into and effective as
of September 10, 2020 (the “Effective Date”), by and between FibroGen, Inc., a
Delaware corporation, having its principal place of business at 409 Illinois
Street, San Francisco, California 94158, United States of America (“FibroGen”);
and AstraZeneca UK Limited., a company incorporated in England under No. 364842
whose registered office is at 1 Francis Crick Avenue, Cambridge Biomedical
Campus CB2 0AA, England (“AstraZeneca”). AstraZeneca and FibroGen may be
referred to individually as a “Party”, and collectively as the
“Parties”.
AstraZeneca and each of its Affiliates shall collectively be
referred to herein as “AstraZeneca”.
FibroGen and each of its Affiliates shall
collectively be referred to herein as “FibroGen”.


This <mask> Agreement (the “Agreement”) is made, effective as of June 9, 2020
(the “Effective Date”) by and between BryoLogyx Inc. (“BryoLogyx”) and
Neurotrope Bioscience, Inc. (“Neurotrope”), each of Neurotrope and BryoLogyx
being referred to herein individually as a “Party” and collectively as the
“Parties,” with respect to the supply by BryoLogyx to Neurotrope of cGMP
synthetic bryostatin-1 under the terms and conditions set forth herein.


THIS <mask> AGREEMENT (this “Agreement ”) is made as of Feburary 3rd, 2020 (the
"Effective Date" ), by and between HTO Holdings Inc., a corporation under the
laws of the State of Delaware, having a place of business at 78000 Fred Waring
Dr. Ste 103. Palm Desert CA, 92211, (" Supplier"), and Exactus, Inc., a
corporation existing and organized under the laws of the Nevada, having a place
of business at 80 NE 4th Avenue, Suite 28, Delray Beach, Florida 33483,
(hereinafter "Buyer" or the "Company") (Buyer and Supplier may be referred as
the "Parties" or “Party”).


This <mask> Agreement is made effective as of the Effective Date by and between:
Translate Bio MA, Inc., a corporation organized and existing under the laws of
the State of Delaware, having offices located at 29 Hartwell Avenue, Lexington,
MA 02421 USA (“TBio”)
- and -
Sanofi Pasteur Inc., a corporation organized and existing under the laws of the
State of Delaware, having offices located at Discovery Drive, Swiftwater, PA
18370 USA (“Sanofi Pasteur” or “Sanofi”)
Sanofi Pasteur and TBio are sometimes referred to herein individually as a
“Party”, and collectively as the “Parties”.


This Fifth Amendment to <mask> Agreement (the “Fifth Amendment”) is effective as
of the date last signed below (the “Fifth Amendment Date”) between Illumina,
Inc., a Delaware corporation having a place of business at 5200 Illumina Way,
San Diego, CA
92122 ("Illumina") and Natera, Inc., having a place of business
at 201 Industrial Road, Suite 410, San Carlos, CA
94070
(“Customer”).
Customer and Illumina may be referred to herein as “Party” or
“Parties.”


This Amendment to <mask> Agreement (this “Amendment”) is made as of September
21, 2020 (“Amendment Effective Date”) between CyDex Pharmaceuticals, Inc.
(“CyDex”) and Gilead Sciences, Inc. (“Gilead”). It amends the Supply Agreement
dated December 22, 2015 between CyDex and Gilead (as previously amended to date,
the “Original Agreement”). The Original Agreement, as amended hereby, is
referred to as the “Agreement.” Defined terms used in this Amendment but not
defined herein shall have the meanings set forth in the Original Agreement.
In consideration of the following mutual promises and other good and valuable
consideration, the receipt and sufficiency of which are acknowledged, the
parties, intending to be legally bound, agree as follows:


This <mask> Agreement (“Agreement”) is dated 02-Apr-2020 (the “Effective Date”)
and is between Akebia Therapeutics, Inc., a United States corporation located at
245 First Street, Cambridge, MA 02143, United States of America (“Akebia”) and
STA Pharmaceutical Hong Kong Limited, a Hong Kong corporation located at [**]
(“STA”) (each, individually, a “Party,” and collectively, the “Parties”).


THIS FIFTH AMENDMENT TO AMENDED AND RESTATED <mask> AGREEMENT (this
"Amendment"), is made as of March 14, 2017 by and between DSW Leased Business
Division LLC aka Affiliated Business Group, an Ohio limited liability company
("Supplier"), successor by assignment of DSW Inc., an Ohio corporation ("DSW"),
each having a business address of 810 DSW Drive, Columbus, Ohio 43219, and Stein
Mart, Inc., a Florida corporation (''Stein Mart") with a business address of
1200 Riverplace Boulevard, Jacksonville, Florida 32207.


This <mask> Agreement (the “Agreement”) is dated as of August 24, 2020 (the
“Effective Date”), by and between Smith & Wesson Inc., a Delaware corporation
having its principal address at 2100 Roosevelt Avenue, Springfield, MA 01104
(“S&W”), and AOB Products Company, a corporation organized under the laws of
Missouri having its principal address at 1800 North Route Z Columbia, MO 65202
(hereinafter referred to as “Supplier”).


This <mask> Agreement (Agreement) is entered into amongst the United States
of America, acting through the United States Department of Justice and on behalf
of the Office of Inspector General (OIG-HHS) of the Department of Health and
Human Services (HHS), the Defense Health Agency (DHA), acting on behalf of the
TRICARE Program, the Office of Personnel Management (OPM), as the administrator
of the Federal Employees Health Benefits Program (FEHBP), the Office of Workers
Compensation Programs of the United States Department of Labor (DOL-OWCP), which
administers federal workers compensation claims for federal employees, including
the United States Postal Service (USPS), and the United States Department of
Veterans Affairs (VA) (collectively, the “United States”); Defendants Logan
Laboratories, LLC (Logan Labs), Tampa Pain Relief Centers, Inc. (Tampa Pain),
Michael T. Doyle, and Christopher Utz Toepke (collectively, “Defendants”); and
Relators Brad Ashton, Jasmine Lopez, Michelle McMahon, and Terry McNamara
(collectively, the “Pennsylvania Relators”), and Relators Sheldon Cho, M.D. and
Dawn Baker (together, the “Florida Relators,” and collectively with the United
States, Defendants, and the Pennsylvania Relators, the “Parties”), through their
authorized representatives.


This <mask> Agreement and General Mutual Release (“Agreement”) is entered
into effective this 15th day of May, 2020 by and between EMA Financial, LLC, a
Delaware limited liability company (“EMA”) and Blow & Drive Interlock
Corporation, a Delaware corporation (“BDIC”). EMA and BDIC shall each be
referred to as a “Party” and collectively as the “Parties.”


This <mask> Agreement and Full And Final Release of All Claims (the
“Agreement”) is entered into between (1) certain clients of Wilson Sonsini
Goodrich & Rosati (“WSGR”), who, along with their respective shareholdings of
Africo Resources Limited, are listed in Exhibit A hereto and are signatories
hereto (collectively, the “Identified Victims”), and who represent and warrant
Exhibit A to be a true and accurate statement of their respective shareholdings
in Africo Resources Limited, and (2) OZ Africa Management GP, LLC (“OZ Africa”),
referred to herein collectively as the “Parties.”


This <mask> Agreement (“Agreement”) is entered into among the United States
of America, acting through the United States Department of Justice and on behalf
of the Defense Health Agency (“DHA”), acting on behalf of the TRICARE Program
(“TRICARE”), and the Office of Personnel Management (“OPM”), which administers
the Federal Employees Health Benefits Program (“FEHBP”), (collectively, “the
United States”), and Progenity, Inc. (“Progenity”) (hereafter collectively
referred to as “the Parties”), through their authorized representatives.


This <mask> Agreement and Release (the “Agreement”) is executed this 14th
day of May 2020, by and between Texas Wellness Center, Inc. a subsidiary of GL
Brands, Inc. (“TWC”) and Rocky Mountain High Brands, Inc. (“RMHB”), which
collectively are referred to as the “Parties” hereto, and as to which Agreement
each individually is a “Party.”
PURPOSE AND


THIS <mask> AGREEMENT AND MUTUAL GENERAL RELEASE (this “Agreement”) is made
as of August 28, 2020, by and between CipherLoc Corporation, a Texas corporation
(“CipherLoc” or the “Company”), Thomas Wilkinson, an individual (“Wilkinson”)
and Anthony Ambrose, an individual (“Ambrose”) on one hand, and Michael De La
Garza, an individual (“MDLG”) and Robin C. De La Garza, an individual (“Mrs. De
La Garza” and together with MDLG, “De La Garza”). CipherLoc, Wilkinson, Ambrose,
MDLG and Mrs. De La Garza are referred to individually as a “Party” and
collectively as the “Parties.”


THIS <mask> AGREEMENT AND GENERAL RELEASE (this “Agreement”), dated June 15,
2020 (the “Effective Date”), is executed by and between GreenBox POS, a Nevada
corporation (the “Company”) and Vista Capital Investments, LLC (“Vista”).
The
Company and Vista are each respectively referred to herein as a “Party” and
collectively as “the Parties.”


This <mask> Agreement (the “Agreement”) is made and entered into by and
among Adam Kasower (“Kasower”), East Ventures, Inc., a British Virgin Islands
company (“East Ventures”), SV Booth Investments III, LLC, a Delaware limited
liability company ("SC Booth") and Theorem Group, LLC, a California limited
liability company ("Theorem Group") (collectively, Kasower, East Ventures, SV
Booth and Theorem Group are referred to herein as "Claimants"), and GT Biopharma
Inc. (“GT Biopharma”). GT Biopharma and Claimants are each referred to as a
“Party” and, collectively, as the “Parties.”


This <mask> Agreement (this “Agreement”), effective as of April 16, 2020
(the “Effective Date”), is entered into by and among Wayside Technology Group,
Inc., a Delaware corporation (the “Company” or “Wayside”), Simon F. Nijnens
(“Nynens”), Dennis Crowley and the persons and entities identified under that
certain SKK Schedule 13D (as defined below) as Reporting Persons (as defined
therein) (each, an “SKK Party” and collectively, the “SKK Parties”). Wayside,
Nynens and the SKK Parties are collectively referred to herein as the “Parties,”
and each of Wayside, Nynens and the collective SKK Parties, a “Party.” Unless
otherwise defined herein, capitalized terms shall have the meanings given to
them in Section 20 herein.


This <mask> Agreement and Release ("Agreement") is entered into by and
between Guizhou Wan Feng Hu Zhi Shui Chan Company, Ltd., ("DOMESTIC COMPANY"),
Nocera, Inc., a Nevada Corporation ("Company"), and Zhang Bi, ("BI"), and each
party acknowledges receipt of full, fair, and adequate consideration for the
covenants, releases and premises herein.


This <mask> Agreement (the “Agreement”) is made and entered into as of April
21, 2020, by and among (i) Official Committee of Tort Claimants (the “TCC”),
(ii) PG&E Corporation and Pacific Gas & Electric Company (together, the
“Debtors”), (iii) the United States Department of Homeland Security / Federal
Emergency Management Agency (“FEMA”), (iv) the United States Small Business
Administration (the “SBA”), (v) the United States Department of Agriculture and
the United States Forest Service (together, the “Department of Agriculture”),
(vi) the United States Department of the Interior, the United States Fish and
Wildlife Service, the National Park Service and the Bureau of Land Management
(collectively, the “Department of the Interior”), (vii) the United States
Department of Housing and Urban Development (“HUD”), and (viii) the General
Services Administration (“GSA” and, together with the Department of Agriculture,
the Department of the Interior and HUD, the “Federal Agencies”). The TCC, the
Debtors, FEMA, the SBA, and each of the Federal Agencies are referred to herein
individually as a “Party” and collectively as the “Parties.”


This <mask> Agreement (this “Agreement”), effective as of May 27, 2020 (the
“Effective Date”), is entered into by and among MVC Capital, Inc., a Delaware
corporation (the “Company”) and Wynnefield Partners Small Cap Value, L.P. I and
the other persons and entities identified under that certain Wynnefield Schedule
13D (as defined below) as Reporting Persons (as defined therein) (each, a
“Wynnefield Party” and collectively, the “Wynnefield Parties”). The Company and
the Wynnefield Parties are collectively referred to herein as the “Parties,” and
each of the Company and the collective Wynnefield Parties, a “Party.” Unless
otherwise defined herein, capitalized terms shall have the meanings given to
them in Section 15 herein.


THIS <mask> AGREEMENT AND GENERAL RELEASE (the “Agreement”) is entered into
as of March 27, 2020 (the “Effective Date”) by and between WOD RETAIL SOLUTIONS
INC., a Florida corporation (the “Debtor”) and
Green Stone Group Holdings, LLC,
a Michigan
limited liability company (the “Holder”). Holder and Debtor are each
a (“Party”) and collectively referred to as the (“Parties”) herein.


This <mask> Agreement and Release (the “Settlement Agreement”) is entered
into this
9th day of April, 2020 by and between NaturalShrimp, Inc. (“NaturalShrimp”) on
the one hand and Vista Capital Investments, LLC (“Vista”) and David Clark,
individually (“Clark”) on the other hand. The parties are referred to
collectively herein as the “Parties” and singularly, a “Party.”


This <mask> Agreement (the “Agreement”) dated as of March 11, 2020 is
entered into by and among Anthony Labozzetta (“Executive”), SB One Bancorp, a
New Jersey corporation (“SBBX”), SB One Bank, a New Jersey-chartered commercial
bank and wholly-owned subsidiary of SBBX, Provident Financial Services, Inc., a
Delaware corporation (“PFS”), and Provident Bank, a New Jersey chartered savings
bank and wholly owned subsidiary of PFS (the “Bank”). PFS and the Bank are
sometimes collectively referred to as (“Provident”).


THIS <mask> AGREEMENT AND GENERAL RELEASE (the “Agreement”) is entered into
as of March 27, 2020 (the “Effective Date”) by and between WOD RETAIL SOLUTIONS
INC., a Florida corporation (the “Debtor”) and BRAVO 20 PARTNERS LLC, a Colorado
limited liability company (the “Holder”). Holder and Debtor are each a (“Party”)
and collectively referred to as the (“Parties”) herein.


THIS <mask> AGREEMENT (including the Exhibits hereto, the “Contract”) is
effective as of the 18th day of May, 2020 (the “Effective Date”), by and between
Palm Coast Data Holdco, Inc., a Delaware corporation (“PCDH”), Commerce Blvd
Holdings LLC, a Florida limited liability company (“CBH”), Two Commerce LLC, a
Florida limited liability company (“TC”, and together with PCDH and CBH, the
“AMREP Parties”), Liam Lynch, an individual (“Lynch”), Irish Studio LLC, a
Delaware limited liability company (“IS”), Studio Membership Services, LLC, a
Delaware limited liability company (“SMS”), FulCircle Media, LLC, a Delaware
limited liability company (“FCM”), Media Data Resources, LLC, a Delaware limited
liability company (“MDR”), 11 Commerce Blvd Holdings, LLC, a Delaware limited
liability company (“11 CBH”), and Palm Coast Data LLC, a Delaware limited
liability company (“PCD”, and together with Lynch, IS, SMS, FCM, MDR and 11 CBH,
the “PCD Parties”).


THIS <mask> AGREEMENT is made on 25 September 2020
BETWEEN:
(1)
COTY MANAGEMENT B.V., a private limited liability company incorporated
under the laws of the Netherlands, having its registered seat in Amsterdam, the
Netherlands, and its office address at Schiphol Boulevard 393 Toren B, 1118 BJ
Schiphol, the Netherlands, hereinafter: the Company; and
(2)
PASCAL BALTUSSEN, born on XXXX, residing at XXXX, hereinafter: the
Employee;
The Company and the Employee together referred to as the Parties and each of
them individually as the Party.


This <mask> Agreement (the “Agreement”) is made and entered into as of April
21, 2020, by and among (i) Official Committee of Tort Claimants (the “TCC”),
(ii) PG&E Corporation and Pacific Gas & Electric Company (together, the
“Debtors”), (iii) California Department of Developmental Services (“Cal DDS”),
(iv) California Department of Toxic Substances Control (“Cal DTSC”), (v)
California Department of Forestry and Fire Protection (“CAL FIRE”), (vi)
California Governor’s Office of Emergency Services (“Cal OES”), (vii) California
Department of Parks and Recreation (“Cal Parks”), (viii) California State
University (“CSU”), (ix) California Department of Transportation (“Caltrans”),
and (x) California Department of Veterans Affairs (“Cal Vet” and, together with
Cal DDS, Cal DTSC, CAL FIRE, Cal OES, Cal Parks, CSU and Caltrans, the “State
Agencies”). The TCC, the Debtors, and each of the State Agencies are referred to
herein individually as a “Party” and collectively as the “Parties.”


This <mask> Agreement (including Exhibits A, B and C, the “Agreement”) is
made and entered into this 29th day of September, 2020 (the “Effective Date”),
by and between, on the one hand, COLLEGIUM PHARMACEUTICAL, INC., a corporation
organized under the laws of the Commonwealth of Virginia, having its principal
place of business at 100 Technology Center Drive, Suite 300, Stoughton, MA 02072
(“Collegium”), and on the other hand, TEVA PHARMACEUTICALS USA, INC., a
corporation organized under the laws of the state of Delaware, having its
principal place of business at 400 Interpace Parkway, #3, Parsippany, NJ 07054
(“Teva”) (collectively Collegium and Teva may be referred to as the “Parties,”
or each separately, a “Party”).


THIS <mask> AGREEMENT (the “Agreement”) is entered into on December 31st,
2019 (“Effective Date”) between the Parties, defined as follows:
·“Duke Energy”: Duke Energy Carolinas, LLC and Duke Energy Progress, LLC
·“DEQ”: The North Carolina Department of Environmental Quality
·“Community Groups”: Appalachian Voices, Stokes County Branch of the NAACP,
MountainTrue, The Catawaba Riverkeeper Foundation, Waterkeeper Alliance, Sierra
Club, Roanoke River Basin Association, Cape Fear River Watch, Inc., Neuse River
Foundation/Sound Rivers, Inc., and NC State Conference of the NAACP.1
1 To the extent some of these Community Groups are not party to this litigation
but rather to prior litigation addressing other Duke Energy coal ash facilities,
they have been consulted by their counsel and agree to the terms and conditions
herein only to the extent applied to the facility or facilities about which they
have previously been involved in litigation related to the disposition of coal
ash or alleged violations related to coal ash.
1
The Parties enter into this Settlement Agreement in order to resolve the matters
referenced herein.


This <mask> AGREEMENT (this “Agreement”) is effective on the date of
execution of this Agreement and the Campeche Agreement of Exhibit B (the
“Effective Date”), by and between ION Geophysical Corporation, a Delaware
corporation (“ION”), on behalf of itself and its Affiliates, and WesternGeco
L.L.C., a Delaware corporation (“WesternGeco”), on behalf of itself and its
Affiliates. ION and WesternGeco are individually referred to herein as a
“Party,” and collectively as the “Parties.”


This <mask> Agreement (“Agreement”) is made and entered into this 6th day of
February 2020 (“Effective Date”) by and between Agilent Technologies, Inc., a
Delaware corporation (“Agilent”); Twist Bioscience Corp., a Delaware corporation
(“Twist”); Emily Leproust, an individual (“Leproust”); Siyuan Chen, an
individual (“Chen”); and Solange Glaize, an individual (“Glaize”).


THIS <mask> AGREEMENT (the “Contract”) is effective as of the 18th day of
February, 2020 (the “Effective Date”), by and between Palm Coast Data Holdco,
Inc., a Delaware corporation (“PCDH”), Studio Membership Services, LLC, a
Delaware limited liability company (“SMS”), and Palm Coast Data LLC, a Delaware
limited liability company (“PCD”).


This <mask> AGREEMENT (this “Agreement”) is made and entered into as of
May 10, 2020, by and among Potbelly Corporation, a Delaware corporation (the
“Company”), on the one hand, and Intrinsic Investment Holdings, LLC, an Illinois
limited liability company (“Intrinsic”), the Vann A. Avedisian Trust U/A
8/29/85, a trust formed in the state of Illinois (the “Avedisian Trust”), Vann
A. Avedisian, an individual, KGT Investments, LLC, a Delaware limited liability
company (“KGT”), The Khimji Foundation, a charitable trust formed in the state
of Texas (“TKF”), Mahmood Khimji, an individual, Bryant L. Keil, an individual,
Neil Luthra, an individual (each an “Investor” and collectively, with each of
their respective Affiliates, the “Investors”), David J. Near, an individual
(“Mr. Near”), and Todd W. Smith, an individual (“Mr. Smith” and, together with
Mr. Near, the “Investor Designees”), on the other hand. The Company and the
Investors are each herein referred to as a “party” and collectively, the
“parties.” The Investor Designees shall be parties to this Agreement only for
purposes of the Investor Designees’ rights and obligations under Sections 1, 7,
10(a)(ii)(B), 10(b) and 12 through 16.


This <mask> Agreement (this “Agreement”) is made as of June 6, 2020 (the
“Execution Date”), by and among (a) the Debtors, (b) Catarina Midstream,
(c) Carnero G&P, (d) Seco Pipeline, (e) SNMP, (f) Sanchez Midstream Partners GP,
LLC, (g) SP Holdings, LLC and (h) Targa.
Each of the Debtors, Catarina
Midstream, Carnero G&P, Seco Pipeline, SNMP, and Targa may be referred to in
this Agreement individually as a “Party” and collectively as the
“Parties.”
Capitalized terms not otherwise defined herein shall have the
meanings ascribed to such terms in section 1.1 of this Agreement.


This <mask> Agreement and Release is entered into between and among
Plaintiff Stuart Sawyer (“Plaintiff”), on behalf of himself and all Settlement
Class Members as defined herein on the one hand, and Intermex Wire Transfer, LLC
(“Intermex” or “Defendant”), on the other. Plaintiff and Intermex are referred
to collectively in this Settlement Agreement as the “Parties.”


This <mask> Agreement and Release (“Agreement”) is dated as of August 10,
2020 (the “Effective Date”), by and between STRATA SKIN SCIENCES, INC.
(“Strata”), URI GEIGER (“Geiger”), and ACCELMED GROWTH PARTNERS, L.P.
(“Accelmed”) (Strata, Geiger, and Accelmed will collectively be referred to as
the “Strata Parties”), on the one hand, and RA MEDICAL SYSTEMS, INC. (“Ra
Medical”), on the other (the Strata Parties and Ra Medical will collectively be
referred to as the “Settling Parties”).


This <mask> Agreement (Agreement) is entered into among the United States of
America, acting through the United States Department of Justice and on behalf of
the Office of Inspector General (OIG-HHS) of the Department of Health and Human
Services (HHS), (collectively, the “United States”), the State of Tennessee,
acting through the Tennessee Attorney General and Reporter and on behalf of its
Medicaid program (Tennessee), Diversicare Healthcare Services, Inc.
(Diversicare), and Mary Haggard and Bryant Fitzmorris (collectively, “Relators”)
(hereafter collectively referred to as “the Parties”), through their authorized
representatives.


This <mask> AGREEMENT (this “Agreement”) is made and entered into as of
October 6, 2020, by and among Virtusa Corporation, a Delaware corporation (the
“Company”)and the entities set forth on the signature pages hereto (the
“Investor Group”), and solely for purposes of Sections 4, 9, 10(b), 12(b), 13,
14 and 17 (the “Applicable Sections”) Austin HoldCo Inc. (“Parent”). The
Company, the Investor Group and, solely with respect to the Applicable Sections,
Parent are each herein referred to as a “party” and collectively, the “parties.”


This <mask> agreement (“Settlement Agreement”), effective as of the date of
execution by the Parties of the herein referenced Amended & Restated License
Agreement (“Effective Date”), is made by and among (a) Bodor Laboratories, Inc.
(“Bodor Labs”), a Florida corporation having its principal place of business
located at 4400 Biscayne Blvd., Miami, Florida 33137, and Dr. Nicholas S. Bodor,
Ph.D., D.Sc., d.h.c. (multi), HoF (“Dr. Bodor”), a resident of Bal Harbour,
Florida (hereinafter Bodor Labs and Dr. Bodor are referred to collectively as
“Bodor”), (b) Brickell Subsidiary, Inc. f/k/a Brickell Biotech, Inc.
(“Brickell”), a Delaware corporation having its principal place of business
located at 5777 Central Avenue, Boulder, Colorado 80301 and (c) Brickell
Biotech, Inc., the parent of Brickell (“Brickell Biotech”) hereinafter also
known individually as a “Party” or collectively as the “Parties” according to
the context.


This <mask> Agreement (“Agreement”) is entered into among the United States
of America, acting through the United States Department of Justice and on behalf
of the Office of Inspector General (“OIG-HHS”) of the Department of Health and
Human Services (“HHS”), and the Defense Health Agency (“DHA”), acting on behalf
of the TRICARE Program (collectively, the “United States”); Merit Medical
Systems, Inc. (“Merit” or “Defendant”); and Charles J. Wolf, M.D. (“Relator”),
through their authorized representatives. Collectively, all of the above will be
referred to as “the Parties.”


This <mask> Agreement and General Mutual Release (“Agreement”) is entered
into effective this 18th day of May, 2020 by and between Auctus Fund, LLC, a
Delaware limited liability company (“Auctus”) and Blow & Drive Interlock
Corporation, a Delaware corporation (“BDIC”). Auctus and BDIC shall each be
referred to as a “Party” and collectively as the “Parties.”


This <mask> Agreement is made and entered into this 12th of March, 2020, by
and among Defendant AVX Corporation("AVX") and Plaintiffs Chip-Tech, Ltd.,
Dependable Component Supply Corp., eIQ Energy, Inc., and Walker Component Group,
Inc. (together, the "Direct Purchaser Plaintiffs" or "Plaintiffs"), who have
filed suit as representatives of a certified Class of similarly situated direct
purchasers of aluminum, tantalum, and film capacitors ("Capacitors"), as defined
below, in the class action In re Capacitors Antitrust Litigation, Master Docket
No. 14-cv-3264-JD, MDL No. 2801, currently pending before the Honorable James
Donato in the United States District Court for the Northern District of
California. Plaintiffs enter into this Settlement Agreement both individually
and on behalf of the direct purchaser Class. This Settlement Agreement is
intended by the Settling Parties (defined below) to fully, finally, and forever
resolve, discharge, and settle the Released Claims (defined below), upon and
subject to the terms and conditions hereof.


This <mask> AGREEMENT (together with all exhibits and schedules attached
hereto, which includes, without limitation, the Term Sheet attached hereto as
Exhibit A (the “Term Sheet”),1 as each may be amended, restated, supplemented,
or otherwise modified from time to time in accordance with the terms hereof,
this “Agreement”) is made and entered into as of April 20, 2020 by and among
(a) Windstream Holdings, Inc. (“Holdings”), Windstream Services, LLC
(“Services”), and each of their direct and indirect subsidiaries listed on
Schedule 1 hereto (each a “Debtor” or “Windstream Entity”) and, collectively,
the “Debtors” or “Windstream”); and (b) Uniti Group Inc. (“Uniti Group”) and
each of its direct and indirect subsidiaries listed on Schedule 2 hereto (each,
a “Uniti Entity” and, collectively, the “Uniti Entities” or “Uniti”).
This
Agreement collectively refers to the Debtors and the Uniti Entities as the
“Parties” and to each individually as a “Party” to this Agreement.


This <mask> Agreement (hereinafter, “Agreement”) is made and entered into as
of the 9th day of December 2019, by and between Defendant Momenta
Pharmaceuticals, Inc. (“Defendant”), and Plaintiffs, both individually and on
behalf of the Class in the above-captioned class action. This Agreement is
intended by the Settling Parties to fully, finally and forever resolve,
discharge and settle the Released Claims, upon and subject to the terms and
conditions hereof.
R E C I T A L S


THIS <mask> AGREEMENT (this “Agreement”) is made and entered into as of June
2, 2020, by and among 1847 GOEDEKER HOLDCO INC., a Delaware corporation
(“Holdco”), 1847 GOEDEKER INC., a Delaware corporation (“1847 Sub”), GOEDEKER
TELEVISION CO., INC., a Missouri corporation (“GTC”), STEVE GOEDEKER, an
individual (“Steve”) and MIKE GOEDEKER, an individual (“Mike”). Holdco, 1847
Sub, GTC, Steve and Mike are sometimes referred to herein as, collectively, the
“Parties” and, each, a “Party.”


This <mask> Agreement and General Mutual Release (“Agreement”) is entered
into effective this 15th day of May, 2020 by and between Crown Bridge Partners,
LLC, a New York limited liability company (“Crown”) and Blow & Drive Interlock
Corporation, a Delaware corporation (“BDIC”). Crown and BDIC shall each be
referred to as a “Party” and collectively as the “Parties.”


THIS <mask> AGREEMENT is made on 31 July 2020
BETWEEN:
(1) COTY MANAGEMENT B.V., a private limited liability company incorporated under
the laws of the Netherlands, having its registered seat in Amsterdam, the
Netherlands, and its office address at Schiphol Boulevard 393 Toren B, 1118 BJ
Schiphol, the Netherlands, hereinafter: the Company; and
(2) MS FIONA HUGHES, born on 3 February 1973, hereinafter: the Executive;
The Company and the Executive together referred to as the Parties and each of
them individually as the Party.


This <mask> Agreement is entered into on this 26th day of June, 2020 by and
between Jagemann Stamping Company, a Wisconsin corporation (“Jagemann”), on the
one hand and Enlight Group II, LLC, a Delaware limited liability company
(“Enlight”), and AMMO, Inc., a Delaware corporation (“AI”) on the other hand.
Enlight and AI are referred to herein collectively as “AMMO”. Jagemann and AMMO
are referred to herein individually as a “Party and collectively as the
“Parties”.


This <mask> Agreement (the “Agreement”) is made and entered into by and
among Empery Asset Master Ltd., Empery Tax Efficient, LP and Empery Tax
Efficient II, LP (collectively, the “Empery Funds”), GT Biopharma Inc. (“GT
Biopharma”), Anthony Cataldo (“Cataldo”) and Paul Kessler (“Kessler”). The
Empery Funds, GT Biopharma, Cataldo and Kessler are each referred to as a
“Party” and, collectively, as “Parties.”


This <mask> AGREEMENT (the “Agreement”) is entered into by and between Power
Integrations, Inc., a Delaware corporation with an office at 5245 Hellyer
Avenue, San Jose, California 95138 (together with its Affiliates, as defined
below, “PI”), and ON Semiconductor Corporation, a Delaware corporation with an
office at 5005 East McDowell Road, Phoenix, Arizona 85008 (together with its
Affiliates, “ON”), as of October 19, 2019 (the “Effective Date”).


This <mask> Agreement (this “Agreement”) is made and entered into as of
February 13, 2020 (the “Effective Date”) by and between Stowe Pharmaceuticals,
Inc., a Delaware corporation with its principal place of business at 102
Woodmont Blvd., Suite 610, Nashville, TN 37205 (the “Company”), and Mark L.
Baum, an individual with a principal place of business at 102 Woodmont Blvd.,
Suite 610 Nashville, TN 37205 (“Consultant”) (each herein referred to
individually as a “Party,” or collectively as the “Parties”).
The Company desires to retain Consultant as an independent contractor to perform
consulting services for the Company, and Consultant is willing to perform such
services, on the terms described below. In consideration of the mutual promises
contained herein, the Parties agree as follows:


This <mask> Agreement (the “Agreement”), dated as of August 22, 2018,
confirms our understanding with respect to the engagement of GreenBlock Capital
LLC, located at 420 Royal Palm Way Palm Beach, Florida 33480 (“Consultant”) to
serve as strategic advisor with respect to the matters set forth herein to
Qualigen, Inc. (the “Company”).


THIS <mask> AGREEMENT is made and entered into as of June 1st, 2020 (the
“Effective Date”) by and between GROUPE PARAMEUS CORP , a (hereinafter, the
“Consultant”), with an address at 80 Cumberland street, suite 1707 Toronto Ont.
(the “Consultant”), and Sphere 3D Corp., with an address at 895 Don Mills Road
Bldg 2 Toronto Ontario Canada (“Company”).


This <mask> Agreement (the “Agreement”) is entered into as of this 22nd day
of May, 2020 (the “Effective Date”) by and between Qualigen Therapeutics, Inc.
(formerly known as Ritter Pharmaceuticals, Inc.), at 2042 Corte Del Nogal,
Carlsbad, California 92011 (the “Company”), and Stonehenge Partners, LLC, at
2800 W. Oxnard St. # 250, Woodland Hills, CA 91367 (“Consultant”). Company and
the Consultant are collectively referred to herein as the “Parties.”
TERMS AND CONDITIONS


This <mask> Agreement (the “Agreement”) is made effective as of August 25,
2020 (the “Effective Date”), by and between Organovo, Inc., a Delaware
corporation, with its principal place of business being 440 Stevens Avenue,
Suite 200, Solana Beach, CA 92075 (the “Company”) and Danforth Advisors, LLC, a
Massachusetts limited liability corporation, with its principal place of
business being 91 Middle Road, Southborough, MA 01772 (“Danforth”). The Company
and Danforth are herein sometimes referred to individually as a “Party” and
collectively as the “Parties.”


This <mask> AGREEMENT (this “Agreement”) is entered into as of January 6,
2020, by and between Rhythm Pharmaceuticals, Inc. (the “Company”), a Delaware
corporation, and Keith Gottesdiener, M.D. (the “Consultant”). This Agreement
will be effective on the date (the “Effective Date”) immediately following the
Last Day of Employment (as such term is defined in that certain Separation
Agreement, dated of even date herewith (the “Separation Agreement”), between the
Company and the Consultant) if the Consultant continues to be an employee of the
Company through the Last Day of the Transition Period (as such term is defined
in the Separation Agreement); provided, however, that if the Consultant does not
continue to be an employee of the Company through the Last Day of the Transition
Period, then this Agreement shall not become effective, there shall be no
Effective Date, the Term of this Agreement shall not commence and this Agreement
shall automatically terminate and become null and void ab initio.


THIS <mask> AGREEMENT (“Agreement”) is entered into by and between Scholar
Rock, Inc., a Delaware corporation (the “Company”), and Nagesh K. Mahanthappa,
PhD, MBA (hereinafter referred to as “Scientific Advisor”). The Company and
Scientific Advisor may be referred to herein individually as “Party” or
collectively, as “Parties.” Provided that Scientific Advisor satisfies the
Conditions (as defined below), this Agreement shall become effective on
Scientific Advisor’s last day of employment (the “Effective Date”).


This <mask> Agreement (the “Agreement”) is made as of July 1, 2019 (the
“Effective Date”) by and between MediXall Group, Inc., a corporation organized
under the laws of the State of Nevada, with its principal place of business at
2929 E. Commercial Blvd., PH-D, Ft. Lauderdale, FL 33308, (the “Company”), and
TBG Holdings Corporation, a corporation organized under the laws of the State of
Florida, with its principal place of business at 2929 E. Commercial Blvd., PH-D,
Ft. Lauderdale, FL 33308, (the “Consultant”). This Agreement supersedes all
Agreement executed prior to the effective date identified above, by and between
TBG Holdings Corporation and MediXall Group, Inc. f/k/a Continental Rail Corp.


This <mask> Agreement (this “Agreement”) is entered into on April 29, 2020,
and is effective as of May 1, 2020 (the “Effective Date”), by and between Judy
Krandel (the “Consultant”) and Recruiter.com Group, Inc. (the “Company”). The
Company and the Consultant are sometimes referred to individually as a “Party”
and collectively as the “Parties.”


This <mask> Agreement (“Agreement”) is made and entered into as of May 1,
2019 (“Effective Date”) by and between Driven Deliveries, Inc. (“Company”), a
Nevada corporation, and TruckThat LLC (“Consultant”). Company and Consultant
shall sometimes be referred to herein singularly as a “Party” or collectively as
the “Parties” to this Agreement.


This <mask> Agreement and Release (the “Agreement”) is entered into between
Charles F. Avery, Jr. (“Avery”) and Power Solutions International, Inc. (the
“Company”). Avery and the Company are collectively referred to herein as the
“Parties.” This Agreement will be effective upon expiration of the revocation
period provided in Section 11 of this Agreement (the “Effective Date”).


THIS <mask> AGREEMENT (the “Agreement”) is made and entered into by eMagin
Corporation, a Delaware corporation having a place of business at 700 South
Drive, Suite 201, Hopewell Junction, New York 12533, Hopewell Junction, NY 12533
(the “Company”), and Jeffrey Lucas, an individual residing at 25 Fairmont
Street, Belmont, Massachusetts 02478
(“Consultant” and, collectively, with the
Company, the “Parties”).
This Agreement shall become effective on the date
immediately following the Separation Date as defined below (the “Effective
Date”).


This Amended and Restated <mask> Agreement and Release (“Agreement”) is
between HollyFrontier Corporation and HollyFrontier Payroll Services, Inc., on
behalf of themselves and their respective parents, subsidiaries, and affiliates
(collectively, the “Company”), and me, James Stump. By signing this Agreement, I
am agreeing to release all claims against the Company, and promising not to sue
the Company in the future with respect to those released claims, all as
described in more detail below. In exchange for my agreements and promises and
the timely execution (and non-revocation) of the release of claims in the form
set forth as Attachment B (the “Release”) which attachment is part of this
Agreement, the Company has agreed to pay me Benefits (set forth on Attachment A)
which I understand I would not receive unless I sign this Agreement. I
acknowledge and agree to the following:


This <mask> Agreement (this “Agreement”) is entered into as of June 16, 2020
(the “Effective Date”) between Rocket Pharmaceuticals, Inc., a Delaware
corporation, with an address as set forth on the signature page below (the
“Company”), and Gotham Makker, M.D., an individual with an address as set forth
on the signature page below (“Consultant”), each herein referred to individually
as a “Party,” or collectively as the “Parties”). In consideration of the mutual
promises contained herein, the Parties agree as follows:


This <mask> agreement (the “Agreement”), effective this 7th day of July,
2020 (“Effective Date”) by and between Andrew Kucharchuk (“Consultant”), an
individual whose address is 549 Millgate Place, Baton Rouge, LA 70808, and
Adhera Therapeutics, Inc., a Delaware corporation with its principal office
located at 8000 Innovation Park Dr., Baton Rouge, LA 70820 together with its
affiliates and subsidiaries (“Adhera” or the “Company”).


This <mask> Agreement (the “Agreement”) is entered into as of this 22nd day
of May, 2020 (the “Effective Date”) by and between Qualigen Therapeutics, Inc.
(formerly known as Ritter Pharmaceuticals, Inc.), at 2042 Corte Del Nogal,
Carlsbad, California 92011 (the “Company”), and Andrew J. Ritter, at 2800 W.
Oxnard St. # 250, Woodland Hills, CA 91367 (“Consultant”). Company and the
Consultant are collectively referred to herein as the “Parties.”
TERMS AND CONDITIONS