AGREEMENT SHALL BE
GOVERNED BY, AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE
STATE OF NEW YORK.
EACH OF BORROWER, COLLATERAL AGENT AND LENDERS HEREBY
SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF THE STATE AND FEDERAL COURTS
LOCATED IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK IN THE STATE OF NEW
YORK.
BORROWER, COLLATERAL AGENT AND LENDERS HEREBY WAIVE THEIR RESPECTIVE
RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT
OF ANY OF THE LOAN DOCUMENTS OR ANY OF THE TRANSACTIONS CONTEMPLATED THEREIN,
INCLUDING CONTRACT CLAIMS, TORT CLAIMS, BREACH OF DUTY CLAIMS, AND ALL OTHER
COMMON LAW OR STATUTORY CLAIMS.
[Remainder of page intentionally left blank.]
44
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
as of the date first above written.
BORROWER:
PALATIN TECHNOLOGIES, INC.
/s/ Stephen T. Wi
lls
By:
Name: Stephen T. Wills
Title: Chief Financial Officer, Chief Operating Officer and Executive Vice
President
LENDERS:
HORIZON TECHNOLOGY FINANCE CORPORATION
/s/ Robert D. Pomeroy, Jr.
By:______________________________
Name:
Robert D. Pomeroy, Jr.
Title:
Chief Executive Officer
FORTRESS CREDIT CO LLC
/s/ Constantine M. Dakolias
By:______________________________
Name:
Constantine M. Dakolias
Title: President
[SIGNATURE PAGE TO VENTURE LOAN AND SECURITY AGREEMENT]
LIST OF EXHIBITS AND SCHEDULES
Exhibit A
Disclosure Schedule
Exhibit B
Funding Certificate
Exhibit C
Form of Note
Exhibit D
Form of Legal Opinion
Exhibit E
Form of Officer's Certificate