UNDERWRITING AGREEMENT Among VENTRUS BIOSCIENCES, INC. and RODMAN & RENSHAW, LLC and NATIONAL SECURITIES CORPORATION as RepresentativesUnderwriting Agreement • November 16th, 2010 • Ventrus Biosciences Inc • Pharmaceutical preparations • New York
The undersigned, Ventrus Biosciences, Inc., a company formed under the laws 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 the Company, the “Company”), hereby confirms its agreement with Rodman & Renshaw, LLC and National Securities Corporation (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 representatives (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • November 16th, 2010 • Ventrus Biosciences Inc • Pharmaceutical preparations • New York
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of the Commencement Date (defined below) by and between Ventrus BioSciences, Inc., a Delaware corporation with principal executive offices at 787 Seventh Avenue, New York, New York 10019 (the “Company”), and David Barrett residing at 300 West 55th Street Apt 14N New York, NY 10023 (the “Executive”) and supersedes the prior Consulting Agreement between the parties.
Form of Underwriters’ Warrant AgreementWarrant Agreement • November 16th, 2010 • Ventrus Biosciences Inc • Pharmaceutical preparations • New York
THIS WARRANT IS NOT EXERCISABLE PRIOR TO ________________ [DATE THAT IS ONE YEAR FROM DATE OF PROSPECTUS]. VOID AFTER 5:00 P.M. EASTERN TIME, ___________________ [DATE THAT IS FIVE YEARS THE FROM DATE OF THE PROSPECTUS].
EXCLUSIVE LICENSE AGREEMENT betweenExclusive License Agreement • November 16th, 2010 • Ventrus Biosciences Inc • Pharmaceutical preparations • England
