SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 18th, 2019 • Capricor Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 17, 2019, between Capricor Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PREFUNDED COMMON STOCK PURCHASE WARRANT capricor therapeutics, inc.Capricor Therapeutics, Inc. • December 13th, 2019 • Pharmaceutical preparations • New York
THIS PREFUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Capricor Therapeutics, Inc., a Delaware (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Capricor Therapeutics, Inc. And ___________, As Warrant Agent Form Of Common Stock Warrant Agreement Dated As Of ___________Warrant Agreement • September 28th, 2015 • Capricor Therapeutics, Inc. • Pharmaceutical preparations • New York
This Common Stock Warrant Agreement (this “Agreement”), dated as of [—], between Capricor Therapeutics, Inc., a Delaware corporation (the “Company”) and [—], a [corporation] [national banking association] organized and existing under the laws of [—] and having a corporate trust office in [—], as warrant agent (the “Warrant Agent”).
Capricor Therapeutics, Inc. and _________, As Warrant Agent Form of Preferred Stock Warrant Agreement Dated As Of __________Preferred Stock Warrant Agreement • September 28th, 2015 • Capricor Therapeutics, Inc. • Pharmaceutical preparations • New York
This Preferred Stock Warrant Agreement (this “Agreement”), dated as of [—], between Capricor Therapeutics, Inc., a Delaware corporation (the “Company “) and [—], a [corporation] [national banking association] organized and existing under the laws of [—] and having a corporate trust office in [—], as warrant agent (the “Warrant Agent”).
WARRANT AGREEMENTWarrant Agreement • April 22nd, 2010 • Nile Therapeutics, Inc. • Pharmaceutical preparations • New York
This Warrant Agreement made as of April 21, 2010, is between Nile Therapeutics, Inc., a Delaware corporation, with offices at 4 West 4th Avenue, Suite 400, San Mateo, CA (the “Company”), and American Stock Transfer & Trust Company, LLC, with offices at 6201 15th Avenue, Brooklyn, NY (the “Warrant Agent”).
COMMON STOCK PURCHASE WARRANT capricor therapeutics, inc.Capricor Therapeutics, Inc. • May 15th, 2020 • Pharmaceutical preparations • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _______________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on March 27, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Capricor Therapeutics, Inc., a Delaware corporation (the “Company”), up to __________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued pursuant to that certain Engagement Agreement, by and between the Company and H.C. Wainwright & Co., LLC, dated as of November 29, 2019, as amended.
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • December 13th, 2019 • Capricor Therapeutics, Inc. • Pharmaceutical preparations • New York
Capricor Therapeutics, Inc. _______ and ______, As Warrant Agent Form of Debt Securities Warrant Agreement Dated As of _______Debt Securities Warrant Agreement • September 28th, 2015 • Capricor Therapeutics, Inc. • Pharmaceutical preparations • New York
This Debt Securities Warrant Agreement (this “Agreement”), dated as of [—], between Capricor Therapeutics, Inc., a Delaware corporation (the “Company”) and [—], a [corporation] [national banking association] organized and existing under the laws of [—] and having a corporate trust office in [—], as warrant agent (the “Warrant Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 24th, 2011 • Nile Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 20, 2011, by and among NILE THERAPEUTICS, INC., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUED UPON ITS EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 5 OF THIS WARRANTNile Therapeutics, Inc. • September 21st, 2007 • Services-business services, nec • Delaware
Nile Therapeutics, Inc., a Delaware corporation (the “Company”), for value received, hereby certifies that [ ], or its registered assigns (the “Registered Holder”), is entitled, subject to the terms and conditions set forth below, to purchase from the Company, at any time or from time to time on or after [ ], 200[ ] and on or before 5:00 p.m. (Eastern time) on [ ], 201[ ] (the “Exercise Period”), [ ] shares of Common Stock, $0.001 par value per share, of the Company (“Common Stock”), at a purchase price of $[ ] per share. The shares purchasable upon exercise of this Warrant, and the purchase price per share, each as adjusted from time to time pursuant to the provisions of this Warrant, are hereinafter referred to as the “Warrant Shares” and the “Purchase Price,” respectively. This Warrant is one of a series of Warrants issued by the Company, all with the same Original Issue Date and of like tenor, except as to the number of Warrant Shares subject thereto (the “Company Warrants”).
NILE THERAPEUTICS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • June 25th, 2009 • Nile Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is effective as of , 2008, by and between Nile Therapeutics, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
SHARE PURCHASE AGREEMENTShare Purchase Agreement • February 6th, 2015 • Capricor Therapeutics, Inc. • Pharmaceutical preparations • New York
This Share Purchase Agreement (this “Agreement”) is dated as of February 3, 2015 by and among Capricor Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and, collectively, the “Purchasers”).
CAPRICOR THERAPEUTICS, INC. cOMMON STOCK SALES AGREEMENTSales Agreement • July 22nd, 2019 • Capricor Therapeutics, Inc. • Pharmaceutical preparations • New York
NILE THERAPEUTICS, INC. and ____________________, as Trustee INDENTURE Dated as of __________, __________Indenture • March 3rd, 2010 • Nile Therapeutics, Inc. • Pharmaceutical preparations • New York
INDENTURE, dated as of __________, _____, by and between Nile Therapeutics, Inc., a Delaware corporation, as Issuer (the “Company”) and ____________________, a __________ organized under the laws of ____________________, as Trustee (the “Trustee”).
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY OTHER SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED, PLEDGED OR...Nile Therapeutics, Inc. • April 22nd, 2010 • Pharmaceutical preparations • New York
This REPRESENTATIVE’S WARRANT (this “Warrant”) of Nile Therapeutics, Inc., a corporation duly organized and validly existing under the laws of the State of Delaware (the “Company”), is being issued pursuant to that certain Underwriting Agreement, dated as of April 21, 2010 (the “Underwriting Agreement”), by and among the Company and Maxim Group LLC, as the representative of the underwriters named therein (the “Representative”) relating to a firm commitment public offering (the “Offering”) of common stock, $0.001 par value per share, of the Company (the “Common Stock”) and warrants to the purchase Common Stock underwritten by the Representative and the underwriters named in the Underwriting Agreement.
NILE THERAPEUTICS, INC. 3,350,000 shares of Common Stock and Warrants to purchase up to 2,512,500 shares of Common Stock PLACEMENT AGENT AGREEMENTNile Therapeutics, Inc. • April 2nd, 2012 • Pharmaceutical preparations • New York
In addition, the undersigned hereby waives, from the date hereof until the expiration of the thirty (30) day period following the date of the Company’s final prospectus, any and all rights, if any, to request or demand registration pursuant to the Securities Act of 1933, as amended, of any shares of Common Stock or securities convertible into or exercisable or exchangeable for Common Stock that are registered in the name of the undersigned or that are Beneficially Owned Shares. In order to enable the aforesaid covenants to be enforced, the undersigned hereby consents to the placing of legends and/or stop transfer orders with the transfer agent of the Common Stock with respect to any shares of Common Stock, securities convertible into or exercisable or exchangeable for Common Stock or Beneficially Owned Shares.
AMENDED AND RESTATED LOAN AGREEMENT AND CONVERTIBLE PROMISSORY NOTELoan Agreement and Convertible Promissory Note • August 14th, 2006 • Smi Products Inc • Services-business services, nec • New York
THIS AMENDED AND RESTATED LOAN AGREEMENT AND CONVERTIBLE PROMISSORY NOTE, dated as of August 11, 2006 (the “Note”), between SMI PRODUCTS, INC., a Nevada Corporation (the "Maker"), having an address at 3503 Cedar Locus, Sugarland, Texas 77479 and Armor Capital Fund (the "Payee"), having an address at 815 Hornby Street, Suite 404, Vancouver, B.C., V6Z 2E6. Each of the Maker and the Payee are referred to herein as a “Party”, and collectively as the “Parties.”
NILE THERAPEUTICS, INC. WARRANT TO PURCHASE COMMON STOCKNile Therapeutics, Inc. • June 24th, 2011 • Pharmaceutical preparations • New York
This Warrant (this “Warrant”) is one of a series of similar warrants issued pursuant to that certain Securities Purchase Agreement, dated June 20, 2011, by and among the Company and the Purchasers identified therein (the “Purchase Agreement”). All such warrants are referred to herein, collectively, as the “Warrants.”
NILE THERAPEUTICS, INC. FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • March 3rd, 2010 • Nile Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is effective as of [DATE], by and between Nile Therapeutics, Inc., a Delaware corporation (the “Company”), and [NAME] (“Indemnitee”).
FORM OF] SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 13th, 2009 • Nile Therapeutics, Inc. • Pharmaceutical preparations • New York
Except as set forth below, neither the undersigned nor any of its affiliates, officers, directors or principal equity holders (5% or more) has held any position or office or has had any other material relationship with the Company (or its predecessors or affiliates) during the past three years.
EMPLOYMENT AGREEMENTEmployment Agreement • September 21st, 2007 • Nile Therapeutics, Inc. • Services-business services, nec • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is made this 19th day of January, 2007, by and between NILE PHARMACEUTICALS, INC., a Delaware corporation with principal executive offices at 689 5th Avenue, 12th Floor, New York, NY 10022 (the “Company”), and MR. DARON EVANS, residing at 3029 Riverside Ave., Jacksonville, FL 32205 (the“Executive”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 14th, 2006 • Smi Products Inc • Services-business services, nec • New York
STOCK PURCHASE AGREEMENT, dated as of August 11, 2006 (this “Agreement”), by and among SMI Products, Inc., a Nevada Corporation (the “Company”), the persons listed on Schedule A to this Agreement (each a “Seller” and collectively, the “Sellers”) and the persons listed on Schedule B to this Agreement (each a “Purchaser” and collectively, the “Purchasers”). The Company, each Seller and each Purchaser are referred to herein as a “Party” and collectively, as the “Parties”.
2,687,500 Shares CAPRICOR THERAPEUTICS, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 16th, 2016 • Capricor Therapeutics, Inc. • Pharmaceutical preparations • New York
Capricor Therapeutics, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters named on Schedule I to this Agreement (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 2,687,500 shares (the “Firm Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”). The respective amounts of the Firm Shares to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company proposes to grant to the Underwriters an option to purchase up to an additional 403,125 shares (the “Option Shares”) of Common Stock from the Company for the purpose of covering over-allotments in connection with the sale of the Firm Shares. The Firm Shares and the Option Shares are collectively called the “Shares.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 6th, 2015 • Capricor Therapeutics, Inc. • Pharmaceutical preparations
This Agreement is made in connection with that certain Securities Purchase Agreement (the “Purchase Agreement”), dated as of the date hereof, by and among the Company and each purchaser identified on the signature pages thereto (each, a “Purchaser” and, collectively, the “Purchasers”).
SUBSCRIPTION AGREEMENTSubscription Agreement • September 21st, 2007 • Nile Therapeutics, Inc. • Services-business services, nec • Delaware
This Subscription Agreement (this “Agreement”) is made as of the date set forth on the signature page of this Agreement by and between Nile Therapeutics, Inc., a Delaware corporation (the “Company”), and each party who is a signatory hereto (individually, a “Subscriber” and collectively with other signatories of similar subscription agreements entered into in connection with the Offering described below, the “Subscribers”).
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • May 23rd, 2014 • Capricor Therapeutics, Inc. • Pharmaceutical preparations • California
This Exclusive License Agreement (“Agreement”) is entered into and effective this 5th day of May, 2014 (“Effective Date”) by and between Cedars-Sinai Medical Center, a California nonprofit public benefit corporation (“CSMC”), with offices at 8700 Beverly Boulevard, Los Angeles, California 90048-1865, and Capricor, Inc., a Delaware corporation (“Licensee”), with offices at 8840 Wilshire Blvd., 2nd Floor, Beverly Hills, California 90211.
TRANSFER AGREEMENTTransfer Agreement • March 6th, 2015 • Capricor Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS TRANSFER AGREEMENT (“Agreement”) is entered into as of October 8, 2014 (the “Effective Date”) between CAPRICOR THERAPEUTICS, INC., a Delaware corporation with offices located at 8840 Wilshire Blvd., 2nd Floor, Beverly Hills, California 90211 (“Capricor”) and MEDTRONIC, INC., a Minnesota corporation with offices at 710 Medtronic Parkway, Minneapolis, Minnesota 55432, U.S.A. (“Medtronic”) (each a “Party,” collectively the “Parties”).
NILE THERAPEUTICS, INC. AMENDMENT OF INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • March 5th, 2008 • Nile Therapeutics, Inc. • Pharmaceutical preparations • California
THIS AMENDMENT OF INCENTIVE STOCK OPTION AGREEMENT (this “Amendment”) is entered into as of this 4th day of March, 2008 (the “Effective Date”), between Peter M. Strumph (“Optionee”) and Nile Therapeutics, Inc., a Delaware corporation (the “Company”).
CAPRICOR THERAPEUTICS, INC. $14,000,000 cOMMON STOCK SALES AGREEMENTCapricor Therapeutics, Inc. • October 19th, 2017 • Pharmaceutical preparations • New York
FACILITIES LEASE between CEDARS-SINAI MEDICAL CENTER, a California nonprofit public benefit corporation and Capricor, Inc. a Delaware corporationFacilities Lease • May 15th, 2014 • Capricor Therapeutics, Inc. • Pharmaceutical preparations • California
THIS FACILITIES LEASE (“Lease”) is made and entered into as of June 1, 2014, by and between CEDARS-SINAI MEDICAL CENTER, a California nonprofit public benefit corporation (“Landlord”), and CAPRICOR, INC., a Delaware corporation (“Tenant”), with reference to the following facts and circumstances:
EMPLOYMENT AGREEMENTEmployment Agreement • August 8th, 2019 • Capricor Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and shall be effective as of the 14th day of May, 2019 (the “Effective Date”), by and between CAPRICOR THERAPEUTICS, INC. (“CAPR”) and CAPRICOR, INC., (“Capricor”) whose offices are located at 8840 Wilshire Blvd., 2nd Floor, Beverly Hills, California 90211 (collectively, the “Company”), and ANTHONY J. BERGMANN, whose address is [***] (“Executive”).
Nile Therapeutics, Inc. 4 West 4th Avenue, Suite 400 San Mateo, California 94402 Gentlemen:Nile Therapeutics, Inc. • April 2nd, 2012 • Pharmaceutical preparations • New York
The undersigned (the “Investor”) hereby confirms its agreement with Nile Therapeutics, Inc., a Delaware corporation (the “Company”) as follows:
SUBLEASESublease • March 31st, 2014 • Capricor Therapeutics, Inc. • Pharmaceutical preparations • California
This Sublease ("Sublease") is made and shall be effective as of the 1st day of May, 2012, by and between CAPRICOR, INC., a Delaware corporation whose principal office is located at 8840 Wilshire Blvd., 3rd Floor, Beverly Hills, California 90211 ("Sublessor"), and FRANK LITVACK, an individual whose address is 8550 Wilshire Blvd., Ste. 840, Los Angeles, California 90010 ("Sublessee").
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 16th, 2016 • Capricor Therapeutics, Inc. • Pharmaceutical preparations • New York
This Agreement is made in connection with that certain Subscription Agreement (the “Subscription Agreement”), dated as of the date hereof, by and among the Company and each investor identified on the signature pages thereto.
SECOND AMENDMENT TO EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • August 14th, 2015 • Capricor Therapeutics, Inc. • Pharmaceutical preparations
THIS SECOND AMENDMENT TO EXCLUSIVE LICENSE AGREEMENT (this “Amendment”) is made and entered into as of June 10, 2015 (“Amendment Date”), by and between CEDARS-SINAI MEDICAL CENTER, a California nonprofit public benefit corporation (“CSMC”), and CAPRICOR, INC., a Delaware corporation (“Licensee”), under the following circumstances:
