Cara Therapeutics, Inc. Sample Contracts

Cara Therapeutics, Inc. – 5,500,000 Shares CARA THERAPEUTICS, INC. Common Stock UNDERWRITING AGREEMENT (July 29th, 2019)
Cara Therapeutics, Inc. – Cara Therapeutics Announces Positive Results From KALM-1 Pivotal Phase 3 Trial of KORSUVATM Injection in Hemodialysis Patients with Pruritus - Statistically significant improvement in primary endpoint of proportion of patients with three point or greater reduction in mean worst itching intensity NRS score vs. placebo (p=0.000019) – - Statistically significant improvement in key secondary endpoint of proportion of patients with four point or greater reduction in mean worst itching intensity NRS score vs. placebo (p=0.000032) – - KORSUVA Injection well-tolerated through 12 weeks of treatment - - (May 29th, 2019)

STAMFORD, Conn., May 29, 2019 – Cara Therapeutics, Inc. (Nasdaq:CARA), a biopharmaceutical company focused on developing and commercializing new chemical entities with a primary focus on the treatment of pruritus by selectively targeting peripheral kappa opioid receptors, today announced positive topline data from the KALM-1 pivotal Phase 3 trial of KORSUVA™ (CR845/difelikefalin) Injection in hemodialysis patients with moderate-to-severe chronic kidney disease-associated pruritus (CKD-aP).

Cara Therapeutics, Inc. – CARA THERAPEUTICS, INC. AND , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF (March 15th, 2019)

THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between CARA 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”).

Cara Therapeutics, Inc. – CARA THERAPEUTICS, INC. AND , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF (March 15th, 2019)

THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [•], between CARA 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”).

Cara Therapeutics, Inc. – Cara Therapeutics, Inc., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 20 Debt Securities (March 15th, 2019)

INDENTURE, dated as of [•], 20        , among Cara Therapeutics, Inc., a Delaware corporation (the “Company”), and[TRUSTEE], as trustee (the “Trustee”):

Cara Therapeutics, Inc. – CARA THERAPEUTICS, INC. AND , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF (March 15th, 2019)

THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between CARA 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”).

Cara Therapeutics, Inc. – EXECUTIVE EMPLOYMENT AGREEMENT (March 12th, 2019)

This Executive Employment Agreement (the “Agreement”) is entered into effective 22 Oct 2018, by and between Joana Goncalves, M.D. (“Executive”) and Cara Therapeutics, Inc. (the “Company”).

Cara Therapeutics, Inc. – Cara Therapeutics Reports Fourth Quarter and Full Year 2018 Financial Results – Conference call today at 4:30 p.m. ET – (March 12th, 2019)

STAMFORD, Conn., March 12, 2019 – Cara Therapeutics, Inc. (Nasdaq: CARA), a biopharmaceutical company focused on developing and commercializing new chemical entities with a primary focus on pruritus as well as pain by selectively targeting peripheral kappa opioid receptors, today announced financial results and operational highlights for the fourth quarter and full year ended December 31, 2018.

Cara Therapeutics, Inc. – October 18, 2018 Joseph Stauffer (March 12th, 2019)
Cara Therapeutics, Inc. – LICENSE AGREEMENT BY AND BETWEEN CARA THERAPEUTICS, INC. AND VIFOR FRESENIUS MEDICAL CARE RENAL PHARMA LTD. May 17, 2018 (August 7th, 2018)

This License Agreement (the “Agreement”) is entered into as of  May 17, 2018 (the “Effective Date”), by and between Cara Therapeutics, Inc., a corporation organized and existing under the laws of Delaware and having an office located at offices at 4 Stamford Plaza,107 Elm Street, 9th Floor Stamford, CT 06902 (“Cara”), and Vifor Fresenius Medical Care Renal Pharma Ltd., a corporation organized and existing under the laws of Switzerland and having an office located at Rechenstrasse 37, CH-9014 St. Gallen, Switzerland (“VFMCRP”).

Cara Therapeutics, Inc. – 4,500,000 Shares CARA THERAPEUTICS, INC. Common Stock UNDERWRITING AGREEMENT (July 23rd, 2018)
Cara Therapeutics, Inc. – Cara Therapeutics and Vifor Fresenius Medical Care Renal Pharma (VFMCRP) Enter into Ex-U.S. Licensing Agreement to Commercialize KORSUVA™ Injection in Dialysis Patients with Pruritus Cara receives upfront payment of $50 million in cash and an equity investment of $20 million Cara eligible for up to $470 million in regulatory and commercial milestones VFMCRP to commercialize KORSUVA injection worldwide except in the U.S., Japan and South Korea Cara to commercialize KORSUVA injection in the U.S & co-promote with VFMCRP in U.S. Fresenius Medical Care (FMC) North America Dialysis Clinics - Cara to (May 23rd, 2018)

STAMFORD, Conn., May 23, 2018 – Cara Therapeutics, Inc. (Nasdaq:CARA), a U.S. biopharmaceutical company focused on developing and commercializing new chemical entities designed to alleviate pruritus and pain by selectively targeting peripheral kappa opioid receptors, today announced that it has licensed worldwide rights, except in the U.S., Japan and South Korea, to commercialize KORSUVA (CR845/difelikefalin) injection for the treatment of chronic kidney disease-associated pruritus (CKD-aP) in dialysis patients to Vifor Fresenius Medical Care Renal Pharma Ltd (VFMCRP), a joint company of Vifor Pharma Group (SIX:VIFN) and Fresenius Medical Care (NYSE:FMS) that specializes in treatments for CKD. The U.S. Food and Drug Administration (FDA) granted Breakthrough Therapy Designation to KORSUVA injection for this indication, for which there are currently no approved therapies in the U.S. or E.U.

Cara Therapeutics, Inc. – Cara Therapeutics Reports First Quarter 2018 Financial Results – Conference call today at 4:30 p.m. ET – (May 9th, 2018)

STAMFORD, Conn., May 9, 2018 – Cara Therapeutics, Inc. (Nasdaq: CARA), a biopharmaceutical company focused on developing and commercializing new chemical entities designed to alleviate pruritus and pain by selectively targeting peripheral kappa opioid receptors, today announced financial results and operational highlights for the first quarter ended March 31, 2018.

Cara Therapeutics, Inc. – Cara Therapeutics Reports Fourth Quarter and Full Year 2017 Financial Results – Conference call today at 4:30 p.m. ET – (March 15th, 2018)

STAMFORD, Conn., March 15, 2018 – Cara Therapeutics, Inc. (Nasdaq: CARA), a biotechnology company focused on developing and commercializing new chemical entities designed to alleviate pruritus and pain by selectively targeting kappa opioid receptors, today announced financial results for the fourth quarter and full year ended December 31, 2017.

Cara Therapeutics, Inc. – EXECUTIVE EMPLOYMENT AGREEMENT (August 4th, 2017)

This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective July 31, 2017 (the “Effective Date”), by and between Mani Mohindru (“Executive”) and Cara Therapeutics, Inc. (the “Company”).

Cara Therapeutics, Inc. – 4,450,000 Shares CARA THERAPEUTICS, INC. Common Stock UNDERWRITING AGREEMENT (April 3rd, 2017)
Cara Therapeutics, Inc. – CARA THERAPEUTICS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of Debt Securities (March 13th, 2017)

INDENTURE, dated as of                         , among CARA THERAPEUTICS, INC., a Delaware corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”):

Cara Therapeutics, Inc. – CARA THERAPEUTICS, INC. and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF (March 13th, 2017)

DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of                          between CARA 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”).

Cara Therapeutics, Inc. – CARA THERAPEUTICS, INC. and , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF (March 13th, 2017)

PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of                      between CARA 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”).

Cara Therapeutics, Inc. – CARA THERAPEUTICS, INC. and , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF (March 13th, 2017)

COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of                      between CARA 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”).

Cara Therapeutics, Inc. – FOUR STAMFORD PLAZA STAMFORD, CONNECTICUT OFFICE LEASE AGREEMENT BETWEEN FOUR STAMFORD PLAZA OWNER LLC (“LANDLORD”) AND CARA THERAPEUTICS, INC. (“TENANT”) (December 23rd, 2015)

THIS OFFICE LEASE AGREEMENT (this “Lease”) is made and entered into as of December 21, 2015, by and between FOUR STAMFORD PLAZA OWNER LLC, a Delaware limited liability company (Landlord”), and CARA THERAPEUTICS, INC., a Delaware corporation (“Tenant”). The following exhibits and attachments are incorporated into and made a part of this Lease: EXHIBIT A (Outline and Location of Premises), EXHIBIT B (Expenses and Taxes), EXHIBIT C (Work Letter) , EXHIBIT C-1 (Landlord Approved General Contractors), EXHIBIT D (Form of Letter of Credit), EXHIBIT E (Form Commencement Letter), EXHIBIT F (Additional Provisions), EXHIBIT G (Rules and Regulations), EXHIBIT H (Cleaning Specifications) and EXHIBIT I (HVAC Specifications).

Cara Therapeutics, Inc. – SERVICES AGREEMENT (August 10th, 2015)

THIS SERVICES AGREEMENT (“Agreement”), is entered into as of July 2, 2004, by and between CARA THERAPEUTICS, INC., a Delaware corporation (“Cara”), and BIO DILIGENCE PARTNERS, INC., a Pennsylvania corporation (“Consultant”).

Cara Therapeutics, Inc. – 3,763,440 Shares CARA THERAPEUTICS, INC. Common Stock UNDERWRITING AGREEMENT (July 31st, 2015)
Cara Therapeutics, Inc. – CARA THERAPEUTICS, INC. and , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF (March 27th, 2015)

PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of                      between CARA 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”).

Cara Therapeutics, Inc. – CARA THERAPEUTICS, INC. and , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF (March 27th, 2015)

COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of                      between CARA 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”).

Cara Therapeutics, Inc. – CARA THERAPEUTICS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of Debt Securities (March 27th, 2015)

INDENTURE, dated as of                         , among CARA THERAPEUTICS, INC., a Delaware corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”):

Cara Therapeutics, Inc. – CARA THERAPEUTICS, INC. and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF (March 27th, 2015)

DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of                          between CARA 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”).

Cara Therapeutics, Inc. – CARA THERAPEUTICS, INC. EMPLOYMENT AGREEMENT (March 27th, 2015)

This Employment Agreement (the “Agreement”) is entered into as of December 1, 2014, by and between Joseph Stauffer, D.O. (the “Executive”) and Cara Therapeutics, Inc. (the “Company”).

Cara Therapeutics, Inc. – EXECUTIVE EMPLOYMENT AGREEMENT (February 7th, 2014)

This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective February 5, 2014 (the “Effective Date”), by and between Frédérique Menzaghi (“Executive”) and Cara Therapeutics, Inc. (the “Company”).

Cara Therapeutics, Inc. – EXECUTIVE EMPLOYMENT AGREEMENT (February 7th, 2014)

This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective February 5, 2014 (the “Effective Date”), by and between Derek Chalmers (“Executive”) and Cara Therapeutics, Inc. (the “Company”).

Cara Therapeutics, Inc. – AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CARA THERAPEUTICS, INC. (February 7th, 2014)

FOUR: This Amended and Restated Certificate of Incorporation has been duly approved by the Board of Directors of the Company.

Cara Therapeutics, Inc. – EXECUTIVE EMPLOYMENT AGREEMENT (February 7th, 2014)

This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective February 5, 2014 (the “Effective Date”), by and between Josef Schoell (“Executive”) and Cara Therapeutics, Inc. (the “Company”).

Cara Therapeutics, Inc. – AMENDED AND RESTATED BYLAWS OF CARA THERAPEUTICS, INC. (A DELAWARE CORPORATION) (February 7th, 2014)
Cara Therapeutics, Inc. – CARA THERAPEUTICS, INC. STOCK OPTION GRANT NOTICE (2014 EQUITY INCENTIVE PLAN) (January 17th, 2014)

Cara Therapeutics, Inc. (the “Company”), pursuant to its 2014 Equity Incentive Plan (the “Plan”), hereby grants to Optionholder an option to purchase the number of shares of the Company’s Common Stock set forth below. This option is subject to all of the terms and conditions as set forth in this notice, in the Option Agreement and in the Plan, both of which are attached hereto and incorporated herein in their entirety. Capitalized terms not explicitly defined herein but defined in the Plan or the Option Agreement will have the same definitions as in the Plan or the Option Agreement. If there is any conflict between the terms in this notice and the Plan, the terms of the Plan will control.

Cara Therapeutics, Inc. – EXECUTIVE EMPLOYMENT AGREEMENT (January 17th, 2014)

This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective [Date] (the “Effective Date”), by and between Frédérique Menzaghi (“Executive”) and Cara Therapeutics, Inc. (the “Company”).