par value $0.0001 per share) Controlled Equity OfferingSM Sales AgreementSales Agreement • June 30th, 2016 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations • New York
Vitae Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
ContractVitae Pharmaceuticals, Inc • August 12th, 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 THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
INDEMNITY AGREEMENTIndemnity Agreement • August 12th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of [ ], 20 , is made by and between Vitae Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
5,833,333 Shares Vitae Pharmaceuticals, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 24th, 2016 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations • New York
Vitae Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) for whom Piper Jaffray & Co. (“PJC”) and BMO Capital Markets Corp. (“BMO” collectively with PJC, the “Representatives”) are acting as representatives, an aggregate of 5,833,333 shares (the “Firm Shares”) of the common stock, par value $0.0001 per share, of the Company (“Common Stock”). The Company also proposes to sell to the several Underwriters, at the option of the Underwriters, up to an additional 875,000 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter referred to collectively as the “Shares.”
EMPLOYMENT AGREEMENTEmployment Agreement • September 26th, 2016 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations • Pennsylvania
EMPLOYMENT AGREEMENT (“Agreement”) dated as of August 10, 2016, by and between Vitae Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Scott Applebaum (the “Executive”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 28th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations • New York
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of December 22, 2011 (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 (the “Collateral Agent”), and the Lenders listed on Schedule 1.1 thereof and party hereto, including without limitation, Oxford and SILICON VALLEY BANK, a California corporation with a loan production office located at 100 Matsonford Road, Building 5, Suite 555, Radnor, Pennsylvania 19087 (“SVB”), and VITAE PHARMACEUTICALS, INC., a Delaware corporation with offices located at 502 West Office Center Drive, Fort Washington, Pennsylvania 19034 (“Borrower”), provides the terms on which Lenders shall lend to Borrower and Borrower shall repay Lenders. The parties agree as follows:
Number of Firm Shares] Shares Vitae Pharmaceuticals, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 8th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations • New York
Vitae Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) for whom Stifel, Nicolaus & Company, Incorporated (“Stifel”) and BMO Capital Markets Corp. (together with Stifel, the “Representatives”) are acting as representatives, an aggregate of [ ] shares (the “Firm Shares”) of the common stock, par value $0.001 per share, of the Company (“Common Stock”). The Company also proposes to sell to the several Underwriters, for the sole purpose of covering over-allotments in connection with the sale of the Firm Shares, at the option of the Underwriters, up to an additional [ ] shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter referred to collectively as the “Shares”.
ContractVitae Pharmaceuticals, Inc • August 12th, 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 THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
ContractVitae Pharmaceuticals, Inc • June 27th, 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 THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
ContractVitae Pharmaceuticals, Inc • August 12th, 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 THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
CONFIDENTIAL TREATMENT REQUESTED AMENDMENT AGREEMENT NO. 2 TO THE RESEARCH COLLABORATION AND LICENSE AGREEMENTConfidential Treatment Requested • August 12th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations
This Amendment Agreement No. 2 (“Amendment”) is made to the BACE Research Collaboration and License Agreement between Vitae Pharmaceuticals, Inc. (“Vitae”), with offices at 502 West Office Center Drive, Fort Washington, PA 19034, USA (taxpayer ID number 04-03567753), and Boehringer Ingelheim International GmbH (“BI”), with offices at **** (VAT ID number ****), effective as of June 4, 2009, as amended in the Amendment No. 1 dated June 7, 2011 (together the “Agreement”).
AGREEMENT AND PLAN OF MERGER dated as of September 13, 2016, among ALLERGAN HOLDCO US, INC., AUGUSTA MERGER SUB, INC. and VITAE PHARMACEUTICALS, INC.Agreement and Plan of Merger • September 14th, 2016 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations • Delaware
AGREEMENT AND PLAN OF MERGER dated as of September 13, 2016 (this “Agreement”), among Allergan Holdco US, Inc., a Delaware corporation (“Parent”), Augusta Merger Sub, Inc., a Delaware corporation (“Merger Sub”) and a wholly owned subsidiary of Parent, and Vitae Pharmaceuticals, Inc., a Delaware corporation (the “Company”).
CONFIDENTIAL TREATMENT REQUESTED Amendment No. 1Confidential Treatment Requested • August 12th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations
This Amendment No. 1 to the Agreement sets forth the mutual understanding concerning modifications of this Agreement. Capitalized terms used in this 1st Amendment and not otherwise defined shall have the same meanings herein as assigned to such terms in the Agreement. For good and valuable consideration, the adequacy of which is hereby acknowledged, the Parties agree as follows:
CONFIDENTIAL TREATMENT REQUESTED AMENDMENT AGREEMENT NO. 3 TO THE RESEARCH COLLABORATION AND LICENSE AGREEMENTConfidential Treatment Requested • August 12th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations
This Amendment Agreement No. 3 (“Amendment”) is made to the Research Collaboration and License Agreement between Vitae Pharmaceuticals, Inc. (“Vitae”), with offices at 502
VITAE PHARMACEUTICALS, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT OCTOBER 2, 2007Investors’ Rights Agreement • August 12th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of the 2 day of October, 2007, by and among Vitae Pharmaceuticals, Inc., a Delaware corporation (the “Company”), the investors listed on Schedule A hereto, each of which is herein referred to as an “Investor” and the holders of Common Stock listed on Schedule B hereto, each of which is herein referred to as a “Common Holder.”
CONFIDENTIAL TREATMENT REQUESTED AMENDMENT AGREEMENT TO THE RESEARCH COLLABORATION AND LICENSE AGREEMENTAmendment Agreement • August 12th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations
This AMENDMENT AGREEMENT TO THE RESEARCH COLLABORATION AND LICENSE AGREEMENT (“Amendment Agreement”), effective as of October 8, 2007, is entered into by and between Vitae Pharmaceuticals, Inc (“Vitae”), with offices at 502 West Office Center Drive, Ft. Washington, PA 19034, USA. (taxpayer ID number 04-3567753), and Boehringer Ingelheim International GmbH (“BI”), with offices at **** (VAT ID number ****). Vitae and BI may each be referred to as a “Party” or together as the “Parties.”
CONFIDENTIAL TREATMENT REQUESTED AMENDMENT AGREEMENT NO. 3 TO THE RESEARCH COLLABORATION AND LICENSE AGREEMENTConfidential Treatment Requested • August 12th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations
This Amendment Agreement No. 3 (“Amendment 3”) is made to the BACE Research Collaboration and License Agreement between Vitae Pharmaceuticals, Inc. (“Vitae”), with offices at 502 West Office Center Drive, Fort Washington, PA 19034, USA (taxpayer ID number 04-03567753), and Boehringer Ingelheim International GmbH (“BI”), with offices at ****(VAT ID number ****), effective as of June 4, 2009, as last amended by the Amendment No. 2 (“Amendment 2”) dated December 21, 2012 (together the “Agreement”).
CONFIDENTIAL TREATMENT REQUESTED RESEARCH COLLABORATION AND LICENSE AGREEMENT BETWEEN VITAE PHARMACEUTICALS, INC. AND BOEHRINGER INGELHEIM INTERNATIONAL GMBH Dated as of October 2, 2007 (the “Effective Date”) Boehringer Ingelheim Contract Number: ****Research Collaboration and License Agreement • August 12th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This RESEARCH COLLABORATION AND LICENSE AGREEMENT (“Agreement”) effective as of October 2, 2007 (“Effective Date”) is entered into by and between Vitae Pharmaceuticals, Inc (“Vitae”), with offices at 502 West Office Center Drive, Ft. Washington, PA 19034, USA. (taxpayer ID number 04-3567753), and Boehringer Ingelheim International GmbH (“BI”), with offices at **** (VAT ID number ****). Vitae and BI may each be referred to as a “Party” or together as the “Parties.”
CONFIDENTIAL TREATMENT REQUESTED AMENDMENT AGREEMENT NO. 2 TO THE RESEARCH COLLABORATION AND LICENSE AGREEMENTConfidential Treatment Requested • September 11th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations
This Amendment Agreement No. 2 (“Amendment”) is made to the BACE Research Collaboration and License Agreement between Vitae Pharmaceuticals, Inc. (“Vitae”), with offices at 502 West Office Center Drive, Fort Washington, PA 19034, USA (taxpayer ID number 04-03567753), and Boehringer Ingelheim International GmbH (“BI”), with offices at Binger Strasse 173, 55216 Ingelheim am Rhein, Germany (VAT ID number DE 811138149), effective as of June 4, 2009, as amended in the Amendment No. 1 dated June 7, 2011 (together the “Agreement”).
CONFIDENTIAL TREATMENT REQUESTED AMENDMENT AGREEMENT NO. 2 TO THE RESEARCH COLLABORATION AND LICENSE AGREEMENTConfidential Treatment Requested • August 12th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations
This Amendment Agreement No. 2 (“Amendment”) is made to the Research Collaboration and License Agreement between Vitae Pharamaceuticals, Inc. (“Vitae”), with offices at 502 West Office Center Drive, Ft. Washington, PA 19034, USA (taxpayer ID number 04-03567753), and Boehringer Ingelheim International GmbH (“BI”) with offices at **** (VAT ID ****), effective as of October 2, 2007, as amended in the Amendment Agreement (deemed Amendment No. 1) dated October 8, 2007 (together “Agreement”).
Vitae Pharmaceuticals, Inc. 502 West Office Center Drive Ft. Washington, PA 19034 April 3, 2006Vitae Pharmaceuticals, Inc • August 12th, 2014 • Pharmaceutical preparations
Vitae Pharmaceuticals, Inc. (the “Company”) is pleased to offer you a position as Chairman of the Company’s Board of Directors (the “Board”). The following letter agreement sets forth our agreement regarding the terms of your service and provides some information on the benefits available to you as a member of the Board.
RESEARCH COLLABORATION AND LICENSE AGREEMENT BETWEEN VITAE PHARMACEUTICALS, INC. AND BOEHRINGER INGELHEIM INTERNATIONAL GMBH Dated as of October 2, 2007 (the “Effective Date”) Boehringer Ingelheim Contract Number: 43015879Confidential Treatment Requested • September 22nd, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This RESEARCH COLLABORATION AND LICENSE AGREEMENT (“Agreement”) effective as of October 2, 2007 (“Effective Date”) is entered into by and between Vitae Pharmaceuticals, Inc (“Vitae”), with offices at 502 West Office Center Drive, Ft. Washington, PA 19034, USA. (taxpayer ID number 04-3567753), and Boehringer Ingelheim International GmbH (“BI”), with offices at Binger Strasse 173, 55216 Ingelheim am Rhein, Germany (VAT ID number DE 811138149). Vitae and BI may each be referred to as a “Party” or together as the “Parties.”
CONFIDENTIAL TREATMENT REQUESTED AMENDMENT AGREEMENT NO. 2 TO THE RESEARCH COLLABORATION AND LICENSE AGREEMENTConfidential Treatment Requested • September 22nd, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations
This Amendment Agreement No. 2 (“Amendment”) is made to the Research Collaboration and License Agreement between Vitae Pharamaceuticals, Inc. (“Vitae”), with offices at 502 West Office Center Drive, Ft. Washington, PA 19034, USA (taxpayer ID number 04-03567753), and Boehringer Ingelheim International GmbH (“BI”) with offices at Binger Strasse 173, 55216 Ingelheim am Rhein, Germany (VAT ID DE 811138149), effective as of October 2, 2007, as amended in the Amendment Agreement (deemed Amendment No. 1) dated October 8, 2007 (together “Agreement”).
CONFIDENTIAL TREATMENT REQUESTED AMENDMENT AGREEMENT NO. 3 TO THE RESEARCH COLLABORATION AND LICENSE AGREEMENTConfidential Treatment Requested • August 29th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations
This Amendment Agreement No. 3 (“Amendment 3”) is made to the BACE Research Collaboration and License Agreement between Vitae Pharmaceuticals, Inc. (“Vitae”), with offices at 502 West Office Center Drive, Fort Washington, PA 19034, USA (taxpayer ID number 04-03567753), and Boehringer Ingelheim International GmbH (“BI”), with offices at Binger Strasse 173, 55216 Ingelheim am Rhein, Germany (VAT ID number DE 11138149), effective as of June 4, 2009, as last amended by the Amendment No. 2 (“Amendment 2”) dated December 21, 2012 (together the “Agreement”).
CONFIDENTIAL TREATMENT REQUESTED Amendment No. 1Confidential Treatment Requested • August 29th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations
This Amendment No. 1 to the Agreement sets forth the mutual understanding concerning modifications of this Agreement. Capitalized terms used in this 1st Amendment and not otherwise defined shall have the same meanings herein as assigned to such terms in the Agreement. For good and valuable consideration, the adequacy of which is hereby acknowledged, the Parties agree as follows:
AMENDMENT AGREEMENT NO. 3 TO THE RESEARCH COLLABORATION AND LICENSE AGREEMENTAgreement • August 29th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations
This Amendment Agreement No. 3 (“Amendment”) is made to the Research Collaboration and License Agreement between Vitae Pharmaceuticals, Inc. (“Vitae”), with offices at 502
RESEARCH COLLABORATION AND LICENSE AGREEMENT BETWEEN VITAE PHARMACEUTICALS, INC. AND BOEHRINGER INGELHEIM INTERNATIONAL GMBH Dated as of October 2, 2007 (the “Effective Date”) Boehringer Ingelheim Contract Number: 43015879Research Collaboration and License Agreement • August 29th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This RESEARCH COLLABORATION AND LICENSE AGREEMENT (“Agreement”) effective as of October 2, 2007 (“Effective Date”) is entered into by and between Vitae Pharmaceuticals, Inc (“Vitae”), with offices at 502 West Office Center Drive, Ft. Washington, PA 19034, USA. (taxpayer ID number 04-3567753), and Boehringer Ingelheim International GmbH (“BI”), with offices at Binger Strasse 173, 55216 Ingelheim am Rhein, Germany (VAT ID number DE 811138149). Vitae and BI may each be referred to as a “Party” or together as the “Parties.”
AMENDMENT AGREEMENT TO THE RESEARCH COLLABORATION AND LICENSE AGREEMENTAmendment Agreement • August 29th, 2014 • Vitae Pharmaceuticals, Inc • Pharmaceutical preparations
This AMENDMENT AGREEMENT TO THE RESEARCH COLLABORATION AND LICENSE AGREEMENT (“Amendment Agreement”), effective as of October 8, 2007, is entered into by and between Vitae Pharmaceuticals, Inc (“Vitae”), with offices at 502 West Office Center Drive, Ft. Washington, PA 19034, USA. (taxpayer ID number 04-3567753), and Boehringer Ingelheim International GmbH (“BI”), with offices at Binger Strasse 173, 52216 Ingelheim am Rhein, Germany (VAT ID number DE 811138149). Vitae and BI may each be referred to as a “Party” or together as the “Parties.”
