UNCONDITIONAL SECURED GUARANTY AND PLEDGE AGREEMENT
This UNCONDITIONAL SECURED GUARANTY AND PLEDGE AGREEMENT (this Agreement) is entered into as of December 22, 2020 by and between (a) YUMANITY THERAPEUTICS, INC., a Delaware corporation, formerly known as Proteostasis Therapeutics, Inc. (the Guarantor), and (b) HERCULES CAPITAL, INC., a Maryland corporation in its capacity as administrative agent and collateral agent (in such capacity, the Agent) for the several banks and other financial institutions or entities from time to time parties to the hereinafter defined Loan Agreement (collectively, the Lenders, and each, a Lender).
For and in consideration of all extensions of credit, loans and other financial accommodations provided by the Lenders to YUMANITY, INC., a Delaware corporation, formerly known as Yumanity Therapeutics, Inc. (Yumanity, and together with each Subsidiary of Yumanity from time to time party thereto as a borrower, collectively, Borrowers, and each, a Borrower), which loans were and will be made pursuant to that certain Loan and Security Agreement, dated as of December 20, 2019 as amended by that certain First Amendment to Loan and Security Agreement dated April 10, 2020, Second Amendment to Loan and Security Agreement dated April 24, 2020, Third Amendment to Loan and Security Agreement dated June 10, 2020 and Fourth Amendment and Consent to Loan and Security Agreement dated December 22, 2020, each among Borrower, Agent and the Lenders, as so amended and as further amended, restated, supplemented, modified, extended or renewed from time to time, the Loan Agreement), Guarantor hereby unconditionally and irrevocably guarantees the prompt and complete payment of all amounts Borrower owes the Lenders arising under the Loan Agreement and any Loan Document and Borrowers performance of its Secured Obligations under the Loan Agreement and the other Loan Documents according to their terms. Capitalized terms used but not otherwise defined herein shall have the meanings given them under the Loan Agreement.
SECTION 1 GUARANTEE
1.1 If any Borrower does not perform its Secured Obligations under the Loan Documents, Guarantor shall upon demand by Agent immediately pay all such amounts due thereunder (including, without limitation, all principal, interest and fees owing) under the Loan Documents (Guarantor Obligations).
1.2 The obligations hereunder are independent of the obligations of Borrower, and a separate action or actions may be brought and prosecuted against Guarantor whether action is brought against Borrower or whether Borrower be joined in any such action or actions. To the fullest extent permitted by applicable law, Guarantor waives the benefit of any statute of limitations affecting its liability hereunder or the enforcement thereof. Guarantors liability under this Agreement is not conditioned or contingent upon the genuineness, validity, regularity or enforceability of the Loan Documents.
1.3 Guarantor authorizes Agent and the Lenders, without notice or demand and without affecting its liability hereunder, from time to time to (a) renew, extend or otherwise change the terms of the Loan Documents or any part thereof, (b) take security for the payment due under this Agreement or the Loan Documents, (c) exchange, enforce, waive or release any such security and (d) apply any security and direct its sale as Agent chooses.