COMMON STOCK PURCHASE WARRANT ACELRX PHARMACEUTICALS, INC.Common Stock Purchase Warrant • December 29th, 2022 • Acelrx 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 after the six month anniversary of the Issuance Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December 29, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), up to ___________ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). 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).
PREFUNDED COMMON STOCK PURCHASE WARRANT ACELRX PHARMACEUTICALS, INC.Security Agreement • July 21st, 2023 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations
THIS PREFUNDED 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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from AcelRx 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).
ACELRX PHARMACEUTICALS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [●], 20__ Debt SecuritiesIndenture • June 12th, 2020 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • New York
Indenture, dated as of [●], 20__, among AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and [Trustee], as trustee (the “Trustee”):
AcelRx Pharmaceuticals, Inc. Shares of Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales AgreementSales Agreement • June 21st, 2016 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • New York
AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
ACELRX PHARMACEUTICALS, INC. and _____________, As Warrant Agent Form of Preferred Stock Warrant Agreement Dated As Of __________Preferred Stock Warrant Agreement • November 22nd, 2023 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • New York
This Preferred Stock Warrant Agreement (this “Agreement”), dated as of [●], between AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).
ACELRX PHARMACEUTICALS, INC. and _____________, As Warrant Agent Form of Common Stock Warrant Agreement Dated As Of __________Common Stock Warrant Agreement • November 22nd, 2023 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • New York
This Common Stock Warrant Agreement (this “Agreement”), dated as of [●], between AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).
ACELRX PHARMACEUTICALS, INC. and _____________, As Warrant Agent Form of Debt Securities Warrant Agreement Dated As Of __________Warrant Agreement • November 22nd, 2023 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • New York
This Debt Securities Warrant Agreement (this “Agreement”), dated as of [●], between AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).
COMMON STOCK PURCHASE WARRANT ACELRX PHARMACEUTICALS, INC.Common Stock Purchase Warrant • December 29th, 2022 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (as amended, 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 after the six-month anniversary after the Amendment Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December 29, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from AcelRx 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).
PREFUNDED COMMON STOCK PURCHASE WARRANT TALPHERA, INC.Security Agreement • January 22nd, 2024 • Talphera, Inc. • Pharmaceutical preparations
THIS PREFUNDED 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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Talphera, 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).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 3rd, 2019 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • Virginia
THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of May 30, 2019 (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 (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including Oxford in its capacity as a Lender (each a “Lender” and collectively, the “Lenders”), and ACELRX PHARMACEUTICALS, INC., a Delaware corporation (“Borrower”) with an office located at 351 Galveston Dr., Redwood City, CA 94063, provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as follows:
ACELRX PHARMACEUTICALS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • January 7th, 2011 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This Indemnification Agreement (the “Agreement”) is made as of , by and between AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).
TALPHERA, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 22nd, 2024 • Talphera, 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”).
SERIES A COMMON STOCK PURCHASE WARRANT ACELRX PHARMACEUTICALS, INC.Security Agreement • July 21st, 2023 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations
THIS SERIES 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 date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________1 (the “Termination Date”), which Termination Date shall, upon the public announcement by the Company of the occurrence of the Series A Milestone Event, be accelerated to the date that is 45 days following the date of such public announcement, but not thereafter, to subscribe for and purchase from AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). 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).
ACELRX PHARMACEUTICALS, INC. Common Stock (par value $0.001 per share) At Market Issuance Sales AgreementAt Market Issuance Sales Agreement • August 31st, 2012 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • New York
AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with MLV & Co. LLC (“MLV”), as follows:
PREFUNDED COMMON STOCK PURCHASE WARRANT ACELRX PHARMACEUTICALS, INC.Prefunded Common Stock Purchase Warrant • December 29th, 2022 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations
THIS PREFUNDED 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 Closing Date (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from AcelRx 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).
14,500,000 Shares ACELRX PHARMACEUTICALS, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • January 21st, 2021 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • New York
AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 14,500,000 shares (the “Firm Shares”) of its common stock, $0.001 par value per share (the “Common Stock”). The Company has also granted to the several Underwriters an option to purchase up to 2,175,000 additional shares of Common Stock on the terms set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and, if and to the extent such option is exercised, the Option Shares purchased pursuant to this Underwriting Agreement (this “Agreement”) are herein collectively called the “Securities.”
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 29th, 2022 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 27, 2022, between AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature pages hereto (including its successors and assigns, the “Purchaser”).
ContractWarrant Agreement • November 12th, 2010 • Acelrx Pharmaceuticals Inc • California
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATIONS ARE NOT REQUIRED, (iii) RECEIPT OF NO-ACTION LETTERS FROM THE APPROPRIATE GOVERNMENTAL AUTHORITIES, OR (iv) OTHERWISE COMPLYING WITH THE PROVISIONS OF SECTION 8 OF THIS WARRANT.
ACELRX PHARMACEUTICALS, INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 21st, 2023 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 17, 2023, by and between AcelRx 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 SERIES B COMMON STOCK PURCHASE WARRANT ACELRX PHARMACEUTICALS, INC.Securities Agreement • July 21st, 2023 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations
THIS PLACEMENT AGENT SERIES 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 date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on July 20, 2028 (the “Termination Date”), which Termination Date shall, upon the public announcement by the Company of the occurrence of the Series B Milestone Event, be accelerated to the date that is 45 days following the date of such public announcement, but not thereafter, to subscribe for and purchase from AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Sec
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 30th, 2012 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 29, 2012, by and among ACELRX PHARMACEUTICALS, INC., a Delaware corporation with headquarters located at 575 Chesapeake Drive, Redwood City, CA 94063 (the “Company”), and the investors listed on the Schedule of Investors attached hereto as Exhibit A (individually, an “Investor” and collectively, the “Investors”).
3,800,000 Shares1 ACELRX PHARMACEUTICALS, INC. Common Stock PURCHASE AGREEMENTPurchase Agreement • July 19th, 2013 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • New York
AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of authorized but unissued 3,800,000 shares (the “Firm Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company. The Company has also granted to the several Underwriters an option to purchase up to 570,000 additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Purchase Agreement are herein collectively called the “Securities.”
ContractWarrant Agreement • March 17th, 2014 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • California
THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL (WHICH MAY BE COMPANY COUNSEL) REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS.
FORM OF CONTINGENT VALUE RIGHTS AGREEMENTContingent Value Rights Agreement • May 29th, 2020 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS CONTINGENT VALUE RIGHTS AGREEMENT, dated as of [ ], 2020 (this “Agreement”), is entered into by and between AcelRx Pharmaceuticals, Inc., a Delaware corporation (“Parent”), and Computershare Inc., a Delaware corporation, as Rights Agent (the “Rights Agent”).
LEASE BETWEEN METROPOLITAN LIFE INSURANCE COMPANY (LANDLORD) AND ACELRX PHARMACEUTICALS, INC. (TENANT) SEAPORT CENTRE Redwood City, CaliforniaLease Agreement • March 23rd, 2012 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • California
amended and restated LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 3rd, 2017 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • California
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (the “Agreement”) is made and dated as of March 2, 2017, and is entered into by and between ACELRX PHARMACEUTICALS, INC., a Delaware corporation (sometimes referred to herein as the “Company”), each of its Domestic Subsidiaries (hereinafter collectively referred to as the “Borrower”), HERCULES TECHNOLOGY II, L.P., a Delaware limited partnership, in its capacity as administrative agent and collateral agent for itself and the Lender (in such capacity, “Agent”), HERCULES CAPITAL FUNDING TRUST 2014-1 and HERCULES TECHNOLOGY II, L.P., a Delaware limited partnership (collectively, the “Lender”) and amends and restates in its entirety that certain Amended and Restated Loan and Security Agreement between Borrower, as the borrower and Hercules Technology II, L.P., a Delaware limited partnership, and Hercules Capital, Inc. (formerly known as Hercules Technology Growth Capital, Inc.), collectively as the lender, dated December 16, 2013 (as ame
EXCHANGE AGREEMENTExchange Agreement • March 16th, 2020 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This EXCHANGE AGREEMENT (this “Agreement”), dated as of March 15, 2020, is entered into by and among AcelRx Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Consolidation Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the stockholder of Tetraphase Pharmaceuticals, Inc. set forth on Schedule A hereto (the “Stockholder”). Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
AGREEMENT AND PLAN OF MERGER among:Merger Agreement • March 16th, 2020 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
The corporation reserves the right to amend, alter, change or repeal any provision contained in this Certificate of Incorporation, in the manner now or hereafter prescribed by statute, and all rights conferred upon the stockholders herein are granted subject to this reservation.
ACELRX PHARMACEUTICALS, INC. and _____________, As Warrant Agent Form of Preferred Stock Warrant Agreement Dated As Of __________Preferred Stock Warrant Agreement • June 12th, 2020 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • New York
This Preferred Stock Warrant Agreement (this “Agreement”), dated as of [●], between AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 29th, 2020 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made and entered into as of May 29, 2020 (the “Amendment Date”), by and among: ACELRX PHARMACEUTICALS, INC., a Delaware corporation (“Parent”); CONSOLIDATION MERGER SUB, INC., a Delaware corporation and an indirect wholly-owned subsidiary of Parent (“Merger Sub”); and TETRAPHASE PHARMACEUTICALS, INC., a Delaware corporation (the “Company”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 12th, 2010 • Acelrx Pharmaceuticals Inc • California
This LOAN AND SECURITY AGREEMENT, dated as of September 16, 2008 (this “Loan Agreement”), is entered by and between ACELRX PHARMACEUTICALS, INC., a Delaware corporation (“Borrower”); and PINNACLE VENTURES, L.L.C. as agent (“Agent”) for the lenders identified on Schedule 1 hereto (such lenders, together with their respective successors and assigns are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), and the Lenders. Capitalized terms used and not otherwise defined in this Loan Agreement shall have the respective meanings given to such terms in Article 10.
COLLABORATION AND LICENSE AGREEMENTCollaboration and License Agreement • May 13th, 2014 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations
This COLLABORATION AND LICENSE AGREEMENT (“Agreement”) is entered into as of 16 December 2013 (the “Effective Date”) between ACELRX PHARMACEUTICALS, INC., a company organized under the laws of the State of Delaware, United States (“AcelRx”), and having a principal place of business at 575 Chesapeake Drive, Redwood City, CA 94063, United States, and GRÜNENTHAL GMBH, a company organized under the laws of Germany (“Grünenthal”), having its registered office at Zieglerstrasse 6, 52078 Aachen, Germany.
MANUFACTURE AND SUPPLY AGREEMENTManufacture and Supply Agreement • May 13th, 2014 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations
This MANUFACTURE AND SUPPLY AGREEMENT (“Agreement”) is entered into as of December 16, 2013 (the “Effective Date”) between ACELRX PHARMACEUTICALS, INC., a company organized under the laws of the State of Delaware, United States (“AcelRx”), and having a principal place of business at 575 Chesapeake Drive, Redwood City, CA 94063, United States, and GRÜNENTHAL GMBH, a company organized under the laws of Germany (“Grünenthal”), having its registered office at Zieglerstrasse 6, 52078 Aachen, Germany. AcelRx and Grünenthal may be referred to herein from time to time individually as a “Party,” and collectively as the “Parties”.
FOUNDER’S VESTING AGREEMENTFounder’s Vesting Agreement • January 7th, 2011 • Acelrx Pharmaceuticals Inc • Pharmaceutical preparations • California
THIS FOUNDER’S VESTING AGREEMENT (this “Agreement”) is made as of the 15th day of August, 2006 by and between AcelRx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Pamela Palmer (“Founder”).
TALPHERA, INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 22nd, 2024 • Talphera, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 17, 2024, by and between Talphera, 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”).
