SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 1st, 2016 • Evoke Pharma Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July , 2016, between Evoke Pharma, 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”).
UNDERWRITING AGREEMENT between EVOKE PHARMA, INC. and CRAIG-HALLUM CAPITAL GROUP LLC LAIDLAW & COMPANY (UK) LTD. as Representatives of the Several UnderwritersUnderwriting Agreement • February 9th, 2024 • Evoke Pharma Inc • Pharmaceutical preparations • New York
The undersigned, Evoke Pharma, Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Evoke Pharma, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Craig-Hallum Capital Group LLC and Laidlaw & Company (UK) Ltd. (hereinafter referred to as “you” (including its correlatives) or the “Representatives”) and with the other underwriters named on Schedule 1 hereto for which the Representatives are acting as representative (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as set forth below.
COMMON STOCK PURCHASE WARRANT EVOKE PHARMA, INC.Evoke Pharma Inc • August 1st, 2016 • Pharmaceutical preparations
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 August , 2016 (the “Initial Exercise Date”) and on or prior to the close of business on the five and one-half year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Evoke Pharma, 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).
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 24th, 2013 • Evoke Pharma Inc • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is made as of , 20 by and between Evoke Pharma, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
SERIES A COMMON STOCK PURCHASE WARRANT EVOKE PHARMA, INC.Common Stock Purchase Warrant • January 11th, 2024 • Evoke Pharma Inc • Pharmaceutical preparations • New York
THIS SERIES A 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 “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Evoke Pharma, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock, par value $0.0001 per share (the “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).
EVOKE PHARMA, INC. Common Stock (par value $0.0001 per share) At Market Issuance Sales AgreementEvoke Pharma Inc • December 22nd, 2020 • Pharmaceutical preparations • New York
ContractEvoke Pharma Inc • May 24th, 2013 • Pharmaceutical preparations • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 24th, 2013 • Evoke Pharma Inc • Pharmaceutical preparations • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of June 1, 2012 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and EVOKE PHARMA, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
Form of Representative’s Warrant AgreementEvoke Pharma Inc • August 16th, 2013 • Pharmaceutical preparations • New York
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [ ] [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [ ] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].
EVOKE PHARMA, INC. LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 28th, 2014 • Evoke Pharma Inc • Pharmaceutical preparations • California
This LOAN AND SECURITY AGREEMENT (the “Agreement”) is entered into as of May 28, 2014, by and between Square 1 Bank (“Bank”) and Evoke Pharma, Inc. (“Borrower”).
EMPLOYMENT AGREEMENTEmployment Agreement • December 2nd, 2013 • Evoke Pharma Inc • Pharmaceutical preparations • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Evoke Pharma, Inc., a Delaware corporation (the “Company”), and Marilyn Carlson, M.D. (“Executive”), and shall be effective as of December 1, 2013 (the “Effective Date”).
July 29, 2016Letter Agreement • August 1st, 2016 • Evoke Pharma Inc • Pharmaceutical preparations • New York
EVOKE PHARMA, INC. Common Stock (par value $0.0001 per share) At Market Issuance Sales AgreementEvoke Pharma Inc • April 15th, 2016 • Pharmaceutical preparations • New York
Evoke Pharma, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with FBR Capital Markets & Co. (“FBR”), as follows:
2,413,793 Shares EVOKE PHARMA, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 16th, 2017 • Evoke Pharma Inc • Pharmaceutical preparations • New York
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • June 14th, 2013 • Evoke Pharma Inc • Pharmaceutical preparations • California
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Evoke Pharma, Inc., a Delaware corporation (the “Company”), and David A. Gonyer (“Executive”), and shall be effective as of June 7, 2013 (the “Effective Date”).
5,000,000 Shares EVOKE PHARMA, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • January 14th, 2021 • Evoke Pharma Inc • Pharmaceutical preparations • New York
OFFICE LEASE AGREEMENT BETWEENOffice Lease Agreement • March 15th, 2017 • Evoke Pharma Inc • Pharmaceutical preparations • California
This Standard Form Modified Gross Office Lease ("Lease") is entered into effective as of December 19, 2016, between SB CORPORATE CENTRE III-IV, LLC, a Delaware limited liability company ("Landlord"), and EVOKE PHARMA, INC., a Delaware corporation ("Tenant"), who agree as follows:
ASSET PURCHASE AGREEMENT Dated as of June 1, 2007 by and among Evoke Pharma, Inc., a Delaware corporation, and Questcor Pharmaceuticals, Inc., a California corporation,Asset Purchase Agreement • July 3rd, 2013 • Evoke Pharma Inc • Pharmaceutical preparations • California
THIS ASSET PURCHASE AGREEMENT, dated as of June 1, 2007 (this “Agreement”), is by and among Evoke Pharma, Inc., a Delaware corporation (“Purchaser”), and Questcor Pharmaceuticals, Inc., a California corporation (“Seller”).
Manufacturing Services AgreementServices Agreement • March 7th, 2018 • Evoke Pharma Inc • Pharmaceutical preparations • New York
PRE-FUNDED COMMON STOCK PURCHASE WARRANT EVOKE PHARMA, INC.Funded Common Stock Purchase • December 15th, 2023 • Evoke Pharma Inc • Pharmaceutical preparations • New York
THIS PRE-FUNDED 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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Evoke Pharma, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock, par value $0.0001 per share (the “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).
EVOKE PHARMA, INC. INVESTOR RIGHTS AGREEMENT June 1, 2007Investor Rights Agreement • May 24th, 2013 • Evoke Pharma Inc • Pharmaceutical preparations • California
THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made as of June 1, 2007, by and among EVOKE PHARMA, INC., a Delaware corporation (the “Company”), and each of the entities and persons listed on Schedule A hereto (collectively, the “Investors”).
ContractEvoke Pharma Inc • May 24th, 2013 • Pharmaceutical preparations • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH APPLICABLE LAW.
May 22, 2013Letter Agreement • June 14th, 2013 • Evoke Pharma Inc • Pharmaceutical preparations
Evoke Pharma, Inc. (the “Company”) values your future contributions. This letter agreement amends and restates (the “Amended and Restated Letter Agreement”) a letter agreement entered into by you with the Company on March 28, 2012, and describes a retention program the Company has established for each of its employees.
EVOKE PHARMA, INC. AMENDMENT TO SERIES A COMMON STOCK PURCHASE WARRANT, SERIES B COMMON STOCK PURCHASE WARRANT AND SERIES C COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • March 25th, 2024 • Evoke Pharma Inc • Pharmaceutical preparations
This Amendment (this “Amendment”) is made as of March ____, 2024 by and between Evoke Pharma, Inc., a Delaware corporation (the “Company”), and _____________________ (the “Holder”), and constitutes an amendment to that certain Series A Common Stock Purchase Warrant (Warrant No.: A-[ ]), issued by the Company on February 13, 2024 (the “Series A Warrant”), an amendment to that certain Series B Common Stock Purchase Warrant (Warrant No.: B-[ ]), issued by the Company on February 13, 2024 (the “Series B Warrant”) and an amendment to that certain Series C Common Stock Purchase Warrant (Warrant No.: C-[ ]), issued by the Company on February 13, 2024 (the “Series C Warrant”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to such terms in the Series B Warrant or the Series C Warrant, as applicable.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 15th, 2017 • Evoke Pharma Inc • Pharmaceutical preparations • California
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is made effective as of the 25th day of January, 2017, by and between Evoke Pharma, Inc. (the “Company”), and Marilyn R. Carlson, M.D. (“Executive”).
MODIFICATION AGREEMENTLease Extension And • March 10th, 2016 • Evoke Pharma Inc • Pharmaceutical preparations
THIS LEASE EXTENSION AND MODIFICATION AGREEMENT ("Modification") is made and entered into this 21st day of August, 2015, by and between Beckman/Lomas, LLC ("Landlord"), a California limited liability company and Evoke Pharma, Inc., a Delaware Corporation ("Tenant") with reference to the following facts:
SECOND AMENDMENT TO MASTER SERVICES AGREEMENTMaster Services Agreement • March 25th, 2014 • Evoke Pharma Inc • Pharmaceutical preparations
THIS SECOND AMENDMENT to the MASTER SERVICE AGREEMENT (“Amendment”) is effective as of November 25, 2013 (“Amendment Effective Date”), by and among EVOKE PHARMA, INC. (“Client”) and SYNTERACT, INC.
AMENDMENT TOAsset Purchase Agreement • May 14th, 2018 • Evoke Pharma Inc • Pharmaceutical preparations • California
This Amendment (this "Amendment"), dated as of March 21, 2018, is entered into by and between Evoke Pharma, Inc., a Delaware corporation ("Purchaser"), and Mallinckrodt ARD Inc. (formerly known as Questcor Pharmaceuticals, Inc.), a California corporation ("Seller").
COMMERCIAL SERVICES AGREEMENTCommercial Services Agreement • May 8th, 2019 • Evoke Pharma Inc • Pharmaceutical preparations
Whereas, Evoke is a pharmaceutical company that owns Commercialization (as defined below) rights of the Product (as defined below) in the Territory (as defined below);
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE EVOKE PHARMA, INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO EVOKE PHARMA, INC. IF PUBLICLY...Services Agreement • March 14th, 2024 • Evoke Pharma Inc • Pharmaceutical preparations • New York
THIS AGREEMENT WITNESSES THAT in consideration of the rights conferred and the obligations assumed herein, and for other good and valuable consideration (the receipt and sufficiency of which are acknowledged by each party), and intending to be legally bound the parties agree as follows:
Contract3pl Agreement • November 10th, 2020 • Evoke Pharma Inc • Pharmaceutical preparations
AS CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE EVOKE PHARMA, INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO EVOKE PHARMA, INC. IF PUBLICLY DISCLOSED.
SECOND AMENDMENT TO LEASELease • March 12th, 2020 • Evoke Pharma Inc • Pharmaceutical preparations
This Second Amendment to Lease (this "Amendment") is made, for reference purposes only, December 6, 2019, by and between SB CORPORATE CENTRE Ill-IV, LLC, a Delaware limited liability company ("Landlord"), and EVOKE PHARMA, INC., a Delaware corporation ("Tenant"), with reference to the following facts:
First Amendment to theCommercial Services Agreement • May 8th, 2019 • Evoke Pharma Inc • Pharmaceutical preparations
This First Amendment to the Commercial Services Agreement (the "Amendment") is made on February 28, 2019 (the "Amendment Effective Date") by and between Evoke Pharma, Inc., with a place of business at 420 Stevens Avenue, Suite 370, Solana Beach, CA ("Evoke"), and Novos Growth, LLC, with a place of business at 150 N Riverside Plaza, Suite 3400, Chicago, IL 60606 ("Novos"), and hereby amends the Commercial Services Agreement between Evoke and Novos with an effective date of January 5, 2019 (the "Agreement'').
amendment NO. 1 TO THE COMMERCIAL SERVICES AGREEMENTCommercial Services Agreement • May 10th, 2022 • Evoke Pharma Inc • Pharmaceutical preparations • New York
This Amendment No. 1 (“Amendment”), effective as of February 1, 2022 (the ”Effective Date”), is made by and between Evoke Pharma, Inc. (“Evoke”) with a place of business at 420 Stevens Avenue, Suite 370, Solana Beach, CA and Eversana Life Science Services, LLC, with a place of business at 190 N. Milwaukee Street, Milwaukee, WI 53202 (“Eversana”).
AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 15th, 2017 • Evoke Pharma Inc • Pharmaceutical preparations • California
THIS AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Amendment”) is made effective as of the 25th day of January, 2017, by and between Evoke Pharma, Inc. (the “Company”), and Matthew D’Onofrio (“Executive”).
