AUSPEX PHARMACEUTICALS, INC. LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 21st, 2013 • Auspex Pharmaceuticals, Inc. • Pharmaceutical preparations • California
This LOAN AND SECURITY AGREEMENT (the “Agreement”) is entered into as of January 9, 2013, by and between Square 1 Bank (“Bank”) and AUSPEX PHARMACEUTICALS, INC. (“Borrower”).
ContractAuspex Pharmaceuticals, Inc. • November 21st, 2013 • Pharmaceutical preparations • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH APPLICABLE LAW.
AUSPEX PHARMACEUTICALS, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT October 31, 2012Investors’ Rights Agreement • November 21st, 2013 • Auspex Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This Amended and Restated Investors’ Rights Agreement (the “Agreement”) is made as of October 31, 2012, by and among Auspex Pharmaceuticals, Inc., a Delaware corporation (the “Company”), the holders of the Company’s Series A-1, Series A-2, Series A-3, Series A-4 and Series A-5 Preferred Stock set forth on Exhibit A attached hereto (the “Series A Holders”), the holders of Series B Preferred Stock set forth on Exhibit A attached hereto (the “Series B Holders”), the holders of Series C Preferred Stock set forth on Exhibit A attached hereto (the “Series C Holders”) and the holders of Series D Preferred Stock set forth on Exhibit A attached hereto (the “Series D Holders,” and together with the Series A Holders, the Series B Holders and the Series C Holders, the “Investors”).
ContractAuspex Pharmaceuticals, Inc. • November 21st, 2013 • Pharmaceutical preparations • California
THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “ACT”) AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER THE ACT OR UNLESS THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY AND ITS COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED.
TORREY PINES COURT, LA JOLLA OFFICE LEASE LANDLORD: MULLROCK 3 TORREY PINES, LLC, a Delaware limited liability company TENANT: AUSPEX PHARMACEUTICALS, INC., a Delaware corporationWork Letter Agreement • November 21st, 2013 • Auspex Pharmaceuticals, Inc. • Pharmaceutical preparations • California
This LEASE, which includes the preceding Summary of Basic Lease Information and Definitions (“Summary”) attached hereto and incorporated herein by this reference (“Lease”), is made as of the 6th day of June, 2011, by and between MULLROCK 3 TORREY PINES, LLC, a Delaware limited liability company (“Landlord”), and AUSPEX PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).
PATENT ASSIGNMENT AGREEMENTPatent Assignment Agreement • November 21st, 2013 • Auspex Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This PATENT ASSIGNMENT AGREEMENT (this “Agreement”) is entered into as of September 8, 2011 (the “Effective Date”) by and between AUSPEX PHARMACEUTICALS, INC., a Delaware corporation with its registered office at 3366 North Torrey Pines Court, Suite 225, La Jolla, California, 92037 (“Auspex”), and CONCERT PHARMACEUTICALS, INC., a Delaware corporation, with its registered office at 99 Hayden Avenue, Suite 500, Lexington, MA 02421 (“Concert”). Auspex and Concert are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
By Electronic Mail Pratik ShahAuspex Pharmaceuticals, Inc. • November 21st, 2013 • Pharmaceutical preparations
AUSPEX PHARMACEUTICALS, INC. FIRST AMENDMENT TO AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • November 21st, 2013 • Auspex Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This FIRST AMENDMENT TO AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Amendment”), amending the Amended and Restated Investors’ Rights Agreement by and among AUSPEX PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and the persons and entities listed on Exhibit A attached thereto (the “Investors”) dated as of October 31, 2012 (the “Investor Rights Agreement”), is entered into as of July 11, 2013 by and among the Company and the Investors. Capitalized terms used herein which are not defined herein shall have the definition ascribed to them in the Investor Rights Agreement.
SECOND AMENDMENT TO LEASELease • November 21st, 2013 • Auspex Pharmaceuticals, Inc. • Pharmaceutical preparations
THIS SECOND AMENDMENT TO LEASE (“Second Amendment”) is made and entered into as of the 13th day of November, 2012, by and between MULLROCK 3 TORREY PINES, LLC, a Delaware limited liability company (“Landlord”) and AUSPEX PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 21st, 2013 • Auspex Pharmaceuticals, Inc. • Pharmaceutical preparations
This First Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of June 20, 2013, by and between SQUARE 1 BANK (“Bank”) and AUSPEX PHARMACEUTICALS, INC. (“Borrower”).
August 25, 2011 Dr. David Stamler Via Email: dstamler@auspexpharma.com Dear David:Auspex Pharmaceuticals, Inc. • November 21st, 2013 • Pharmaceutical preparations
This letter will confirm our discussions regarding your Employment Agreement dated February 4, 2011 and will make the following changes effective August 15, 2011.
