ContractUnderwriter Warrant • June 12th, 2018 • Provention Bio, Inc. • Pharmaceutical preparations • 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 OTHER SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (1) AN EFFECTIVE REGISTRATION STATEMENT COVERING SUCH SECURITIES UNDER THE SECURITIES ACT AND ANY OTHER APPLICABLE SECURITIES LAWS, OR (2) AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
PROVENTION BIO, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • June 12th, 2018 • Provention Bio, Inc. • Pharmaceutical preparations • New York
The undersigned, Provention Bio, Inc., a company formed under the laws of the Delaware (“Company”), hereby confirms its agreement with MDB Capital Group LLC (hereinafter referred to as “you” (including its correlatives), the “Underwriter” or the “Representative”) as follows:
ASSET PURCHASE AGREEMENTPatent Assignment Agreement • June 12th, 2018 • Provention Bio, Inc. • Pharmaceutical preparations • Delaware
This Asset Purchase Agreement (this “Agreement”) is made and entered into as of the 7th day of May 2018 (the “Closing Date”), by and between
ContractDevelopment Services Agreement • June 12th, 2018 • Provention Bio, Inc. • Pharmaceutical preparations
CONFIDENTIAL TREATMENT REQUESTED: Certain portions of this document have been omitted pursuant to a request for confidential treatment and, where applicable, have been marked with an asterisk (“[*****]”) to denote where omissions have been made. The confidential material has been filed separately with the Securities and Exchange Commission.
LICENSE AGREEMENT BY AND BETWEEN MACROGENICS, INC. AND PROVENTION BIO, INC. LIST OF EXHIBITSLicense Agreement • June 12th, 2018 • Provention Bio, Inc. • Pharmaceutical preparations • Delaware
This LICENSE AGREEMENT (this “Agreement”) is entered into as of May 7, 2018 (the “Effective Date”), by and between PROVENTION BIO, INC., a Delaware corporation, having its principal place of business at 110 Old Driftway Lane, Lebanon, NJ 08833 (“Provention”) and MACROGENICS, INC., a Delaware corporation having its principal place of business at 9704 Medical Center Drive, Rockville, MD 20850 (hereinafter “MacroGenics”). Provention and MacroGenics are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
Subscription AgreementSubscription Agreement • June 12th, 2018 • Provention Bio, Inc. • Pharmaceutical preparations
This subscription (this “Subscription”) is dated [●], 2018, by and between the investor identified on the signature page hereto (the “Investor”) and Provention Bio, Inc., a Delaware corporation (the “Company”). The parties agree as follows:
LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT between JANSSEN PHARMACEUTICA NV and PROVENTION BIO, INC. LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENTLicense, Development and Commercialization Agreement • June 12th, 2018 • Provention Bio, Inc. • Pharmaceutical preparations • Delaware
This license, development and commercialization agreement, effective as of the last date of execution by the parties hereto (“Effective Date”), is between Janssen Pharmaceutica NV, a company organized under the laws of Belgium, with its principal offices at Turnhoutseweg 30, 2340 Beerse, Belgium (“Janssen”) and Provention Bio, Inc., a company organized under the laws of Delaware, with its principal offices at 110 Old Driftway Lane, Lebanon, New Jersey 08833 (“Provention”).
