ContractNeothetics, Inc. • September 12th, 2014 • 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.
WARRANT TO PURCHASE STOCKNeothetics, Inc. • September 12th, 2014 • Pharmaceutical preparations • California
THIS WARRANT CERTIFIES THAT, for the agreed upon value of $1.00 and for other good and valuable consideration, SILICON VALLEY BANK (“Holder”) is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the “Shares”) of the company (the “Company”) at the Warrant Price, all as set forth above and as adjusted pursuant to Article 2 of this Warrant, subject to the provisions and upon the terms and conditions set forth in this Warrant. Capitalized terms used but not otherwise defined herein shall have the meanings given them in that certain Loan and Security Agreement dated as of even date herewith by and among the Company, Silicon Valley Bank, as agent for the Lenders thereunder, Holder, as a lender thereunder, and all other parties named as lenders thereunder (the “Loan Agreement”).
ContractWarrant Agreement • September 12th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • California
THIS WARRANT, AND THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT, HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL (WHICH MAY BE COMPANY COUNSEL) REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT, OR ANY APPLICABLE STATE SECURITIES LAWS.
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 12th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement, dated , is made between Neothetics, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).
OFFICE SPACE LEASE BETWEEN WW&LJ GATEWAYS, LTD. AND LIPOTHERA, INC.Office Space Lease • September 12th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • California
THIS LEASE is made as of the 3rd day of July, 2008, by and between WW&LJ GATEWAYS, LTD., a California limited partnership, hereafter called “Landlord,” and LIPOTHERA, INC., a Delaware corporation, hereafter called “Tenant.”
NEOTHETICS, INC.Notice and Restricted Stock Purchase Agreement • September 12th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • Delaware
Notwithstanding the above, if designated as an Incentive Stock Option, in the event that the Shares subject to this Option (and all other Incentive Stock Options granted to Optionee by the Company or any Parent or Subsidiary, including under other plans of the Company) that first become exercisable in any calendar year have an aggregate fair market value (determined for each Share as of the date of grant of the option covering such Share) in excess of $100,000, the Shares in excess of $100,000 shall be treated as subject to a Nonstatutory Stock Option, in accordance with Section 5(c) of the Plan.
CLINICAL DEVELOPMENT AND COLLABORATION AGREEMENTClinical Development and Collaboration Agreement • September 12th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • New York
THIS CLINICAL DEVELOPMENT AND COLLABORATION AGREEMENT (the “Agreement”) is made effective as of the 2nd day of July, 2013 (the “Effective Date”), by and between NovaMedica, LLC (“NovaMedica”), a limited liability company organized under the laws of the Russian Federation with an address of 107113 bldg. 38, pr. 7, Sokolnichesky Val Street Moscow Russian Federation and Lithera, Inc. (“Lithera” or “Company”), a corporation organized under the laws of the State of Delaware and having its place of business at 9191 Towne Centre Drive, Suite 400, San Diego, California, 92122, USA. For the purposes of this Agreement, “Party” means NovaMedica and Lithera, individually, and “Parties” means NovaMedica and Lithera, collectively.
CONTRACT NO. 0702/12Contract No • September 12th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • New York
Lithera, Inc, a company incorporated and existing in accordance with the State of Delaware and having its registered office at 9191 Towne Centre Drive, Suite 400, San Diego, California, 92122, USA, hereinafter referred to as “SELLER”,
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 12th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • California
THIS LOAN AND SECURITY AGREEMENT is made and dated as of June 11, 2014 and is entered into by and between LITHERA, INC., a Delaware corporation, and each of its subsidiaries (hereinafter collectively referred to as the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (collectively, referred to as “Lender”) and HERCULES TECHNOLOGY GROWTH CAPITAL, INC., a Maryland corporation, in its capacity as administrative agent for itself and the Lender (in such capacity, the “Agent”).
