SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 9th, 2015 • NephroGenex, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 3, 2015, between NephroGenex, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 9th, 2015 • NephroGenex, Inc. • Pharmaceutical preparations
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).
UNDERWRITING AGREEMENT between NEPHROGENEX, INC. and AEGIS CAPITAL CORP., as Representative of the Several UnderwritersUnderwriting Agreement • July 16th, 2015 • NephroGenex, Inc. • Pharmaceutical preparations • New York
The undersigned, NephroGenex, Inc., a corporation formed under the laws of the State 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 NephroGenex, Inc. (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:
NEPHROGENEX, INC. (a Delaware corporation) [·] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • April 30th, 2015 • NephroGenex, Inc. • Pharmaceutical preparations • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [_________], between [_________], a [_________] corporation (the “Company”), and [_________] (“Indemnitee”).
SERIES [A/B/C/D] COMMON STOCK PURCHASE WARRANTNephroGenex, Inc. • November 9th, 2015 • Pharmaceutical preparations
THIS SERIES [A/B/C/D] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ________, 2016 (the “Initial Exercise Date”) and on or prior to the close of business on the _________ (the “Termination Date”) but not thereafter, to subscribe for and purchase from NephroGenex, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Form of Representative’s Warrant AgreementNephroGenex, Inc. • January 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].
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 20th, 2014 • NephroGenex, Inc. • Pharmaceutical preparations
This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of November 20, 2014, by and between EAST WEST BANK (“Bank”) and NEPHROGENEX, INC. (“Borrower”).
ContractNephroGenex, Inc. • November 20th, 2014 • Pharmaceutical preparations • New York
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 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
NEPHROGENEX, INC. Common Stock (par value $0.001 per share) At Market Issuance Sales AgreementNephroGenex, Inc. • August 7th, 2015 • Pharmaceutical preparations • New York
NephroGenex, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with MLV & Co. LLC (“MLV”), as follows:
SHORT TERM OFFICE LEASETerm Office Lease • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations
THIS LEASE (the "Lease"), is made as of this the 15th day of June, 2011 (the “Effective Date”), by and between HIGHWOODS REALTY LIMITED PARTNERSHIP, a North Carolina limited partnership, hereinafter “Landlord” and NEPHROGENEX INCORPORATED, a Delaware corporation [NEED TO BE REGISTERED TO DO BUSINESS IN NORTH CAORLINA PRIOR TO LEASE EXECUTION], hereinafter “Tenant”:
CONSULTING SERVICES AGREEMENT BETWEEN NEPHROGENEX, INC. ANDConsulting Services Agreement • April 13th, 2016 • NephroGenex, Inc. • Pharmaceutical preparations • North Carolina
THIS CONSULTING SERVICES AGREEMENT (hereinafter referred to as the “Agreement”) effective as of the 14th day of April, 2016, by and between Nephrogenex, Inc., a corporation organized under the laws of the State of Delaware with a place of business at 3200 Beechleaf Court, Suite 900, Raleigh, North Carolina 27604 (hereinafter referred to as “Company”), and Jaikrishna Patel (hereinafter referred to as “Consultant”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 12th, 2015 • NephroGenex, Inc. • Pharmaceutical preparations • New York
This Agreement is entered into on July 2, 2015, by and between Jaikrishna Patel (“Executive”) and NephroGenex, Inc., a Delaware corporation (the “Company”).
NEPHROGENEX, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT February 28, 2008Investors’ Rights Agreement • March 31st, 2014 • NephroGenex, Inc. • Pharmaceutical preparations • North Carolina
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of the 28 day of February, 2008, by and among NEPHROGENEX, INC., a Delaware corporation (the “Company”), and the investors listed on Schedule A hereto, each of which is herein referred to as an “Investor,” and the holders of the Company’s Common Stock listed on Schedule B, each of which is herein referred to as a “Common Holder.”
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations • New York
This Agreement is entered into on December 12, 2013, by and between John P. Hamill (“Executive”) and NephroGenex, Inc., a Delaware corporation (the “Company”).
LICENSE AGREEMENT between BIOSTRATUM, INCORPORATED and NEPHROGENEX, INC.License Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations • North Carolina
This License Agreement (this “Agreement”), by and between BioStratum, Incorporated, a Delaware corporation (“BioStratum”), and NephroGenex, Inc., a Delaware corporation (the “Licensee”), is effective as of the 8th day of May 2006 (the “Effective Date”).
AMENDMENT TO LICENSE AGREEMENT between The South Carolina Research Foundation and NephroGenex, Inc. (assignee of BioStratum Incorporated)License Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations
This Amendment to the License Agreement ("First Amendment") is made effective as of the 20th day of June, 2011 (“First Amendment Effective Date”) by and between The South Carolina Research Foundation (“SCRF”) and NephroGenex, Inc., a Delaware corporation (“NephroGenex”) and assignee of BioStratum Incorporated (“LICENSEE”).
FIRST AMENDMENT TO LICENSE AGREEMENTLicense Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations
This first Amendment effective as of this 6th day of November, 2013 (the “Amendment Date”) by and between NephroGenex, Inc., a Delaware corporation having its principal place of business at 2300 Englert Drive, Durham, NC, 27713 (“LICENSEE”) and Vanderbilt University, by and through its Center for Technology Transfer and Commercialization, having a principal place of business at 1207 17th Avenue South, Suite 105, Nashville, TN 37212 (hereinafter referred to as “VANDERBILT”),
Employment AgreementEmployment Agreement • November 8th, 2013 • NephroGenex, Inc. • Pharmaceutical preparations • New Jersey
This Agreement is entered into as of April 30, 2007, by and between J. Wesley Fox (the “Employee”) and NephroGenex, Inc., a Delaware corporation (the “Company”).
INDEPENDENT CONSULTING AGREEMENTIndependent Consulting Agreement • August 6th, 2015 • NephroGenex, Inc. • Pharmaceutical preparations • New York
This Independent Consulting Agreement (the “Agreement”) is made and entered into as of September 1, 2015 (the “Effective Date”) by and between NephroGenex, Inc., a Delaware corporation (the “Company”) and J. Wesley Fox (“Consultant”). Consultant and Company are collectively referred to herein as the “Parties”.
THIRD AMENDMENT TO LICENSE AGREEMENT between The University of South Carolina Research Foundation and NephroGenex, Inc, (assignee of BioStratum Incorporated)License Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations
This Third Amendment to the License Agreement (“Third Amendment”) is made effective as of the date of the last signature to this Amendment (“Third Amendment Effective Date”) by and between the South Carolina Research Foundation (“SCRF”) and NephroGenex, Inc., a Delaware corporation (“LICENSEE”) and assignee of BioStratum Incorporated (“BioStratum”).
NephroGenex, Inc. OMNIBUS AGREEMENT AND CONSENTOmnibus Agreement and Consent • January 10th, 2014 • NephroGenex, Inc. • Pharmaceutical preparations
This Omnibus Agreement and Consent is entered into as of January __, 2014, among NephroGenex, Inc., a Delaware corporation (the “Company”), and the undersigned holders of the Company’s common stock, par value $0.001 (the “Common Stock”), the undersigned holders of the Company’s Series A preferred stock, par value $0.001 (the “Series A Preferred Stock”), and the undersigned holders of the Company’s convertible promissory notes (the “Convertible Notes”). The undersigned holders of the Common Stock, Series A Preferred Stock and Convertible Notes are collectively referred to herein as the “Holders”.
AMENDMENT TO LICENSE AGREEMENT between The South Carolina Research Foundation and NephroGenex, Inc. (assignee of BioStratum Incorporated)License Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations
This Amendment to the License Agreement (“Second Amendment”) is made effective as of the 2nd day of April, 2012 (“Second Amendment Effective Date”) by and between The South Carolina Research Foundation (“SCRF”) and NephroGenex, Inc., a Delaware corporation (“NephroGenex”) and assignee of BioStratum Incorporated (“LICENSEE”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations • New York
This Agreement is entered into on November 7, 2013, by and between Pierre Legault (“Executive”) and NephroGenex, Inc., a Delaware corporation (the “Company”).
AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations • Kansas
THIS AGREEMENT is made effective as of the last date of execution set forth below and is between BioStratum Incorporated, hereinafter referred to as COMPANY, a corporation of the State of Delaware and having offices at 2605 Meridian Parkway, Suite 120, Durham, North Carolina, 27713, and the University of Kansas Medical Center Research Institute, Inc., hereinafter referred to as RESEARCH INSTITUTE, located at 39th and Rainbow Blvd., Kansas City, Kansas, 66160.
LICENSE AGREEMENT BETWEEN THE UNIVERSITY OF SOUTH CAROLINA RESEARCH FOUNDATION AND BioStratum Incorporated USCRF #240, 240.01, 241, and 391 USCRF License Agreement # LA 240 241 391License Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations
This Agreement is made and entered into as of the date last affixed hereto below (the “EFFECTIVE DATE”) by and between the University of South Carolina Research Foundation, a corporation duly organized and existing under the laws of the State of South Carolina and having its principal office at 901 Sumter Street, Suite 501 Byrnes Building, Columbia, South Carolina, 29208, U.S.A. (hereinafter referred to as “USCRF”), and BioStratum Incorporated, a corporation duly organized under the laws of Delaware and having a principal place of business at 4620 Creekstone Dr., Suite 200, Durham, NC 27703 (hereinafter referred to as “LICENSEE”). USCRF and LICENSEE hereafter are also referred to individually as “Party” and collectively as “Parties”.
FIRST AMENDMENT TO LICENSE AGREEMENT between Vanderbilt University and NephroGenex, Inc.License Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations
This First Amendment to the License Agreement (“First Amendment”) dated January 11, 2006 (the “Agreement”) is made effective as of the 30th day of April, 2007 (“First Amendment Effective Date”) by and between Vanderbilt University, a Tennessee not-for-profit corporation (“VANDERBILT”), and NephroGenex, Inc., a Delaware corporation (“LICENSEE”).
SECOND AMENDMENT TO AMENDED AND RESTATED LICENSE AGREEMENT between University of Kansas Medical Center Research Institute, Inc. and NephroGenex, Inc.License Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations
This Second Amendment to the Amended and Restated License Agreement (“Second Amendment”) is made effective as of June 25, 2008 (“Second Amendment Effective Date”) by and between the University of Kansas Medical Center Research Institute, Inc. (“RESEARCH INSTITUTE”) and NephroGenex, Inc. (“COMPANY”).
GRANT BACK LICENSE AGREEMENTGrant Back License Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations • North Carolina
This GRANT BACK LICENSE AGREEMENT (this “Agreement”) is made as of May 4, 2007 (the “Effective Date”), by and between NephroGenex, Inc., a Delaware corporation, (“NephroGenex”), and BioStratum, Incorporated, a Delaware corporation (“BioStratum”) (each a “Party” and, collectively, the “Parties”). Capitalized terms used, but not otherwise defined herein shall have the meaning set forth in that certain License Agreement, dated May 8, 2006, by and between NephroGenex and BioStratum, as amended by that certain Amendment to License Agreement dated September 13, 2006 (the “Original Agreement”).
FOURTH AMENDMENT TO LICENSE AGREEMENT between The University of South Carolina Research Foundation and NephroGenex, Inc. (assignee of BioStratum Incorporated)License Agreement • January 17th, 2014 • NephroGenex, Inc. • Pharmaceutical preparations
This Fourth Amendment to the License Agreement (“Fourth Amendment”) is made effective as of the date of the last signature to this Amendment (“Fourth Amendment Effective Date”) by and between the South Carolina Research Foundation (“SCRF”) and NephroGenex, Inc., a Delaware corporation (“LICENSEE”) and assignee of BioStratum Incorporated (“BioStratum”).
LICENSE AGREEMENT Between VANDERBILT UNIVERSITY and NEPHROGENEX, INC.License Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations • Tennessee
THIS Agreement, by and between VANDERBILT UNIVERSITY, a not-for-profit corporation, organized and existing under the laws of the state of Tennessee (“VANDERBILT”), and NephroGenex, a corporation, having a principal place of business at 204 Cherwell Drive, Cary, North Carolina, 27513 (the “LICENSEE”) is effective as of the 11th day of January, 2006 (the “Effective Date”).
RESTATED and AMENDED LICENSE AGREEMENT Between VANDERBILT UNIVERSITY and NEPHROGENEX, INC.License Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations • Tennessee
THIS Agreement, by and between VANDERBILT UNIVERSITY, a not-for-profit corporation, organized and existing under the laws of the state of Tennessee (“VANDERBILT”), and NephroGenex, a corporation, having a principal place of business at 79 T.W. Alexander Drive, Building 4401, Suite 290, PO Box 14188, Research Triangle Park, North Carolina, 27709 (“NEPHROGENEX”) is effective as of the 1st day of July, 2012 (the “Effective Date”).
FIRST AMENDMENT TO AMENDED AND RESTATED LICENSE AGREEMENT between University of Kansas Medical Center Research Institute, Inc. and NephroGenex, Inc. (assignee of BioStratum Incorporated)License Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations
This First Amendment to the Amended and Restated License Agreement (“First Amendment”) is made effective as of the 4th day of May, 2007 (“First Amendment Effective Date”) by and between University of Kansas Medical Center Research Institute, Inc. (“RESEARCH INSTITUTE”) and NephroGenex, Inc., a Delaware corporation (“NephroGenex”) and assignee of BioStratum Incorporated (“BioStratum”).
SECOND AMENDMENT TO LICENSE AGREEMENTLicense Agreement • April 30th, 2015 • NephroGenex, Inc. • Pharmaceutical preparations
This Second Amendment to the License Agreement, effective as of this 16th day of March, 2015 (the “Amendment Date”) by and between NephroGenex, Inc., a Delaware corporation having its principal place of business at 2300 Englert Drive, Durham, NC, 27713 (“LICENSEE”) and Vanderbilt University by and through its Center for Technology Transfer and Commercialization, having a principal place of business at 1207 17th Avenue South, Suite 105, Nashville, TN 37212 (hereinafter referred to as “VANDERBILT”),
AMENDMENT TO LICENSE AGREEMENTLicense Agreement • December 23rd, 2013 • NephroGenex, Inc. • Pharmaceutical preparations • North Carolina
THIS AMENDMENT (the “Amendment”) TO LICENSE AGREEMENT is made effective as of the 13th day of September, 2006 (the “Amendment Effective Date”), by and between NephroGenex, Inc. and BioStratum, Incorporated (each a “Party” and collectively, the “Parties”).
