ContractCollegium Pharmaceutical, Inc • April 2nd, 2015 • 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 THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
COLLEGIUM PHARMACEUTICAL, INC. INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations
Collegium Pharmaceutical, Inc. (the “Company”) hereby grants the following stock option pursuant to its 2014 Stock Incentive Plan (the “Plan”). The terms and conditions attached hereto are also a part hereof.
ContractCollegium Pharmaceutical, Inc • April 2nd, 2015 • 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 THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
COLLEGIUM PHARMACEUTICAL, INC. Restricted Stock Award Agreement Under 2012 Stock Incentive PlanRestricted Stock Award Agreement Under 2012 Stock Incentive Plan • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”) is made as of July 18, 2012 (the “Grant Date”) by and between Collegium Pharmaceutical, Inc., a Delaware corporation (the “Company”), and Gino Santini (the “Participant”).
SUBORDINATION AGREEMENTSubordination Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • California
This Subordination Agreement (the “Agreement”) is made as of December 2, 2014, by and between each of the undersigned creditors named on the signature pages hereto (each a “Creditor” and, collectively, the “Creditors”), COLLEGIUM PHARMACEUTICAL, INC., a Virginia corporation (“Borrower”), and SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 (“Bank”).
COLLEGIUM PHARMACEUTICAL, INC. NON-STATUTORY STOCK OPTION AGREEMENTNon-Statutory Stock Option Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations
Collegium Pharmaceutical, Inc. (the “Company”) hereby grants the following stock option pursuant to its 2014 Stock Incentive Plan (the “Plan”). The terms and conditions attached hereto are also a part hereof.
COLLEGIUM PHARMACEUTICAL, INC. Series B Convertible Preferred Stock Purchase Agreement Dated as of February10, 2012Convertible Preferred Stock Purchase Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Delaware
This Series B Convertible Preferred Stock Purchase Agreement (“Agreement”) dated as of February 10, 2012 is entered into by and among Collegium Pharmaceutical, Inc., a Delaware corporation (the “Company”), and the individuals and entities listed on Schedule A hereto (each a “Purchaser” and collectively, the “Purchasers”). In consideration of the mutual promises and covenants contained in this Agreement, the parties hereto agree as follows:
ContractSubordination Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Virginia
THIS INSTRUMENT AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AGREEMENT (THE “SUBORDINATION AGREEMENT”) DATED ON OR ABOUT NOVEMBER , 2014 BY AND AMONG SILICON VALLEY BANK, COLLEGIUM PHARMACEUTICAL, INC. AND THE HOLDER OF THIS INSTRUMENT AND HOLDERS OF OTHER INSTRUMENTS OF LIKE TENOR. THE HOLDER OF THIS INSTRUMENT AND BY ITS ACCEPTANCE HEREOF, SHALL BE BOUND BY THE PROVISIONS OF THE SUBORDINATION AGREEMENT. IN THE EVENT OF ANY INCONSISTENCY BETWEEN THIS NOTE AND THE SUBORDINATION AGREEMENT, THE TERMS OF THE SUBORDINATION AGREEMENT SHALL CONTROL.
COLLEGIUM PHARMACEUTICAL, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Virginia
This Indemnification Agreement (“Agreement”) is effective as of , 2014 by and between Collegium Pharmaceutical, Inc., a Virginia corporation (the “Company”), and (“Indemnitee”).
780 DEDHAM STREET CANTON, MASSACHUSETTS OFFICE LEASE AGREEMENT BETWEEN 780 DEDHAM STREET HOLDINGS, LLC (“LANDLORD”) AND COLLEGIUM PHARMACEUTICAL, INC. (“TENANT”)Office Lease Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations
This Office Lease Agreement (the “Lease”) is made and entered into as of the 28nd day of August, 2012, by and between 780 DEDHAM STREET HOLDINGS, LLC, a Maryland limited liability company (“Landlord”) and COLLEGIUM PHARMACEUTICAL, INC., a Delaware corporation (“Tenant”).
Collegium Pharmaceutical, Inc. Canton, MA 02021Collegium Pharmaceutical, Inc • April 2nd, 2015 • Pharmaceutical preparations
This letter will confirm our agreement that due to our ownership of shares of Preferred Stock of Collegium Pharmaceutical, Inc., a Virginia corporation (the “Company”), (the “Investor”) shall be entitled to the following contractual management rights, in addition to any rights to non-public financial information, inspection rights, and other rights specifically provided to all investors in the Company:
ASSUMPTION AND SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations
This Assumption and Second Amendment to Loan and Security Agreement (this “Amendment”) is entered into this 12th day of August, 2014, by and 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 COLLEGIUM PHARMACEUTICAL, INC., a Virginia corporation with an office located at 780 Dedham Street, Suite 800, Canton, Massachusetts 02021 (“Borrower”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • California
This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of the date set forth above (the “Effective Date”) by and between SILICON VALLEY BANK (“Bank”), and the borrower named above (“Borrower”). Capitalized terms used but not otherwise defined herein shall have the meanings given them on Schedule C. The parties agree as follows:
Collegium Pharmaceutical, Inc. Noncompetition, Confidentiality and Inventions AgreementConfidentiality and Inventions Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations
In consideration of my employment (“Employment”) by Collegium Pharmaceutical, Inc. or its subsidiaries (together, the “Company”), I, Michael Heffernan, agree as follows:
CONVERTIBLE NOTE PURCHASE AGREEMENTConvertible Note Purchase Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Virginia
THIS CONVERTIBLE NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of November 14, 2014 by and among Collegium Pharmaceutical, Inc., a Virginia corporation (the “Company”), and the persons or entities listed as purchasers and set forth on the signature page hereof (the “Purchasers”).
COLLEGIUM PHARMACEUTICAL, INC. Series C Convertible Preferred Stock Purchase Agreement Dated as of August 27, 2013Convertible Preferred Stock Purchase Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Delaware
This Series C Convertible Preferred Stock Purchase Agreement (“Agreement”) dated as of August 27, 2013 is entered into by and among Collegium Pharmaceutical, Inc., a Delaware corporation (the “Company”), the individuals and entities listed on Schedule A hereto together with any individuals and entities who become parties to this Agreement by executing and delivering a financing signature page in the form of Schedule B hereto (each a “Purchaser” and collectively, the “Purchasers”). In consideration of the mutual promises and covenants contained in this Agreement, the parties hereto agree as follows:
COLLEGIUM PHARMACEUTICAL, INC. Non-Statutory Stock Option Agreement Under 2014 Stock Incentive PlanStatutory Stock Option Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations
This option is awarded pursuant to the Agreement and Plan of Merger dated as of July 10, 2014 between the Company and Collegium Pharmaceutical, Inc., a Delaware corporation that merged with and into the Company (“Collegium Delaware”), in replacement of the incentive stock option (the “Original Option”) granted to Participant on the grant date of the Original Option as set forth above under Collegium Delaware’s 2002 Amended and Restated Stock Option Plan. Participant acknowledges and agrees that this option terminates, cancels and supersedes the Original Option.
FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations
This Fourth Amendment to Loan and Security Agreement (this “Amendment”) is entered into this31st day of October, 2014, by and 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 COLLEGIUM PHARMACEUTICAL, INC., a Virginia corporation with an office located at 780 Dedham Street, Suite 800, Canton, Massachusetts 02021 (“Borrower”).
COLLEGIUM PHARMACEUTICAL, INC. AMENDMENT NO. 1 TO THE SIXTH AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations
This Amendment No. 1 dated as of January 29, 2015 (this “Amendment”) to the Sixth Amended and Restated Stockholders Agreement dated as of July 11, 2014 (the “Agreement”), is entered into by and among Collegium Pharmaceutical, Inc., a Virginia corporation (the “Company”), the Investors (as defined in the Agreement) and the Holders (as defined in the Agreement). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Agreement.
COLLEGIUM PHARMACEUTICAL, INC. Restricted Stock Award Agreement Under 2012 Stock Incentive PlanRestricted Stock Award Agreement Under 2012 Stock Incentive Plan • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”) is made as of June 13, 2012 (the “Grant Date”) by and between Collegium Pharmaceutical, Inc., a Delaware corporation (the “Company”), and Michael Heffernan (the “Participant”).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Virginia
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of July 10, 2014, by and between Collegium Pharmaceutical, Inc., a Delaware corporation (“Parent”), and Collegium Pharmaceutical, Inc., a Virginia corporation and a wholly owned subsidiary of Parent (the “Company”).
COLLEGIUM PHARMACEUTICAL, INC. CONFIDENTIALITY AND INVENTIONS AGREEMENTConfidentiality and Inventions Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Massachusetts
In consideration of my employment (“Employment”) by Collegium Pharmaceutical, Inc. or its subsidiaries (together, the “Company”), I agree as follows:
March 13, 2013Letter Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Massachusetts
The letter agreement (“Agreement”) states the terms of your employment as Vice President, Business Development, for Collegium Pharmaceutical, Inc., a Delaware corporation (hereafter, “Collegium” or “Company”).
May 30, 2012Letter Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Rhode Island
The letter agreement (“Agreement”) states the terms of your employment as Vice President, Clinical Development, for Collegium Pharmaceutical, Inc., a Delaware corporation (hereafter, “Collegium” or “Company”).
COLLEGIUM PHARMACEUTICAL, INC. EIGHTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Virginia
This Eighth Amended and Restated Investors Rights Agreement (the “Agreement”), dated as of March 6, 2015, is entered into by and among Collegium Pharmaceutical, Inc. (the “Company”), the individuals and entities listed on Exhibit A attached hereto (each an “Investor” and collectively the “Investors”).
ContractInvestor Rights Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • 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 ANY APPLICABLE STATE SECURITIES LAWS, AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 4 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS, OR PURSUANT TO RULE 144 OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations
This Third Amendment to Loan and Security Agreement (this “Amendment”) is entered into this 25th day of September, 2014, by and 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 COLLEGIUM PHARMACEUTICAL, INC., a Virginia corporation with an office located at 780 Dedham Street, Suite 800, Canton, Massachusetts 02021 (“Borrower”).
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations
This First Amendment to Loan and Security Agreement (this “Amendment”) is entered into this 31st day of January, 2014, by and 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 COLLEGIUM PHARMACEUTICAL, INC., a Delaware corporation with a loan production office located at 780 Dedham Street, Suite 800, Canton, Massachusetts 02021 (“Borrower”).
PREFERRED SHAREHOLDER AGREEMENTPreferred Shareholder Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Virginia
This Preferred Shareholder Agreement (this “Agreement”) dated November 26, 2014 (“Effective Date”) is entered into by and among (a) Collegium Pharmaceutical, Inc., a Virginia corporation (the “Company”), (b) Boston Millennia Partners (as defined below), and (c) the Other Major Preferred Holders (as defined below).
COLLEGIUM PHARMACEUTICAL, INC. SEVENTH AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Virginia
THIS SEVENTH AMENDED AND RESTATED STOCKHOLDERS AGREEMENT is made as of March 6, 2015 (this “Agreement”) by and among (i) Collegium Pharmaceutical, Inc. (the “Company”), (ii) holders of Common Stock or options to acquire Common Stock whose names are set forth on Schedule I hereto and each person who shall, after the date hereof, acquire shares of Common Stock and join in and become a party to this Agreement by executing and delivering to the Company an Instrument of Accession in the form of Exhibit A hereto (each a “Holder” and collectively as the “Holders”), and (iii) those persons and entities whose names are set forth on Schedule II hereto (each an “Investor” and collectively the “Investors”, and together with the Holders, collectively, the “Stockholders”).
COLLEGIUM PHARMACEUTICAL, INC. Incentive Stock Option Agreement Under 2014 Stock Incentive PlanIncentive Stock Option Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations
Number of Shares: shares of Common Stock. This option is awarded pursuant to the Agreement and Plan of Merger dated as of July 10, 2014 between the Company and Collegium Pharmaceutical, Inc., a Delaware corporation that merged with and into the Company (“Collegium Delaware”), in replacement of the incentive stock option (the “Original Option”) granted to Participant on the grant date of the Original Option as set forth above under Collegium Delaware’s 2012 Stock Incentive Plan. Participant acknowledges and agrees that this option terminates, cancels and supersedes the Original Option.
FIRST AMENDMENT TO LEASETo Lease • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations
THIS FIRST AMENDMENT TO LEASE (this “First Amendment”) is made this 24th day of March, 2015, by and between Park at 95, LLC (“Landlord”) and Collegium Pharmaceutical, Inc. (“Tenant”).
Re: Employment AgreementLetter Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • Rhode Island
The letter agreement (“Agreement”) amends, restates and corrects the terms of your employment as President and Chief Executive Officer of Collegium Pharmaceutical, Inc (hereafter, “Collegium” or “Company”). This Agreement supersedes, cancels and terminates that certain employment agreement dated February 8, 2012 between yourself and the Company (the “Prior Agreement”).
COLLEGIUM PHARMACEUTICAL, INC. Incentive Stock Option Agreement Under 2014 Stock Incentive PlanIncentive Stock Option Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations
This option is awarded pursuant to the Agreement and Plan of Merger dated as of July 10, 2014 between the Company and Collegium Pharmaceutical, Inc., a Delaware corporation that merged with and into the Company (“Collegium Delaware”), in replacement of the incentive stock option (the “Original Option”) granted to Participant on the grant date of the Original Option as set forth above under Collegium Delaware’s 2002 Amended and Restated Stock Option Plan. Participant acknowledges and agrees that this option terminates, cancels and supersedes the Original Option.
AMENDMENT NO. 1 TO SERIES C CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENTSeries C Convertible Preferred Stock Purchase Agreement • April 2nd, 2015 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations
This Amendment No. 1 (this “Amendment”) dated as of September 24, 2013 amends that certain Series C Convertible Preferred Stock Purchase Agreement dated as of August 27, 2013 (the “Purchase Agreement”) by and among Collegium Pharmaceutical, Inc., a Delaware corporation (the “Company”), and the persons and entities listed on Schedule A attached thereto (the “Purchasers”). All capitalized terms used but not defined in this Amendment shall have the meanings assigned to such terms in the Purchase Agreement.
