0001144204-14-053333 Sample Contracts

UNDERWRITING AGREEMENT between EYEGATE PHARMACEUTICALS, INC. and AEGIS CAPITAL CORP., as Representative of the Several Underwriters EYEGATE PHARMACEUTICALS, INC.
Underwriting Agreement • August 29th, 2014 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations • New York

The undersigned, Eyegate Pharmaceuticals, Inc., a corporation formed under the laws of the State of Delaware (the “Company,” as used herein, the term “Company Group” collectively refers to the Company with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries of the Company), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:

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Form of Representative’s Warrant Agreement
Eyegate Pharmaceuticals Inc • August 29th, 2014 • 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].

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