EyePoint Pharmaceuticals, Inc. Sample Contracts

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 2nd, 2012 • pSivida Corp. • Laboratory analytical instruments • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of August 1, 2012, between pSivida Corp., 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”).

INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 8th, 2024 • EyePoint Pharmaceuticals, Inc. • Laboratory analytical instruments

This Indemnification Agreement (“Agreement”) is made as of - by and between EyePoint Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and - (“Indemnitee”). This Agreement supersedes and replaces any and all previous agreements between the Company and Indemnitee covering the subject matter of this Agreement.

BETWEEN
License Agreement • January 18th, 2006 • pSivida LTD • Laboratory analytical instruments • New York
Controlled Equity OfferingSM Sales Agreement
Sales Agreement • August 5th, 2020 • EyePoint Pharmaceuticals, Inc. • Laboratory analytical instruments • New York

EyePoint Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:

AGREEMENT BETWEEN
Manufacturing Agreement • January 20th, 2005 • pSivida LTD
Exhibit 4.6 FORM OF REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 18th, 2006 • pSivida LTD • Laboratory analytical instruments • New York
EYEPOINT PHARMACEUTICALS, INC. 12,727,273 Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • October 31st, 2024 • EyePoint Pharmaceuticals, Inc. • Laboratory analytical instruments
EYEPOINT PHARMACEUTICALS, INC. Common Stock (par value $0.001 per share) At Market Issuance Sales Agreement
At Market Issuance Sales Agreement • January 18th, 2019 • EyePoint Pharmaceuticals, Inc. • Laboratory analytical instruments • New York
CONFIDENTIAL pSivida Corp.
Placement Agent Agreement • August 2nd, 2012 • pSivida Corp. • Laboratory analytical instruments • New York
PSIVIDA CORP. 4,000,000 Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • January 8th, 2016 • pSivida Corp. • Laboratory analytical instruments • New York

pSivida Corp., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters named on Schedule I to this Agreement (the “Underwriters”), for whom you are acting as Representative (the “Representative”), (i) 4,000,000 shares (the “ Firm Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”) and (ii) the grant by the Company to the Underwriters of the option described in Section 1 hereto to purchase, severally and not jointly, all or any part of 440,000 shares of Common Stock (the “Option Shares,” and together with the Firm Shares, the “Shares”) . The respective amounts of the Shares to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto.

INDENTURE DATED AS OF , 20 BETWEEN EYEPOINT PHARMACEUTICALS, INC. as Issuer, AND as Trustee Providing for Issuance of Debt Securities in Series
Indenture • October 20th, 2023 • EyePoint Pharmaceuticals, Inc. • Laboratory analytical instruments • New York

THIS INDENTURE, dated as of , 20 , between EYEPOINT PHARMACEUTICALS, INC., a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), and , as trustee (herein called the “Trustee”).

Form of Registration Rights Agreement
Registration Rights Agreement • November 15th, 2005 • pSivida LTD • Laboratory analytical instruments • New York

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of November 15, 2005, by and among pSivida Limited, an Australian corporation, with headquarters located at Level 12 BGC Centre, 28 The Esplanade, Perth Australia 6000 (the "Company"), and the undersigned buyers (each, a "Buyer" and collectively, the "Buyers").

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 26th, 2006 • pSivida LTD • Laboratory analytical instruments • New York

SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of September 18, 2006 by and among pSivida Limited, an Australian corporation, with headquarters located at Level 12, BGC Centre, 28 The Esplanade, Perth, WA 6000 Australia (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").

AND
Collaboration Agreement • January 18th, 2006 • pSivida LTD • Laboratory analytical instruments • Georgia
PSIVIDA CORP. Common Stock (par value $0.001 per share) At Market Issuance Sales Agreement
At Market Issuance Sales Agreement • February 8th, 2017 • pSivida Corp. • Laboratory analytical instruments • New York

pSivida Corp., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”), with FBR Capital Markets & Co. (“FBR”), as follows:

INDENTURE DATED AS OF , 20 BETWEEN EYEPOINT PHARMACEUTICALS, INC. as Issuer, AND as Trustee Providing for Issuance of Debt Securities in Series
Indenture • August 8th, 2024 • EyePoint Pharmaceuticals, Inc. • Laboratory analytical instruments • New York

THIS INDENTURE, dated as of , 20 , between EYEPOINT PHARMACEUTICALS, INC., a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), and , as trustee (herein called the “Trustee”).

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Securities Purchase Agreement, dated October 5, 2005, between pSivida Limited and the investor listed on the Schedule of Buyers attached thereto
Securities Purchase Agreement • November 15th, 2005 • pSivida LTD • Laboratory analytical instruments • New York

SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of October 5th 2005 by and among pSivida Limited, an Australian corporation, with headquarters located at Level 12, BGC Centre, 28 The Esplanade, Perth, WA 6000 Australia (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").

EMPLOYMENT AGREEMENT
Employment Agreement • May 9th, 2024 • EyePoint Pharmaceuticals, Inc. • Laboratory analytical instruments • Massachusetts

This Employment Agreement (hereinafter the “Agreement”) is made as of March 1, 2024 (the “Effective Date”), by and between Ramiro Ribeiro, M.D., Ph.D, who currently resides at *** (“Employee”) and EyePoint Pharmaceuticals, Inc. (hereinafter together with its subsidiaries, and related or affiliated entities referred to as the “Company”), having its headquarters at 480 Pleasant Street, Suite C-400, Watertown, Massachusetts 02472 (collectively the “Parties”).

GUARANTY
Guaranty • September 15th, 2006 • pSivida LTD • Laboratory analytical instruments • New York

GUARANTY, dated as of September 14, 2006 made by each of the undersigned (each a "Guarantor", and collectively, the "Guarantors"), in favor of CASTLERIGG MASTER INVESTMENTS LTD., a company organized under the laws of the British Virgin Islands, in its capacity as collateral agent (in such capacity, the "Collateral Agent") for the "Buyers" (as defined below) party to the Securities Purchase Agreement, dated as of October 5, 2005 as amended by the First Amendment dated the date hereof (as further amended, restated or otherwise modified from time to time, the "Securities Purchase Agreement").

Contract
Registration Rights Agreement • June 27th, 2018 • EyePoint Pharmaceuticals, Inc. • Laboratory analytical instruments • New York

This SECOND REGISTRATION RIGHTS AGREEMENT (as it may be amended from time to time in accordance with the terms hereof, the “Agreement”), dated as of June 25, 2018, is made by and among EyePoint Pharmaceuticals, Inc., a Delaware corporation (the “Company”) and EW Healthcare Partners L.P., EW Healthcare Partners-A L.P. and each other Person identified on the signature pages hereto as an “Investor” (together with their Permitted Transferees that become party hereto, the “Investors”).

WITNESSETH:
Commercial Sublease • January 18th, 2006 • pSivida LTD • Laboratory analytical instruments
CREDIT AGREEMENT among
Credit Agreement • March 29th, 2018 • pSivida Corp. • Laboratory analytical instruments

This CREDIT AGREEMENT (as may be amended, restated, supplemented, or otherwise modified from time to time, this “Agreement”) dated as of March 28, 2018 (the “Closing Date”), among PSIVIDA CORP., a Delaware corporation (“Borrower”), the financial institutions party hereto from time to time as lenders (each a “Lender” and collectively, the “Lenders”) and SWK FUNDING LLC (in its individual capacity, “SWK”), as Agent for all Lenders.

SECOND SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 29th, 2018 • pSivida Corp. • Laboratory analytical instruments • New York

This Second Securities Purchase Agreement (this “Agreement”) is dated as of March 28, 2018, by and among pSivida Corp., 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”).

PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT INDUCEMENT AWARD
Performance-Based Restricted Stock Unit Award Agreement • December 23rd, 2016 • pSivida Corp. • Laboratory analytical instruments • Delaware

Pursuant to this agreement, as amended and restated on December 21, 2016, (this “Agreement”), pSivida Corp., a Delaware corporation (the “Company”), hereby grants an award (the “Award”) of performance-based restricted stock units (the “Restricted Stock Units”) to the Grantee named above. The Award is granted to the Grantee in connection with her entering into Employment with the Company and is regarded by the parties as an inducement material to the Grantee’s entering into Employment within the meaning of NASDAQ Listing Rule 5635(c).

PSIVIDA CORP. Common Stock (par value $0.001 per share) At Market Issuance Sales Agreement
At Market Issuance Sales Agreement • December 20th, 2013 • pSivida Corp. • Laboratory analytical instruments • New York
UNDERWRITING AGREEMENT February 21, 2020
Underwriting Agreement • February 24th, 2020 • EyePoint Pharmaceuticals, Inc. • Laboratory analytical instruments • New York

EyePoint Pharmaceuticals, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 15,000,000 shares of its common stock (the “Firm Shares”), par value $0.001 per share (the “Common Stock”). In addition, the Company has granted to the Underwriters an option to purchase up to an additional 2,250,000 shares of Common Stock (the “Additional Shares”) as provided in Section 2(c) below. The Firm Shares and any Additional Shares purchased by the Underwriters are referred to herein as the “Shares.” Guggenheim Securities, LLC is acting as representative (the “Representative”) of the several Underwriters in connection with the offering and sale of the Shares contemplated herein (the “Offering”). To the extent there are no additional underwriters listed on Schedule I, the term “Represen

EMPLOYMENT AGREEMENT
Employment Agreement • November 19th, 2019 • EyePoint Pharmaceuticals, Inc. • Laboratory analytical instruments • Massachusetts

This Employment Agreement (hereinafter the “Agreement”) is made as of November 14, 2019, by and between George O. Elston, who currently resides at xxx (“Employee”) and EyePoint Pharmaceuticals, Inc. (formerly pSivida, Inc. and hereinafter together with its parent, subsidiary, and related or affiliated entities referred to as the “Company”), having its headquarters at 480 Pleasant Street, Suite B300, Watertown, Massachusetts 02472 (collectively the “Parties”).

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