COMMON STOCK PURCHASE WARRANT kiora pharmaceuticals, inc.Common Stock Purchase Warrant • July 19th, 2022 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS 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 the later of (i) the Authorized Share Increase Date and (ii) the date Shareholder Approval is received and effective (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Kiora Pharmaceuticals, 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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository T
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 31st, 2019 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 31, 2019, between EyeGate Pharmaceuticals, 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 • January 6th, 2021 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 5, 2021, between EyeGate Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
UNDERWRITING AGREEMENT between EYEGATE PHARMACEUTICALS, INC. and AEGIS CAPITAL CORP., as Representative of the Several Underwriters EYEGATE PHARMACEUTICALS, INC.Underwriting Agreement • August 5th, 2015 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations • New York
The undersigned, Eyegate Pharmaceuticals, Inc., a corporation formed under the laws of the State of Delaware (the “Company,” as used herein, the term “Company Group” collectively refers to the Company with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries of 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:
EXECUTION VERSION SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of January 31, 2024, between Kiora Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the...Securities Purchase Agreement • February 1st, 2024 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
ContractWarrant Agreement • February 1st, 2024 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Pre-Funded Common Stock Purchase Warrant • February 1st, 2024 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 3rd, 2023 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of February 3, 2023, by and between KIORA PHARMACEUTICALS, INC., a Delaware corporation (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the 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").
COMMON STOCK PURCHASE WARRANT EYEGATE PHARMACEUTICALS, INC.Common Stock Purchase Warrant • June 27th, 2016 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations
THIS 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 December 30, 2016 (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from EyeGate Pharmaceuticals, 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).
KIORA PHARMACEUTICALS, INC. and VSTOCK TRANSFER, LLC, as Warrant Agent Warrant Agency Agreement Dated as of _________, 2022 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • July 13th, 2022 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
WARRANT AGENCY AGREEMENT, dated as of __________, 2022 (“Agreement”), by and between Kiora Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and VStock Transfer, LLC, a New York limited liability trust company (“VStock” or the “Warrant Agent”).
AT THE MARKET OFFERING AGREEMENT May 24, 2016At the Market Offering Agreement • May 25th, 2016 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations • New York
EyeGate Pharmaceuticals, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows:
1,447,628 SHARES OF COMMON STOCK, 3,908 SHARES OF SERIES F CONVERTIBLE PREFERRED STOCK (CONVERTIBLE INTO 3,552,372 SHARES OF COMMON STOCK) AND 5,000,000 CLASS C WARRANTS (EXERCISABLE FOR 5,000,000 SHARES OF COMMON STOCK) 5,000,000 CLASS D WARRANTS...Underwriting Agreement • June 6th, 2023 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
PURCHASE AGREEMENTPurchase Agreement • February 3rd, 2023 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • Illinois
PURCHASE AGREEMENT (the “Agreement”), dated as of February 3, 2023, by and between KIORA PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
COMMON STOCK PURCHASE WARRANT KIORA PHARMACEUTICALS, INC.Common Stock Purchase Agreement • February 3rd, 2023 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Lincoln Park Capital Fund, LLC 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 August 3, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on August 3, 2028 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Kiora Pharmaceuticals, Inc., a Delaware corporation (the “Company”), up to 105,596 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 6th, 2021 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations • Massachusetts
This Securities Purchase Agreement (this “Agreement”) is dated as of January 5, 2021, between EyeGate Pharmaceuticals, 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”).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT EYEGATE PHARMACEUTICALS, INC.Placement Agent Agreement • August 10th, 2021 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations
THIS PLACEMENT AGENT 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 the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on August 9, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from EyeGate Pharmaceuticals, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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). This Warrants is issued pursuant to that certain engagement letter, dated as of August 5, 2021, by and between the Company
19,770,172 SHARES of Common Stock, 1,280 SHARES OF SERIES E CONVERTIBLE PREFERRED STOCK (CONVERTIBLE INTO 6,400,000 SHARES OF COMMON STOCK) 26,170,172 Class A Warrants (EXERCISABLE FOR 26,170,172 SHARES OF COMMON STOCK) and 26,170,172 class B Warrants...Underwriting Agreement • July 26th, 2022 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
The undersigned, Kiora Pharmaceuticals, Inc., a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Kiora Pharmaceuticals, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Ladenburg Thalmann & Co. Inc. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
STRICTLY CONFIDENTIAL EyeGate Pharmaceuticals, Inc.Exclusive Agency Agreement • August 10th, 2021 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations • New York
Form of Representative’s Warrant AgreementRepresentative’s Warrant Agreement • August 29th, 2014 • Eyegate Pharmaceuticals Inc • 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].
Form of Underwriters’ Warrant AgreementUnderwriters’ Warrant Agreement • February 4th, 2015 • Eyegate Pharmaceuticals Inc • 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].
EYEGATE PHARMACEUTICALS, INC. WARRANT AGENCY AGREEMENTWarrant Agency Agreement • August 5th, 2015 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations • New York
WARRANT AGENCY AGREEMENT (this “Warrant Agreement”) made as of August 5, 2015 (the “Issuance Date”), between Eyegate Pharmaceuticals, Inc., a Delaware corporation, with offices at 271 Waverley Oaks Road, Suite 108, Waltham, Massachusetts 02452 (“Company”), and VStock Transfer, LLC, with offices at 18 Lafayette Place, Woodmere, NY 11598 (“Warrant Agent”).
STRICTLY CONFIDENTIALExclusive Agency Agreement • June 5th, 2017 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations • New York
CLASS A COMMON STOCK PURCHASE WARRANT kiora pharmaceuticals, inc.Class a Common Stock Purchase Warrant • July 21st, 2022 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS CLASS A 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 the later of (i) the Authorized Share Increase Date and (ii) the date Shareholder Approval is received and effective (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the first anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Kiora Pharmaceuticals, 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). This Warrant shall initially be issued and maintained in the form of a security held in book-en
COMMON STOCK PURCHASE WARRANT EYEGATE PHARMACEUTICALS, INC.Common Stock Purchase Warrant • January 6th, 2021 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd. 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 the six (6) month anniversary of the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 6, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from EyeGate Pharmaceuticals, Inc., a Delaware corporation (the “Company”), up to 1,531,101 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).
CLASS B COMMON STOCK PURCHASE WARRANT kiora pharmaceuticals, inc.Class B Common Stock Purchase Warrant • July 21st, 2022 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS CLASS B 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 the later of (i) the Authorized Share Increase Date and (ii) the date Shareholder Approval is received and effective (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Kiora Pharmaceuticals, 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). This Warrant shall initially be issued and maintained in the form of a security held in book-en
EXECUTION VERSION PLACEMENT AGENCY AGREEMENT January 31, 2024 Brian M. Strem, Ph.D. Chief Executive Officer Kiora Pharmaceuticals, Inc. 332 Encinitas, California 92024 Dear Dr. Strem: This agreement (the “Agreement”) constitutes the agreement between...Placement Agency Agreement • February 1st, 2024 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
CLASS C COMMON STOCK PURCHASE WARRANT KIORA PHARMACEUTICALS, INC.Class C Common Stock Purchase Warrant • June 1st, 2023 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS CLASS C 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _________, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Kiora Pharmaceuticals, 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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject
KIORA PHARMACEUTICALS, INC. and VSTOCK TRANSFER, LLC, as Warrant Agent Warrant Agency Agreement Dated as of _________, 2023Warrant Agency Agreement • June 1st, 2023 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
WARRANT AGENCY AGREEMENT, dated as of __________, 2023 (“Agreement”), by and between Kiora Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and VStock Transfer, LLC, a New York limited liability trust company (“VStock” or the “Warrant Agent”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 30th, 2014 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is made and entered into this ____ day of ______ 2014, by and between Eyegate Pharmaceuticals, Inc., a Delaware corporation (the “Company,” which term shall include, where appropriate, any Entity (as hereinafter defined) controlled directly or indirectly by the Company) and ____________ (“Indemnitee”):
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 21st, 2020 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 18, 2020, between EyeGate Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and each of the several parties signatory hereto (each such party, a “Seller” and, collectively, the “Sellers”).
CLASS D COMMON STOCK PURCHASE WARRANT KIORA PHARMACEUTICALS, INC.Class D Common Stock Purchase Warrant • June 1st, 2023 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS CLASS 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _________, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Kiora Pharmaceuticals, 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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject
KIORA PHARMACEUTICALS, INC. and VSTOCK TRANSFER, LLC, as Warrant Agent Warrant Agency Agreement Dated as of June 6, 2023Warrant Agency Agreement • June 6th, 2023 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
WARRANT AGENCY AGREEMENT, dated as of June 6, 2023 (“Agreement”), by and between Kiora Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and VStock Transfer, LLC, a New York limited liability trust company (“VStock” or the “Warrant Agent”).
EYEGATE PHARMACEUTICALS, INC. SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2016 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations • Massachusetts
THIS SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT, entered into as of February 25, 2016 (this “Agreement”), is made by and between EyeGate Pharmaceuticals, Inc., a Delaware corporation (the “Employer”), and Stephen From (the “Employee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 3rd, 2023 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of February 2, 2023, by and between KIORA PHARMACEUTICALS, INC., a Delaware corporation (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”).
INTELLECTUAL PROPERTY LICENSE AGREEMENTIntellectual Property License Agreement • October 2nd, 2018 • Eyegate Pharmaceuticals Inc • Pharmaceutical preparations • Utah
This INTELLECTUAL PROPERTY LICENSE AGREEMENT (this “Agreement”) is effective as of September 26, 2018 (the “Effective Date”) by and between SentrX Animal Care, Inc., a Delaware corporation with an address at 391 Chipeta Way, Suite G, Salt Lake City, Utah 84108, Attn: Brian Segebrecht (“Licensor”), and EyeGate Pharmaceuticals, Inc., a Delaware corporation with an address at 271 Waverley Oaks Road, Suite 108, Waltham, MA 02452, Attn: Stephen From (“Licensee”). Licensee and Licensor are sometimes individually referred to herein as a “Party” and collectively as the “Parties.”
