REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 7th, 2022 • Trevi Therapeutics, Inc. • Pharmaceutical preparations
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and the Purchasers (the “Purchase Agreement”).
TREVI THERAPEUTICS, INC. (a Delaware corporation) [•] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • April 22nd, 2019 • Trevi Therapeutics, Inc. • Pharmaceutical preparations • New York
PRE-FUNDED COMMON STOCK PURCHASE WARRANT TREVI THERAPEUTICS, INC.Trevi Therapeutics, Inc. • September 23rd, 2022 • 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”) until exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Trevi 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 3(b).
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 5th, 2019 • Trevi Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of , 201 between Trevi Therapeutics, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 19th, 2021 • Trevi Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 15, 2021, between Trevi 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 21st, 2021 • Trevi Therapeutics, Inc. • Pharmaceutical preparations • Illinois
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 18, 2021, is made by and between TREVI THERAPEUTICS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
Trevi Therapeutics, Inc. Shares of Common Stock ($0.001 par value per share) SALES AGREEMENTSales Agreement • June 29th, 2023 • Trevi Therapeutics, Inc. • Pharmaceutical preparations • New York
Trevi Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with SVB Securities LLC (the “Agent”), as follows:
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 12th, 2020 • Trevi Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of August 13, 2020 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”), and TREVI THERAPEUTICS, 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:
Trevi Therapeutics, Inc. STOCK OPTION AGREEMENTStock Option Agreement • April 5th, 2019 • Trevi Therapeutics, Inc. • Pharmaceutical preparations
This option satisfies in full all commitments that the Company has to the Participant with respect to the issuance of stock, stock options or other equity securities.
COMMON STOCK PURCHASE WARRANT TREVI THERAPEUTICS, INC.Trevi Therapeutics, Inc. • October 19th, 2021 • 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 ________, 20281 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Trevi 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).
TREVI THERAPEUTICS, INC. SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTRights Agreement • April 5th, 2019 • Trevi Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT is made as of the 14th day of July, 2017, by and among Trevi Therapeutics, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 6.9 hereof.
Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would likely cause competitive harm to the Company, if publicly disclosed. Double asterisks denote omissions. EXCLUSIVE LICENSE AGREEMENT BY...Exclusive License Agreement • April 22nd, 2019 • Trevi Therapeutics, Inc. • Pharmaceutical preparations • Pennsylvania
This Exclusive License Agreement is entered into this 13th day of May, 2011 (the “Effective Date”), by and between Trevi Therapeutics, Inc,, a Delaware company, with principal offices located at 52 Charter Ridge Drive, Sandy Hook, CT 06482 (“Trevi”) and Penwest Pharmaceuticals Co,, a Washington corporation, with principal offices located at 100 Endo Boulevard, Chadds Ford, PA 19317 (“Penwest”). Each of Trevi and Penwest may be referred to, individually, as a “Party”, and, collectively, as the “Parties”.
PURCHASE AGREEMENTPurchase Agreement • June 21st, 2021 • Trevi Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS PURCHASE AGREEMENT (the “Agreement”), dated as of June 18, 2021, is made by and between TREVI THERAPEUTICS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). Capitalized terms used herein and not otherwise defined herein are defined in Section 1 hereof.
TREVI THERAPEUTICS, INC. EMPLOYMENT AGREEMENTEmployment Agreement • March 16th, 2020 • Trevi Therapeutics, Inc. • Pharmaceutical preparations • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into by and between Trevi Therapeutics, Inc., a Delaware corporation (the “Company”) and Thomas R. Sciascia (the “Executive”) as of this 4th day of December, 2012.
ContractTrevi Therapeutics, Inc. • April 5th, 2019 • Pharmaceutical preparations
INDEFINITE TERM EMPLOYMENT CONTRACT BETWEEN: Trevi Therapeutics, Inc. a foreign company having no place of business in France, whose registered office is located 195 Church Street, 14th floor, 06510 New Haven (CT/ USA), duly represented by Jennifer Good, in her capacity as President & CEO, Hereinafter referred to as the “Company” or “Employer” or “Trevi”, ONE THE ONE HAND AND: Mister Yann Mazabraud, born on 11/11/72 Maubeuge in residing at 15, avenue Aristide Briand 78360 Montesson (France) whose social security identification number is Hereinafter referred to as the ‘“Employee” or “Mr Mazabraud”, ON THE OTHER HAND. Together hereafter referred to as the “Parties”. IT HAS BEEN AGREED AND DECIDED AS FOLLOWS: 1/ Start date—Job Title—Collective bargaining agreement—Trial period Trevi hereby employs Mr Mazabraud as from September 1st, 2018 subject to the satisfactory results of the medical check-up. M. Mazabraud is hired pursuant to an indefinite term employment contract as Chief Commercial
First Amendment to LeaseLease • April 5th, 2019 • Trevi Therapeutics, Inc. • Pharmaceutical preparations
THIS FIRST AMENDMENT TO LEASE (“First Amendment”) dated December 5, 2017, by and between 195 Church Street Associates, LLC, a Connecticut limited liability corporation (“Landlord”) and Trevi Therapeutics, Inc. (“Tenant”).
Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would likely cause competitive harm to the Company, if publicly disclosed. Double asterisks denote omissions. EXCLUSIVE LICENSE AGREEMENT...Exclusive License Agreement • April 5th, 2019 • Trevi Therapeutics, Inc. • Pharmaceutical preparations • New Jersey
For the sake of clarity, each Milestone Payment is payable no more than once and only with respect to the first achievement of the relevant Milestone Event for a Licensed Product. In no event shall all Milestone Payments, in the aggregate, total more than $62,500. In no event shall any Milestone Payment be payable after the end of the expiration of the last Valid Claim of the Patent Rights.
to Loan and security agreementLoan and Security Agreement • November 10th, 2021 • Trevi Therapeutics, Inc. • Pharmaceutical preparations
This Second Amendment to Loan and Security Agreement (this “Amendment”) is entered into this 13th day of August 2021, by and between SILICON VALLEY BANK (“Bank”) and TREVI THERAPEUTICS, INC., a Delaware corporation (“Borrower”) whose address is 195 Church Street, 14th Floor, New Haven, Connecticut 06510.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 7th, 2022 • Trevi Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 6, 2022, between Trevi Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the Schedule of Purchasers attached hereto as Exhibit A (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
AMENDMENT NO. 1 TO SALES AGREEMENTSales Agreement • May 16th, 2022 • Trevi Therapeutics, Inc. • Pharmaceutical preparations
This Amendment No. 1 to the Sales Agreement (this “Amendment”) is entered into as of the date first written above by Trevi Therapeutics, Inc. (the “Company”) and SVB Securities LLC (formerly known as SVB Leerink LLC) (the “Agent”), that are parties to that certain Sales Agreement, dated June 26, 2020 (the “Original Agreement”). All capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement. The parties, intending to be legally bound, hereby amend the Original Agreement as follows:
Second Amendment to LeaseLease ( • March 16th, 2023 • Trevi Therapeutics, Inc. • Pharmaceutical preparations
THIS SECOND AMENDMENT TO LEASE (“Second Amendment”) dated November 21, 2022, (“Effective Date”) by and between 195 Church Street Associates, LLC, a Connecticut limited liability corporation ("Landlord") and Trevi Therapeutics, Inc. ("Tenant").
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 7th, 2022 • Trevi Therapeutics, Inc. • Pharmaceutical preparations
This Third Amendment to Loan and Security Agreement (this “Amendment”) is entered into this 6th day of April, 2022, by and between SILICON VALLEY BANK (“Bank”) and TREVI THERAPEUTICS, INC., a Delaware corporation (“Borrower”) whose address is 195 Church Street, 14th Floor, New Haven, Connecticut 06510.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • May 7th, 2019 • Trevi Therapeutics, Inc. • Pharmaceutical preparations • New York
This SHARE PURCHASE AGREEMENT (this “Agreement”) is entered into as of May 6, 2019 (the “Effective Date”), by and between New Enterprise Associates 16, L.P. (the “Investor”), and Trevi Therapeutics, Inc., a Delaware corporation (the “Company”).
TREVI THERAPEUTICS, INC. Nonstatutory Stock Option Agreement Granted Under 2012 Stock Incentive PlanAdoption Agreement • November 19th, 2018 • Trevi Therapeutics, Inc. • Pharmaceutical preparations
FIRST AMENDMENT TO EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • August 12th, 2021 • Trevi Therapeutics, Inc. • Pharmaceutical preparations
Amendment") is effective as of June 24, 2021, (the "Amendment Effective Date"), by and between Rutgers, The State University of New Jersey (hereinafter "RUTGERS") and Trevi Therapeutics, Inc. (hereinafter "Licensee", and together with RUTGERS the "PARTIES", and each individually a "PARTY"), and amends the license agreement between the PARTIES, effective November 5th, 2018 (the "Effective Date") (hereinafter "LICENSE").
FIRST AmendmentLoan and Security Agreement • July 7th, 2021 • Trevi Therapeutics, Inc. • Pharmaceutical preparations
This First Amendment to Loan and Security Agreement (this “Amendment”) is entered into this 6th day of July 2021, by and between SILICON VALLEY BANK (“Bank”) and TREVI THERAPEUTICS, INC., a Delaware corporation (“Borrower”) whose address is 195 Church Street, 14th Floor, New Haven, Connecticut 06510.
