EX-10.1
from 8-K
4 pages
Reference Is Hereby Made to (I) That Certain Purchase and Sale Agreement, Dated as of August 8, 2022 (As Amended to Date, the “Purchase Agreement”), by and Among Clearside Royalty LLC, a Delaware Limited Liability Company (“Seller”), Healthcare Royalty Partners IV, L.P. a Delaware Limited Partnership (“Purchaser”), and Hcr Clearside Spv, LLC (As Assignee of Hcr Collateral Management, LLC) (“Agent”, and Together With Seller and Purchaser, Each a “Party”, and Collectively, the “Parties”) and (II) That Certain Escrow Agreement, Dated as of August 8, 2022 (As Amended to Date, the “Escrow Agreement”) by and Among Seller, Agent and U.S. Bank National Association (“Escrow Agent”). Capitalized Terms Used Herein and Not Otherwise Defined Herein Shall Have the Meanings Given to Such Terms in the Purchase Agreement. This Letter Agreement (This “Letter Agreement”) Is Being Entered Into by and Among Purchaser, Seller and Agent to Confirm the Agreement Among the Parties as to Certain Matters Relating to the Purchase Agreement and the Escrow Agreement. Now, Therefore, for Good and Valuable Consideration, the Receipt and Sufficiency of Which Is Hereby Acknowledged, the Parties Hereto Hereby Agree as Follows: 1. First Milestone Payment. (A) Notwithstanding Anything to the Contrary in the Purchase Agreement, Seller Desires To, and Hereby Does, Waive Any and All Rights as to the First Milestone Payment. Purchaser and Agent Hereby Acknowledge and Accept Such Waiver
12/34/56
