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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/25/20 NTN Buzztime Inc. S-4/A 207:22M M2 Compliance LLC/FA |
Document/Exhibit Description Pages Size 1: S-4/A Pre-Effective Amendment to Registration Statement HTML 4.43M - Securities for a Merger 2: EX-5.1 Opinion of Counsel re: Legality HTML 58K 3: EX-10.16(A) Material Contract HTML 72K 4: EX-10.16(B) Material Contract HTML 74K 5: EX-10.17(A) Material Contract HTML 72K 6: EX-10.17(B) Material Contract HTML 58K 7: EX-10.17(C) Material Contract HTML 74K 8: EX-10.17(D) Material Contract HTML 66K 9: EX-10.18 Material Contract HTML 74K 10: EX-10.19(A) Material Contract HTML 235K 11: EX-10.19(B) Material Contract HTML 61K 12: EX-10.19(C) Material Contract HTML 72K 13: EX-10.20 Material Contract HTML 126K 14: EX-10.21 Material Contract HTML 68K 15: EX-10.22 Material Contract HTML 71K 16: EX-10.23(A) Material Contract HTML 284K 17: EX-10.23(B) Material Contract HTML 63K 18: EX-10.23(C) Material Contract HTML 66K 19: EX-10.23(D) Material Contract HTML 101K 20: EX-10.24(A) Material Contract HTML 219K 21: EX-10.24(B) Material Contract HTML 77K 22: EX-10.24(C) Material Contract HTML 66K 23: EX-23.4 Consent of Expert or Counsel HTML 54K 24: EX-23.5 Consent of Expert or Counsel HTML 54K 25: EX-99.1 Miscellaneous Exhibit HTML 53K 27: EX-99.10 Miscellaneous Exhibit HTML 54K 28: EX-99.11 Miscellaneous Exhibit HTML 54K 29: EX-99.12 Miscellaneous Exhibit HTML 54K 30: EX-99.13 Miscellaneous Exhibit HTML 54K 26: EX-99.9 Miscellaneous Exhibit HTML 54K 37: R1 Document and Entity Information HTML 68K 38: R2 Condensed Consolidated Balance Sheets HTML 171K 39: R3 Condensed Consolidated Balance Sheets HTML 83K (Parenthetical) 40: R4 Condensed Consolidated Statements of Operations HTML 134K and Comprehensive Loss (Unaudited) 41: R5 Condensed Consolidated Statements of Operations HTML 56K and Comprehensive Loss (Unaudited) (Parenthetical) 42: R6 Condensed Consolidated Statements of Shareholders' HTML 122K Equity (Unaudited) 43: R7 Condensed Consolidated Statements of Cash Flows HTML 195K (Unaudited) 44: R8 Condensed Balance Sheets (Brooklyn HTML 144K ImmunoTherapeutics, LLC) 45: R9 Condensed Statements of Operations (Unaudited) HTML 103K (Brooklyn ImmunoTherapeutics, LLC) 46: R10 Condensed Statements of Changes in Members' Equity HTML 149K (Brooklyn ImmunoTherapeutics, LLC) 47: R11 Condensed Statements of Cash Flows (Brooklyn HTML 265K ImmunoTherapeutics, LLC) 48: R12 Basis of Presentation HTML 62K 49: R13 Organization of Company HTML 61K 50: R14 Merger Agreement and Asset Purchase Agreement HTML 60K 51: R15 Covid-19-Update HTML 59K 52: R16 Going Concern Uncertainty HTML 66K 53: R17 Summary of Significant Accounting Policies And HTML 131K Estimates 54: R18 Restricted Cash HTML 59K 55: R19 Fixed Assets, Net HTML 65K 56: R20 Fair Value of Financial Instruments HTML 62K 57: R21 Accrued Compensation HTML 61K 58: R22 Concentrations of Risk HTML 60K 59: R23 Revenue Recognition HTML 112K 60: R24 Basic and Diluted Earnings Per Common Share HTML 59K 61: R25 Shareholders' Equity HTML 116K 62: R26 Income Taxes HTML 87K 63: R27 Debt HTML 66K 64: R28 Long-term Debt HTML 59K 65: R29 Leases HTML 110K 66: R30 Commitments and Contingencies HTML 58K 67: R31 Disposition of Site Equipment to Be Installed and HTML 61K Fixed Assets 68: R32 Software Development Costs HTML 60K 69: R33 Goodwill HTML 66K 70: R34 Accumulated Other Comprehensive Income HTML 59K 71: R35 Recent Accounting Pronouncements HTML 65K 72: R36 Retirement Savings Plan HTML 57K 73: R37 Subsequent Events HTML 65K 74: R38 Organization and Description of Business HTML 65K Operations (Brooklyn ImmunoTherapeutics, LLC) 75: R39 Description of Business (Brooklyn HTML 57K ImmunoTherapeutics, LLC) (10-K) 76: R40 Going Concern (Brooklyn ImmunoTherapeutics, LLC) HTML 72K 77: R41 Basis of Presentation and Summary of Significant HTML 72K Accounting Policies (Brooklyn ImmunoTherapeutics, LLC) 78: R42 Summary of Significant Accounting Policies HTML 150K (Brooklyn ImmunoTherapeutics, LLC) (10-K) 79: R43 Merger With NTN Buzztime, Inc (Brooklyn HTML 59K ImmunoTherapeutics, LLC) 80: R44 Fair Value of Financial Instruments (Brooklyn HTML 74K ImmunoTherapeutics, LLC) 81: R45 Business Combination (Brooklyn ImmunoTherapeutics, HTML 61K LLC) (10-K) 82: R46 Property and Equipment (Brooklyn HTML 76K ImmunoTherapeutics, LLC) 83: R47 Goodwill and in Process Research and Development HTML 56K (Brooklyn ImmunoTherapeutics, LLC) (10-K) 84: R48 Security Deposits and Other Assets (Brooklyn HTML 58K ImmunoTherapeutics, LLC) 85: R49 Accrued Expenses (Brooklyn ImmunoTherapeutics, HTML 65K LLC) 86: R50 Investor Deposits (Brooklyn ImmunoTherapeutics, HTML 55K LLC) (10-K) 87: R51 Loans Payable (Brooklyn ImmunoTherapeutics, LLC) HTML 68K 88: R52 Loans Payable and Loans Payable to Related Parties HTML 59K (Brooklyn ImmunoTherapeutics, LLC) (10-K) 89: R53 Commitments and Contingencies (Brooklyn HTML 82K ImmunoTherapeutics, LLC) 90: R54 Stock-Based Compensation (Brooklyn HTML 62K ImmunoTherapeutics, LLC) 91: R55 Members' Equity (Brooklyn ImmunoTherapeutics, LLC) HTML 57K 92: R56 Stockholders' Deficiency and Members' Equity HTML 75K (Brooklyn ImmunoTherapeutics, LLC) (10-K) 93: R57 Income Tax (Brooklyn ImmunoTherapeutics, LLC) HTML 101K (10-K) 94: R58 Subsequent Events (Brooklyn ImmunoTherapeutics, HTML 72K LLC) 95: R59 Summary of Significant Accounting Policies And HTML 180K Estimates (Policies) 96: R60 Basis of Presentation and Summary of Significant HTML 96K Accounting Policies (Policies) (Brooklyn ImmunoTherapeutics, LLC) 97: R61 Summary of Significant Accounting Policies HTML 129K (Policies) (Brooklyn ImmunoTherapeutics, LLC) (10-K) 98: R62 Summary of Significant Accounting Policies And HTML 118K Estimates (Tables) 99: R63 Fixed Assets, Net (Tables) HTML 66K 100: R64 Accrued Compensation (Tables) HTML 59K 101: R65 Revenue Recognition (Tables) HTML 118K 102: R66 Shareholders' Equity (Tables) HTML 100K 103: R67 Income Taxes (Tables) HTML 84K 104: R68 Leases (Tables) HTML 95K 105: R69 Goodwill (Tables) HTML 63K 106: R70 Business Combination (Tables) (Brooklyn HTML 60K ImmunoTherapeutics, LLC) (10-K) 107: R71 Fair Value of Financial Instruments (Tables) HTML 63K (Brooklyn ImmunoTherapeutics, LLC) 108: R72 Property and Equipment (Tables) (Brooklyn HTML 70K ImmunoTherapeutics, LLC) 109: R73 Accrued Expenses (Tables) (Brooklyn HTML 64K ImmunoTherapeutics, LLC) 110: R74 Commitments and Contingencies (Tables) (Brooklyn HTML 59K ImmunoTherapeutics, LLC) (10-K) 111: R75 Stockholders' Deficiency and Members' Equity HTML 83K (Tables) (Brooklyn ImmunoTherapeutics, LLC) (10-K) 112: R76 Income Tax (Tables) (Brooklyn ImmunoTherapeutics, HTML 89K LLC) (10-K) 113: R77 Basis of Presentation (Details Narrative) HTML 55K 114: R78 Organization of Company (Details Narrative) (10-K) HTML 61K 115: R79 Merger Agreement and Asset Purchase Agreement HTML 74K (Details Narrative) 116: R80 Covid-19-Update (Details Narrative) HTML 60K 117: R81 Going Concern Uncertainty (Details Narrative) HTML 97K 118: R82 Going Concern Uncertainty (Details Narrative) HTML 78K (10-K) 119: R83 Summary of Significant Accounting Policies and HTML 199K Estimates (Details Narrative) (10-K) 120: R84 Summary of Significant Accounting Policies and HTML 78K Estimates - Schedule of Disaggregation of Revenues (Details) (10-K) 121: R85 Summary of Significant Accounting Policies and HTML 61K Estimates - Schedule of Revenues Geographic Breakdown (Details) (10-K) 122: R86 Summary of Significant Accounting Policies and HTML 65K Estimates - Schedule of Contract Liabilities (Details) (10-K) 123: R87 Summary of Significant Accounting Policies and HTML 63K Estimates - Schedule of Unamortized Installation Cost and Sales Commissions (Details) (10-K) 124: R88 Restricted Cash (Details Narrative) HTML 72K 125: R89 Restricted Cash (Details Narrative) (10-K) HTML 75K 126: R90 Fixed Assets, Net (Details Narrative) (10-K) HTML 56K 127: R91 Fixed Assets, Net - Schedule of Property and HTML 70K Equipment (Details) (10-K) 128: R92 Fixed Assets, Net - Schedule of Asset Geographic HTML 59K 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152: R116 Leases (Details Narrative) HTML 122K 153: R117 Leases (Details Narrative) (10-K) HTML 78K 154: R118 Leases - Schedule of Operating Lease Right-of-use HTML 79K Assets and Liabilities (Details) 155: R119 Leases - Schedule of Operating Lease Right-of-use HTML 74K Assets and Liabilities (Details) (10-K) 156: R120 Leases - Schedule of Maturities of Operating HTML 74K Leases (Details) (10-K) 157: R121 Leases - Schedule of Financing Lease Right-of-use HTML 67K Assets and Liabilities (Details) 158: R122 Leases - Schedule of Financing Lease Right-of-use HTML 66K Assets and Liabilities (Details) (10-K) 159: R123 Leases - Schedule of Maturities of Financing HTML 64K Leases (Details) 160: R124 Leases - Schedule of Maturities of Financing HTML 65K Leases (Details) (10-K) 161: R125 Disposition of Site Equipment to Be Installed and HTML 70K Fixed Assets (Details Narrative) 162: R126 Software Development Costs (Details Narrative) HTML 62K 163: R127 Goodwill (Details Narrative) HTML 60K 164: R128 Goodwill (Details Narrative) (10-K) HTML 60K 165: R129 Goodwill - Schedule of Goodwill (Details) HTML 63K 166: R130 Goodwill - Schedule of Goodwill (Details) (10-K) HTML 64K 167: R131 Accumulated Other Comprehensive Income (Details HTML 57K Narrative) 168: R132 Accumulated Other Comprehensive Income (Details HTML 57K Narrative) (10-K) 169: R133 Retirement Savings Plan (Details Narrative) (10-K) HTML 57K 170: R134 Subsequent Events (Details Narrative) HTML 63K 171: R135 Subsequent Events (Details Narrative) (10-K) HTML 121K 172: R136 Going Conern (Details Narrative) (Brooklyn HTML 68K ImmunoTherapeutics, LLC) 173: R137 Basis of Presentation and Summary of Significant HTML 62K Accounting Policies (Details Narrative) (Brooklyn ImmunoTherapeutics, LLC) 174: R138 Merger With NTN Buzztime, Inc (Details Narrative) HTML 68K (Brooklyn ImmunoTherapeutics, LLC) 175: R139 Fair Value of Financial Instruments (Details HTML 61K Narrative) (Brooklyn ImmunoTherapeutics, LLC) 176: R140 Fair Value of Financial Instruments - Schedule of HTML 64K Fair Value of Liabilities (Details) (Brooklyn ImmunoTherapeutics, LLC) 177: R141 Property and Equipment (Details Narrative) HTML 56K (Brooklyn ImmunoTherapeutics, LLC) 178: R142 Property and Equipment - Schedule of Property and HTML 68K Equipment (Details) (Brooklyn ImmunoTherapeutics, LLC) 179: R143 Security Deposits and Other Assets (Details HTML 62K Narrative) (Brooklyn ImmunoTherapeutics, LLC) 180: R144 Accrued Expenses (Details) (Brooklyn HTML 67K ImmunoTherapeutics, LLC) 181: R145 Loans Payable (Details Narrative) (Brooklyn HTML 59K ImmunoTherapeutics, LLC) 182: R146 Commitments and Contingencies (Details Narrative) HTML 99K (Brooklyn ImmunoTherapeutics, LLC) 183: R147 Stock-Based Compensation (Details Narrative) HTML 56K (Brooklyn ImmunoTherapeutics, LLC) 184: R148 Members' Equity (Details Narrative) (Brooklyn HTML 67K ImmunoTherapeutics, LLC) 185: R149 Going Conern (Details Narrative) (Brooklyn HTML 86K ImmunoTherapeutics, LLC) (10-K) 186: R150 Summary of Significant Accounting Policies HTML 72K (Details Narrative) (Brooklyn ImmunoTherapeutics, LLC) (10-K) 187: R151 Business Combination (Details Narrative) (Brooklyn HTML 63K ImmunoTherapeutics, LLC) (10-K) 188: R152 Business Combination - Schedule of Purchase Price HTML 83K for Acquisition (Details) (Brooklyn ImmunoTherapeutics, LLC) (10-K) 189: R153 Property and Equipment (Details Narative) HTML 63K (Brooklyn ImmunoTherapeutics, LLC) (10-K) 190: R154 Property and Equipment - Schedule of Property and HTML 68K Equipment (Details) (Brooklyn ImmunoTherapeutics, LLC) (10-K) 191: R155 Goodwill and in Process Research and Development HTML 59K (Details Narrative) (Brooklyn ImmunoTherapeutics, LLC) (10-K) 192: R156 Security Deposits and Other Assets (Details HTML 65K Narrative) (Brooklyn ImmunoTherapeutics, LLC) (10-K) 193: R157 Accrued Expenses (Details) (Brooklyn HTML 70K ImmunoTherapeutics, LLC) (10K) 194: R158 Investor Deposits (Details Narrative) (Brooklyn HTML 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Schedule of Income Tax Benefit HTML 84K (Details) (Brooklyn ImmunoTherapeutics, LLC) (10-K) 203: R167 Income Tax - Schedule of Deferred Tax Assets and HTML 61K Liabilities (Details) (Brooklyn ImmunoTherapeutics, LLC) (10-K) 204: R168 Subsequent Events (Details Narrative) (Brooklyn HTML 61K ImmunoTherapeutics, LLC) (10-K) 206: XML IDEA XML File -- Filing Summary XML 371K 205: EXCEL IDEA Workbook of Financial Reports XLSX 284K 31: EX-101.INS XBRL Instance -- ntn-20200930 XML 3.47M 33: EX-101.CAL XBRL Calculations -- ntn-20200930_cal XML 459K 34: EX-101.DEF XBRL Definitions -- ntn-20200930_def XML 2.03M 35: EX-101.LAB XBRL Labels -- ntn-20200930_lab XML 2.11M 36: EX-101.PRE XBRL Presentations -- ntn-20200930_pre XML 2.34M 32: EX-101.SCH XBRL Schema -- ntn-20200930 XSD 461K 207: ZIP XBRL Zipped Folder -- 0001493152-20-022484-xbrl Zip 337K
Exhibit 10.23(c)
ASSIGNMENT AND ASSUMPTION OF LEASE
THIS ASSIGNMENT AND ASSUMPTION OF LEASE (this “Agreement”) is made as of November_, 2018, by and between IRX Therapeutics, Inc., a New York corporation (“Assignor”) and Brooklyn Immunotherapeutic LLC, a Delaware limited liability company (“Assignee”),
RECITALS:
A. Pursuant to that certain Lease Agreement, dated September 28, 2015, between BIOBAT, INC„ a Not-for-Profit 501(c)(3) corporation organized under the laws of the State of New York (“Landlord”) and Assignor (“Lease”), Landlord currently leases to Assignor, that certain “Premises” (as more particularly described in the Lease). All initial capitalized terms used herein but not herein defined and defined in the Lease shall have the meaning ascribed to such terms under the Lease,
B. Assignor desires by this Agreement to assign all of its right, title and interest in and to the Lease to Assignee, and Assignee desires to accept such assignment and to agree to perform all of the obligations of the tenant under the Lease from and after the Effective Time (as hereinafter defined), ail upon the terms and conditions hereinafter set forth,
TERMS:
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows;
1. Assignor assigns to Assignee all of its right, title and interest in and to the Lease as of the Effective Time, Assignee hereby accepts the foregoing assignment and assumes and agrees to be bound by and perform all covenants, conditions, obligations and duties of Assignor under the Lease as of the Effective Time. Assignee agrees that it has inspected the Premises and hereby agrees to take the Premises in the condition existing upon the Effective Time.
2. Assignor shall remain obligated to Landlord for the full performance of all covenants, conditions, obligations and duties required of tenant under the Lease and shall not be relieved of any such performance thereunder as a result of this Assignment. However, as of the Effective Time, Assignor shall have no continuing or future possessory rights in and to the Premises and thereafter waives any right it may possess to receive notice from Landlord relative to this Agreement or the Lease.
3. Assignor agrees that any security deposit currently being held by Landlord in the amount of shall be retained by Landlord to mist, the security deposit requirements of “Tenant” under the Lease. Any amount of such security deposit remaining at the expiration of the term of the Lease shall be paid to Assignee after full satisfaction of any amount owed to Landlord,
4. Assignor represents and covenants as follows:
(a) That the Lease is in full force and effect; that Assignor’s interest therein is free and clear of all encumbrances; and that Assignor has fully-performed all covenants and obligations under the Lease and has not done or permitted any acts in violation of the covenants contained in the Lease,
(b) That Assignor has not heretofore assigned, mortgaged or otherwise transferred, amended or encumbered, voluntarily or involuntarily, the Lease or its interest therein or subleased or allowed use or occupancy of the Premises by any other person or entity under a sublease or occupancy agreement remaining in effect.
C:
(c) That Landlord has fully performed all the covenants and obligations on its part to be performed and observed under the Lease; that Landlord has not done or permitted any act or acts in violation of any of the covenants, provisions or terms thereof°, and that there is not now in existence any reason or claim to offset, deduct or decrease any payments due under the Lease,
5. Within thirty (30) days following the Effective Time, Assignor shall pay the Landlord’s attorneys’ fees and costs incurred in connection with the assignment contemplated hereby, Landlord consents to the assignment of the Lease to Assignee only at such time as this Agreement has been executed by all of the parties hereto. Nothing in this Agreement shall be deemed to waive or modify any of the provisions of the Lease, Consent to this Agreement shall not be deemed a consent by Landlord to any further assignment, whether or not Assignee purports to permit the same.
6. Subject to the provisions of Paragraph 5, the provisions of this Agreement shall bind and inure to the benefit of the heirs, representatives, successors and assigns of the parties hereto.
7. Assignee’s address for notices under the Lease shall be the Premises, unless changed in accordance with the Lease.
8. Each individual executing this Agreement on behalf of a partnership, corporation, limited liability company or other entity represents that he or she is duly authorized to execute and deliver this Agreement on behalf of the entity which is a party to this Agreement and agrees to deliver evidence of his or her authority to the other party(ies) upon request.
9. This Agreement may be executed by the parties hereto in separate counterparts, including by facsimile or PDF file, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute one and the same instrument. Each counterpart may consist of a number of copies hereof each signed by less than all, but together signed by all of, the parties hereto.
10. This Agreement is being entered into in conjunction with the purchase of the Assignor’s business by the Assignee pursuant to a certain Asset Purchase Agreement, by and among Assignor and Assignee (the “Transaction”). The parties to this Agreement agree that this Agreement shall become effective, and shall only become effective, at such time as the closing date of the Transaction (the “Effective Time”). If the Transaction does not close, this Agreement shall automatically become null and void,
C:
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.
ASSIGNOR:
IRX THERAPEUTICS, INC. a New York corporation |
ASSIGNEE:
BROOKLYN IMMUNOTHERAPEUTICS, LLC a New York corporation | |||
By: | /s/ Mark W. Leuchtenberger | By: | /s/ Mark W. Leuchtenberger | |
Mark W. Leuchtgenberger, CEO | Mark W. Leuchtgenberger, CEO | |||
1-14-2019 | 1-14-2019 |
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Landlord represents that the Lease is in full force and effect and that, to its knowledge, Assignor is not in default of any of its obligations thereunder. Landlord consents to the subject Assignment and Assumption of Lease. Landlord makes no representation regarding Assignor’s compliance with Article XI of the Prime Lease in connection with the subject assignment and assumption.
LANDLORD: | ||
BIOBAT, INC. | ||
a New York Not-for-Profit corporation | ||
By: | /s/ Eva Cramer | |
Eva Cramer, President | ||
(Print Name and Title) | ||
November 02, 2018 |
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This ‘S-4/A’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 11/25/20 | CORRESP | ||
11/2/18 | ||||
9/28/15 | ||||
List all Filings |
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