Eyegate Pharmaceuticals Inc Sample Contracts

Eyegate Pharmaceuticals Inc – EYEGATE PHARMACEUTICALS, INC. TO Trustee Indenture Dated as of , 20 Senior Debt Securities (May 3rd, 2019)

INDENTURE, dated as of                     , 20    , EYEGATE PHARMACEUTICALS, INC., a corporation organized under the laws of the State of Delaware (hereinafter called the “Company”), having its principal office at 271 Waverley Oaks Road, Suite 108, Waltham, MA 02452 and                                   , as Trustee hereunder (hereinafter called the “Trustee”), having a Corporate Trust Office at                                                     .

Eyegate Pharmaceuticals Inc – EYEGATE PHARMACEUTICALS, INC. TO Trustee Indenture Dated as of , 20 Subordinated Debt Securities (May 3rd, 2019)

INDENTURE, dated as of                     , 20    , between EYEGATE PHARMACEUTICALS, INC., a corporation organized under the laws of the State of Delaware (hereinafter called the “Company”), having its principal office at 271 Waverley Oaks Road, Suite 108, Waltham, MA 02452, and                                 , as Trustee hereunder (hereinafter called the “Trustee”), having a Corporate Trust Office at                                         .

Eyegate Pharmaceuticals Inc – INTELLECTUAL PROPERTY LICENSE AGREEMENT (October 2nd, 2018)

This INTELLECTUAL PROPERTY LICENSE AGREEMENT (this “Agreement”) is effective as of September 26, 2018 (the “Effective Date”) by and between SentrX Animal Care, Inc., a Delaware corporation with an address at 391 Chipeta Way, Suite G, Salt Lake City, Utah 84108, Attn: Brian Segebrecht (“Licensor”), and EyeGate Pharmaceuticals, Inc., a Delaware corporation with an address at 271 Waverley Oaks Road, Suite 108, Waltham, MA 02452, Attn: Stephen From (“Licensee”). Licensee and Licensor are sometimes individually referred to herein as a “Party” and collectively as the “Parties.”

Eyegate Pharmaceuticals Inc – EyeGate Pharmaceuticals Signs Technology Transfer and License Agreement with SentrX Animal Care (October 2nd, 2018)

WALTHAM, Mass., Oct. 02, 2018 (GLOBE NEWSWIRE) -- EyeGate Pharmaceuticals, Inc. (NASDAQ: EYEG) a clinical-stage, specialty pharmaceutical company with two proprietary platform technologies for treating diseases and disorders of the eye, announced today the execution of a license agreement with SentrX™ Animal Care, Inc., a veterinary medical device company that develops and manufactures veterinary wound care products. Under the agreement, EyeGate will in-license the rights to trade-secrets and know-how related to the manufacturing of EyeGate’s Ocular Bandage Gel (OBG).

Eyegate Pharmaceuticals Inc – EYEGATE PHARMACEUTICALS, INC. 2014 EQUITY INCENTIVE PLAN (as amended on July 10, 2018) (August 3rd, 2018)
Eyegate Pharmaceuticals Inc – CERTIFICATE OF AMENDMENT TO THE RESTATED CERTIFICATE OF INCORPORATION Pursuant to Section 242 of the General Corporation Law of the State of Delaware (July 11th, 2018)

EyeGate Pharmaceuticals, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), hereby certifies as follows:

Eyegate Pharmaceuticals Inc – EYEGATE PHARMACEUTICALS, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES C CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW (April 17th, 2018)
Eyegate Pharmaceuticals Inc – COMMON STOCK PURCHASE WARRANT EYEGATE PHARMACEUTICALS, INC. (April 13th, 2018)

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 [___]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from EyeGate Pharmaceuticals, 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).

Eyegate Pharmaceuticals Inc – SECURITIES PURCHASE AGREEMENT (April 13th, 2018)

This Securities Purchase Agreement (this “Agreement”) is dated as of April 13, 2018, between EyeGate Pharmaceuticals, 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”).

Eyegate Pharmaceuticals Inc – EYEGATE PHARMACEUTICALS, INC. FORM OF CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES C CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW (April 13th, 2018)
Eyegate Pharmaceuticals Inc – SECURITIES PURCHASE AGREEMENT (April 9th, 2018)

This Securities Purchase Agreement (this “Agreement”) is dated as of April [__], 2018, between EyeGate Pharmaceuticals, 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”).

Eyegate Pharmaceuticals Inc – EYEGATE PHARMACEUTICALS, INC. FORM OF CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES C CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW (April 9th, 2018)
Eyegate Pharmaceuticals Inc – STRICTLY CONFIDENTIAL EyeGate Pharmaceuticals, Inc. (April 9th, 2018)
Eyegate Pharmaceuticals Inc – COMMON STOCK PURCHASE WARRANT EYEGATE PHARMACEUTICALS, INC. (April 9th, 2018)

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 [___]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from EyeGate Pharmaceuticals, 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).

Eyegate Pharmaceuticals Inc – EYEGATE PHARMACEUTICALS, INC. THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENT (November 29th, 2017)

THIS THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENT, entered into as of November 29, 2017 (this “Agreement”), is made by and between EyeGate Pharmaceuticals, Inc., a Delaware corporation (the “Employer”), and Stephen From (the “Employee”).

Eyegate Pharmaceuticals Inc – EyeGate Pharmaceuticals, Inc. Change in Control Severance Plan (November 29th, 2017)
Eyegate Pharmaceuticals Inc – EYEGATE PHARMACEUTICALS, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES B CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW (June 14th, 2017)
Eyegate Pharmaceuticals Inc – SECURITIES PURCHASE AGREEMENT (June 9th, 2017)

This Securities Purchase Agreement (this “Agreement”) is dated as of June 9, 2017, between EyeGate Pharmaceuticals, 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”).

Eyegate Pharmaceuticals Inc – EYEGATE PHARMACEUTICALS, INC. FORM OF CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES B CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW (June 9th, 2017)
Eyegate Pharmaceuticals Inc – COMMON STOCK PURCHASE WARRANT EYEGATE PHARMACEUTICALS, INC. (June 9th, 2017)

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 the close of business on the five (5) year anniversary of the Initial Exercise Date, or if the final day of such period falls on a date that is not a Trading Day, the next succeeding Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from EyeGate Pharmaceuticals, 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).

Eyegate Pharmaceuticals Inc – SECURITIES PURCHASE AGREEMENT (June 5th, 2017)

This Securities Purchase Agreement (this “Agreement”) is dated as of June ____, 2017, between EyeGate Pharmaceuticals, 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”).

Eyegate Pharmaceuticals Inc – EYEGATE PHARMACEUTICALS, INC. FORM OF CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES B CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW (June 5th, 2017)
Eyegate Pharmaceuticals Inc – STRICTLY CONFIDENTIAL (June 5th, 2017)
Eyegate Pharmaceuticals Inc – COMMON STOCK PURCHASE WARRANT EYEGATE PHARMACEUTICALS, INC. (June 5th, 2017)

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 the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from EyeGate Pharmaceuticals, 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).

Eyegate Pharmaceuticals Inc – LICENSE AGREEMENT (February 23rd, 2017)

THIS LICENSE AGREEMENT (this “Agreement”), is made as of February 21, 2017 (the “Effective Date”), by and among Eyegate Pharmaceuticals, Inc., a corporation organized under the laws of Delaware (“Eyegate Pharmaceuticals”), EyeGate Pharma S.A.S., a French corporation and wholly owned subsidiary of Eyegate Pharmaceuticals (“EyeGate Pharma” and, collectively with Eyegate Pharmaceuticals, “Eyegate”) and Valeant Pharmaceuticals Ireland, a company duly formed and validly existing under the laws of the Republic of Ireland (“Valeant”).

Eyegate Pharmaceuticals Inc – VALEANT PHARMACEUTICALS AND EYEGATE ENTER INTO LICENSING AGREEMENT FOR EGP-437 COMBINATION PRODUCT IN POST-OPERATIVE PAIN AND INFLAMMATION IN OCULAR SURGERY PATIENTS Novel Approach Offers Eye Care Practitioners Delivery Alternative for Post-Operative Therapeutic Regimens (February 21st, 2017)

This partnership follows a 2015 agreement in which Valeant secured an exclusive worldwide license for its subsidiary to this product for uveitis. Valeant has maintained its right of last negotiation to license the product for other indications.

Eyegate Pharmaceuticals Inc – December 19, 2016 BY HAND (December 22nd, 2016)

As we discussed, this letter agreement sets forth the terms of your separation from employment with EyeGate Pharmaceuticals, Inc. (the “Company”). Your final date of employment with the Company is today, December 19, 2016 (the “Separation Date”). In connection with the termination of your employment, the Company is offering certain benefits to which you are not otherwise entitled, in exchange for certain obligations on your part. This letter is referred to as the “Agreement.”

Eyegate Pharmaceuticals Inc – EYEGATE PHARMACEUTICALS, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW (June 30th, 2016)
Eyegate Pharmaceuticals Inc – COMMON STOCK PURCHASE WARRANT EYEGATE PHARMACEUTICALS, INC. (June 27th, 2016)

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 December 30, 2016 (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from EyeGate Pharmaceuticals, 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).

Eyegate Pharmaceuticals Inc – EYEGATE PHARMACEUTICALS, INC. FORM OF CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW (June 27th, 2016)
Eyegate Pharmaceuticals Inc – SECURITIES PURCHASE AGREEMENT (June 27th, 2016)

This Securities Purchase Agreement (this “Agreement”) is dated as of June 27, 2016, between EyeGate Pharmaceuticals, 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”).

Eyegate Pharmaceuticals Inc – June 24, 2016 STRICTLY CONFIDENTIAL Stephen From President and Chief Executive Officer EyeGate Pharmaceuticals, Inc. (June 27th, 2016)
Eyegate Pharmaceuticals Inc – AT THE MARKET OFFERING AGREEMENT May 24, 2016 (May 25th, 2016)
Eyegate Pharmaceuticals Inc – INDEPENDENT AUDITORS’ REPORT (May 23rd, 2016)

We have audited the accompanying financial statements of Jade Therapeutics, Inc. (a Delaware corporation), which comprise the balance sheets as of December 31, 2015 and 2014, and the related statements of operations, stockholders’ deficit, and cash flows for the years then ended, and the related notes to the financial statements.

Eyegate Pharmaceuticals Inc – UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS (May 23rd, 2016)

On March 7, 2016, EyeGate Pharmaceuticals, Inc. (the “Company”) entered into a Stock Purchase Agreement (the “Purchase Agreement”), by and among the Company and the Sellers named therein (the “Sellers”). Pursuant to the Purchase Agreement, the Company acquired 100% of the outstanding equity interests of Jade Therapeutics, Inc. (“Jade”) and Jade became a wholly-owned subsidiary of the Company (the “Jade Acquisition”).