Pepper Hamilton Sample Contracts

Recro Pharma, Inc. – Registration Rights Agreement (February 19th, 2019)

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of February 19, 2019, by and between RECRO PHARMA, INC., a Pennsylvania corporation (the "Company"), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the "Buyer"). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Common Stock Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").

Recro Pharma, Inc. – Recro Pharma, Inc. INDENTURE Dated as Of, 20 Trustee (February 19th, 2019)
Recro Pharma, Inc. – Contract (February 19th, 2019)
AGREEMENT AND PLAN OF MERGER by and Among EDWARDS LIFESCIENCES HOLDING, INC., CROWN MERGER SUB, INC. And CAS MEDICAL SYSTEMS, INC., Dated as of February 11, 2019 (February 12th, 2019)

THIS AGREEMENT AND PLAN OF MERGER (this "Agreement"), dated as of February 11, 2019, is made by and among Edwards Lifesciences Holding, Inc., a Delaware corporation ("Parent"), Crown Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent ("Merger Sub"), and CAS Medical Systems, Inc., a Delaware corporation (the "Company"). Defined terms used in this Agreement have the respective meanings ascribed to them in Appendix A: Definitions or otherwise defined herein.

Voting Agreement (February 12th, 2019)

This VOTING AGREEMENT, dated as of February 11, 2019 (this "Agreement"), is made and entered into by and between Edwards Lifesciences Holding, Inc., a Delaware corporation ("Parent"), and the undersigned stockholder ("Stockholder") of CAS Medical Systems, Inc., a Delaware corporation (the "Company"). Parent and Stockholder are referred to individually as a "Party" and collectively as the "Parties."

Interpace Diagnostics Group, Inc. 9,333,334 Shares of Common Stock (Par Value $0.01 Per Share) Underwriting Agreement (January 29th, 2019)
Applied DNA Sciences – Contract (December 21st, 2018)
Applied DNA Sciences – Contract (December 21st, 2018)
Applied DNA Sciences – Intellectual Property Security Agreement (December 18th, 2018)

This INTELLECTUAL PROPERTY SECURITY AGREEMENT (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the "IP Security Agreement") dated October 19, 2018, is made by APDN (B.V.I.) Inc., a corporation formed under the laws of the British Virgin Islands (the "Grantor"), in favor of DELAWARE TRUST COMPANY, a Delaware corporation, as collateral agent (the "Collateral Agent") for the Secured Parties (as defined in the Guaranty and Security Agreement referred to below).

Applied DNA Sciences – Intellectual Property Security Agreement (December 18th, 2018)

This INTELLECTUAL PROPERTY SECURITY AGREEMENT (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the "IP Security Agreement") dated October 19, 2018, is made by APPLIED DNA SCIENCES, INC. a Delaware corporation (the "Grantor"), in favor of DELAWARE TRUST COMPANY, a Delaware corporation, as collateral agent (the "Collateral Agent") for the Secured Parties (as defined in the Security Agreement referred to below).

Applied DNA Sciences – Collateral Agency Agreement (December 18th, 2018)

THIS COLLATERAL AGENCY AGREEMENT (this "Agreement") is made effective as of October 19, 2018, between DELAWARE TRUST COMPANY, a Delaware corporation (the "Collateral Agent"), APPLIED DNA SCIENCES, INC., a Delaware corporation (the "Issuer"), APDN (B.V.I.) INC., a corporation organized under the laws of the British Virgin Islands ("APDN (B.V.I."), collectively with the Issuer, the "Debtors"), and each of the investors listed on Schedule 1 attached hereto (each a "Buyer" and collectively, the "Buyers").

Applied DNA Sciences – Contract (December 18th, 2018)
Axovant Sciences Ltd. – 30,000,000 Common Shares Axovant Sciences Ltd. UNDERWRITING AGREEMENT (December 17th, 2018)
Applied DNA Sciences – Securities Purchase Agreement (December 10th, 2018)

SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of August 31, 2018, by and among Applied DNA Sciences, Inc., a Delaware corporation, with headquarters located at 50 Health Sciences Drive, Stony Brook, New York 11790 (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").

Applied DNA Sciences – Registration Rights Agreement (December 10th, 2018)

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of August 31, 2018, by and among Applied DNA Sciences, Inc., a Delaware corporation, with headquarters located at 50 Health Sciences Drive, Stony Brook, New York 11790 (the "Company"), and the undersigned buyers (each, a "Buyer", and collectively, the "Buyers").

TrueCar, Inc. – Membership Interest Purchase Agreement (December 7th, 2018)

This MEMBERSHIP INTEREST PURCHASE AGREEMENT (this "Agreement") is made and entered into as of December 7, 2018 (the "Agreement Date") by and among TrueCar Dealer Solutions, Inc., a Delaware corporation ("Parent"), DealerScience, LLC, a Massachusetts limited liability company (the "Company"), Andrew Gordon, a resident of Massachusetts ("Seller"), and TrueCar, Inc., a Delaware corporation ("Guarantor"), solely for the limited purpose of its obligations under Section 5.6. All capitalized terms that are used but not otherwise defined herein shall have the respective meanings ascribed thereto in Annex A.

Applied DNA Sciences – Contract (December 6th, 2018)
Applied DNA Sciences – Contract (December 6th, 2018)
Equity Purchase Agreement by and Among Prime Communications, L.P. Prime Acquisition Company, Llc Spring Communications Holding, Inc. Spring Communications Parent, Inc. And Gamestop Corp. (November 21st, 2018)

THIS EQUITY PURCHASE AGREEMENT (this "Agreement"), dated as of November 21, 2018 (the "Agreement Date"), is made by and among Prime Communications, L.P., a Texas limited partnership ("Parent"), Prime Acquisition Company, LLC, a Delaware limited liability company and wholly-owned subsidiary of Parent ("Purchaser"), Spring Communications Holding, Inc. (the "Company"), GameStop Corp., a Delaware corporation ("Seller") and Spring Communications Parent, Inc., a Delaware corporation and wholly-owned subsidiary of Seller ("Holdco" and collectively, with Seller, the "Seller Parties"). Parent, Purchaser, Seller, Holdco and the Company are referred to collectively as the "Parties" and individually as a "Party."

Cytodyn Inc – Contract (November 19th, 2018)
Cytodyn Inc – Contract (November 19th, 2018)
Contract (November 2nd, 2018)
Loan Agreement (September 25th, 2018)

WHEREAS, pursuant to the Loan Agreement dated as of September 19, 2018 (as the same may be amended, restated, supplemented or otherwise modified from time to time, the Loan Agreement) by and among Borrower, Lender and the other parties thereto, Lender agrees to make extensions of credit to Borrower upon the terms and subject to the conditions set forth therein;

Sito Mobile, Ltd. – Separation Agreement and Mutual Release (September 12th, 2018)

SEPARATION AGREEMENT AND MUTUAL RELEASE (this "Agreement") dated September 11, 2018 (the "Effective Date"), by and among (i) SITO Mobile, Ltd., a Delaware corporation (the "Company"), and (ii) Mark Del Priore ("Executive"). The Company and Executive are sometimes referred to herein individually as a "Party" and together as the "Parties."

Cytodyn Inc – Transaction Agreement (August 28th, 2018)
EWT Holdings I Corp. – Stock Purchase Agreement (August 1st, 2018)
Amended and Restated Revolving Credit Agreement (July 20th, 2018)
Janel World Trade – Note Purchase Agreement (June 27th, 2018)

This Note Purchase Agreement (this "Agreement"), dated as of June 22, 2018, is entered into by and between (i) Richard Krogsrud ("Purchaser"), and (ii) AB HoldCo, Inc., a Nevada corporation (the "Company"). Capitalized terms used but not otherwise defined herein have the meanings set forth in the Merger Agreement (as defined below).

Janel World Trade – Note Purchase Agreement (June 27th, 2018)

This Note Purchase Agreement (this "Agreement"), dated as of June 22, 2018, is entered into by and between (i) Michael L. Smith and Ardyce F. Smith 1994 Revocable Trust ("Purchaser"), and (ii) AB HoldCo, Inc., a Nevada corporation (the "Company"). Capitalized terms used but not otherwise defined herein have the meanings set forth in the Merger Agreement (as defined below).

Axovant Sciences Ltd. – Axovant Sciences Ltd. Common Shares Sales Agreement (June 22nd, 2018)
W. P. Carey – Agreement and Plan of Merger (June 18th, 2018)

THIS AGREEMENT AND PLAN OF MERGER (this Agreement) dated as of June 17, 2018, by and among Corporate Property Associates 17 - Global Incorporated, a Maryland corporation (CPA17), W. P. Carey Inc., a Maryland corporation and the ultimate parent of the external manager of CPA17 (W. P. Carey), CPA17 Merger Sub LLC, a Maryland limited liability company and an indirect subsidiary of W. P. Carey (Merger Sub), and, for the limited purposes set forth herein, Carey Asset Management Corp., a Delaware corporation (CAM), W. P. Carey & Co. B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the Laws of the Netherlands (Foreign Subsidiary), and W. P. Carey Holdings, LLC, a Delaware limited liability company (Special General Partner), each an indirect subsidiary of W. P. Carey, and CPA(r): 17 Limited Partnership, a Delaware limited partnership (CPA17 LP).

Corporate Property Associates 17 - Global INC – Agreement and Plan of Merger (June 18th, 2018)

THIS AGREEMENT AND PLAN OF MERGER (this Agreement) dated as of June 17, 2018, by and among Corporate Property Associates 17 - Global Incorporated, a Maryland corporation (CPA17), W. P. Carey Inc., a Maryland corporation and the ultimate parent of the external manager of CPA17 (W. P. Carey), CPA17 Merger Sub LLC, a Maryland limited liability company and an indirect subsidiary of W. P. Carey (Merger Sub), and, for the limited purposes set forth herein, Carey Asset Management Corp., a Delaware corporation (CAM), W. P. Carey & Co. B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the Laws of the Netherlands (Foreign Subsidiary), and W. P. Carey Holdings, LLC, a Delaware limited liability company (Special General Partner), each an indirect subsidiary of W. P. Carey, and CPA(r): 17 Limited Partnership, a Delaware limited partnership (CPA17 LP).

Trevena Inc – Trevena, Inc. Up to $50,000,000 of Shares Common Stock Sales Agreement (June 15th, 2018)
Neuronetics, Inc. – Contract (May 31st, 2018)

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 5.5 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 COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

Neuronetics, Inc. – Loan and Security Agreement (May 31st, 2018)

THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this Agreement) dated as of March 28, 2017 (the Effective Date) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (Oxford), as collateral agent (in such capacity, Collateral Agent), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including Oxford in its capacity as a Lender (each a Lender and collectively, the Lenders), and NEURONETICS, INC., a Delaware corporation with an office located at 3222 Phoenixville Pike, Malvern, Pennsylvania 19355 (Borrower), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as follows: