ContractTitan Pharmaceuticals Inc • March 18th, 2011 • Biological products, (no disgnostic substances) • New York
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAW, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF OR EXERCISED UNLESS (I) A REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS SHALL HAVE BECOME EFFECTIVE WITH REGARD THERETO, OR (II) AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS IS AVAILABLE IN CONNECTION WITH SUCH OFFER, SALE OR TRANSFER.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 18th, 2011 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 15, 2011, by and among TITAN PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and those lenders set forth on Schedule 1 to the Facility Agreement (as defined below) (each individually, a “Lender” and together, the “Lenders”).
ROYALTY AGREEMENTRoyalty Agreement • March 18th, 2011 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
This ROYALTY AGREEMENT (this “Agreement”), dated March 15, 2011, is made by and between Deerfield Private Design Fund II, L.P., a Delaware limited partnership (“Design Fund II”), Deerfield Special Situations Fund, L.P., a Delaware limited partnership (“DSS”), Deerfield TTNP Corporation, a Delaware corporation (“DTTNP” and together with Design Fund II and DSS, “Deerfield”) and Titan Pharmaceuticals, Inc., a Delaware corporation (“Titan”).
ROYALTY REPURCHASE AGREEMENTRoyalty Repurchase Agreement • March 18th, 2011 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
This Royalty Repurchase Agreement (this “Agreement”), dated March 15, 2011, is made by and between Deerfield Private Design Fund II, L.P., a Delaware limited partnership (“Design Fund II”), Deerfield Special Situations Fund, L.P., a Delaware limited partnership (“DSS” and together with Design Fund II, “Deerfield”) and Titan Pharmaceuticals, Inc., a Delaware corporation (“Titan”).
FACILITY AGREEMENTFacility Agreement • March 18th, 2011 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
FACILITY AGREEMENT (this “Agreement”), dated as of March 15, 2011, between Titan Pharmaceuticals, Inc., a Delaware corporation (the “Borrower”), Deerfield Private Design Fund II, L.P., a Delaware limited partnership, Deerfield Private Design International II, L.P., a limited partnership organized under the laws of the British Virgin Islands, Deerfield Special Situations Fund, L.P., a Delaware limited partnership and Deerfield Special Situations Fund International Limited, a company organized under the laws of the British Virgin Islands (individually, a “Lender” and together, the “Lenders” and, together with the Borrower, the “Parties”).
EQUITY OPTION AGREEMENTEquity Option Agreement • March 18th, 2011 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
This Equity Option Agreement (this “Agreement”), dated March 15, 2011, is made by and between Deerfield TTNP Corporation, a Delaware corporation (“DTTNP”), Deerfield Private Design International, II, L.P., a British Virgin Islands limited partnership (“PDI II”), Deerfield Special Situations Fund International, Limited, a British Virgin Islands company limited by shares (“DSSI” and together with PDI II, “Deerfield”) and Titan Pharmaceuticals, Inc., a Delaware corporation (“Titan”).
SECURITY AGREEMENTSecurity Agreement • March 18th, 2011 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
Security Agreement (this “Agreement”), dated as of March 15, 2011, between Titan Pharmaceuticals, Inc (“Obligor”) in favor of Deerfield Private Design Fund II, L.P., Deerfield Private Design International II LP., Deerfield Special Situations Fund, L.P. and Deerfield Special Situations Fund International Limited (together, the “Secured Party”).
