COMMON STOCK PURCHASE WARRANT INNOVATE BIOPHARMACEUTICALS, INC.Common Stock Purchase Warrant • May 1st, 2019 • Innovate Biopharmaceuticals, 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on April 29, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Innovate Biopharmaceuticals, Inc., a Delaware corporation (the “Company”), up to [______] shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock, par value $0.0001 per share (the “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 is issued pursuant to that certain Engagement Agreement, by and between the Company and H.C. Wainwright & Co., LLC, dated as of April 26, 2019.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 15th, 2023 • 9 Meters Biopharma, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 13, 2023, between 9 Meters Biopharma, 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”).
UNDERWRITING AGREEMENT between MONSTER DIGITAL, INC. and AXIOM CAPITAL MANAGEMENT, INC. as Representative of the Several Underwriters MONSTER DIGITAL, INC.Underwriting Agreement • June 9th, 2016 • Monster Digital, Inc. • Computer storage devices • New York
The undersigned, Monster Digital, Inc., a corporation formed under the laws of the State of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with Axiom Capital Management, Inc. (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:
COMMON STOCK PURCHASE WARRANT INNOVATE BIOPHARMACEUTICALS, Inc.Security Agreement • February 2nd, 2018 • Innovate Biopharmaceuticals, Inc. • Computer storage devices
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 date hereof (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”), provided that, if such date is not a Trading Day, the Termination Date should be the immediately following Trading Day, but not thereafter, to subscribe for and purchase from Innovate Biopharmaceuticals, 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 1st, 2019 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 29, 2019, between Innovate Biopharmaceuticals, 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”).
COMMON STOCK SALES AGREEMENTSales Agreement • July 22nd, 2020 • 9 Meters Biopharma, Inc. • Pharmaceutical preparations • New York
PRE-FUNDED COMMON STOCK PURCHASE WARRANTPre-Funded Common Stock Purchase Warrant • March 15th, 2023 • 9 Meters Biopharma, Inc. • Pharmaceutical preparations
THIS PRE-FUNDED 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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from 9 Meters Biopharma, 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).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • March 15th, 2023 • 9 Meters Biopharma, 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on September 15, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from 9 Meters Biopharma, 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 30th, 2022 • 9 Meters Biopharma, Inc. • Pharmaceutical preparations • Delaware
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June [ l ], 2022, is by and among 9 Meters Biopharma, Inc., a Delaware corporation with offices located at 8480 Honeycutt Road, Suite 120, Raleigh, North Carolina 27615 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANTPlacement Agent Common Stock Purchase Warrant • March 15th, 2023 • 9 Meters Biopharma, 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on September 15, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from 9 Meters Biopharma, 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 is being issued pursuant to that certain engagement letter, dated as of February 20, 2023, by and between the Company and H.C. Wainwright & Co., LLC.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 4th, 2020 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of April 29, 2020 by and among Innovate Biopharmaceuticals, Inc., a Delaware corporation (the “Company”), and the “Investors” named in that certain Securities Purchase Agreement by and among the Company and the Investors (the “Purchase Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 10th, 2020 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • Utah
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of January 10, 2020, is entered into by and between INNOVATE BIOPHARMACEUTICALS, INC., a Delaware corporation (“Company”), and ATLAS SCIENCES, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 31st, 2017 • Monster Digital, Inc. • Computer storage devices • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of November __, 2016, among Monster Digital, Inc. (the “Company”), and each signatory hereto (each, an “Investor” and collectively, the “Investors”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Subscription Agreements (as defined below).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 18th, 2019 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 17, 2019, between Innovate Biopharmaceuticals, 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”).
AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 26th, 2019 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • New York
This Amendment (this “Amendment”), dated April 25, 2019, amends the Securities Purchase Agreement (the “Agreement”), dated as of March 17, 2019, by and among Innovate Biopharmaceuticals, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages thereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
AMENDMENT TO WARRANT TO PURCHASE COMMON STOCK (with respect to Placement Agent’s Warrants)Warrant to Purchase Common Stock • October 13th, 2017 • Monster Digital, Inc. • Computer storage devices • California
This Amendment (this “Amendment”) to Warrant to Purchase Common Stock (the “Warrant”), is made and entered into effective as of the Expiration Date (as defined in this Amendment), by and between Monster Digital, Inc., a Delaware corporation (the “Company”), and the undersigned (the “Holder”). Capitalized terms used but not otherwise defined herein shall have the same meanings as set forth in the Warrant.
Common Stock, par value $0.0001 per share Underwriting AgreementUnderwriting Agreement • April 5th, 2021 • 9 Meters Biopharma, Inc. • Pharmaceutical preparations • New York
The Company understands that the Underwriters propose to make a public offering of their respective portions of the Securities as soon as you deem advisable.
STRICTLY CONFIDENTIAL Innovate Biopharmaceuticals, Inc.Exclusive Agency Agreement • May 1st, 2019 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • New York
WARRANT AGENT AGREEMENTWarrant Agent Agreement • September 25th, 2017 • Monster Digital, Inc. • Computer storage devices • California
THIS WARRANT AGENT AGREEMENT, dated September 18, 2017 (the “Agreement”), is entered into by and between Westpark Capital, Inc. (the “Warrant Agent”) and Monster Digital, Inc. (the “Company”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 7th, 2016 • Monster Digital, Inc. • Computer storage devices • California
This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”), dated June 6, 2016 is by and between Monster Digital, Inc., a Delaware corporation (the “Company”), and David Olert (“Executive”).
INNOVATE BIOPHARMACEUTICALS, INC. COMMON STOCK SALES AGREEMENTSales Agreement • October 29th, 2018 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • New York
Innovate Biopharmaceuticals, Inc., a Delaware corporation (the "Company"), confirms its agreement (this "Agreement") with H.C. Wainwright & Co., LLC ("HCW") and Ladenburg Thalmann & Co. Inc. ("Ladenburg", each of HCW and Ladenburg individually an "Agent" and collectively, the "Agents"), as follows:
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 4th, 2020 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • North Carolina
This Executive Employment Agreement (“Agreement”) is executed on the 30th day of April, 2020 (the “Effective Date”), by and between Innovate Biopharmaceuticals, Inc., a Delaware corporation (the “Company”), and John Temperato (the “Executive”). The Executive and the Company may be referred to herein as a “Party” or collectively as the “Parties.”
FORM OF INNOVATE BIOPHARMACEUTICALS, INC. DIRECTOR INDEMNIFICATION AGREEMENTDirector Indemnification Agreement • February 2nd, 2018 • Innovate Biopharmaceuticals, Inc. • Computer storage devices • Delaware
This Director Indemnification Agreement (this “Agreement”) is entered into effective as of _______________ __, 2018 by and between Innovate Biopharmaceuticals, Inc., a Delaware corporation (the “Company”), and the director of the Company identified on the signature page hereto (the “Director” and collectively with such Director’s Affiliated Persons, as defined below, the “Indemnitees”).
Amended and Restated EMPLOYMENT AGREEMENTEmployment Agreement • March 14th, 2018 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • North Carolina
This Amended and Restated Employment Agreement (“Restated Agreement”) is executed on the 11th day of March, 2018 (the “Effective Date”) by and between Innovate Biopharmaceuticals, Inc., a Delaware corporation (the “Company”), and Jay P. Madan (the “Executive”). The Executive and the Company may be referred to herein as a “Party” or collectively as the “Parties.”
SUBLICENSE AGREEMENTSublicense Agreement • June 29th, 2018 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • Maryland
This Sublicense Agreement (“Agreement”) effective as of February 19, 2016 (“Effective Date”) is made by and between Alba Therapeutics Corporation, a Delaware corporation (“Alba”), having an address at 100 International Drive, 23rd Floor, Baltimore, MD 21202, and Innovate Biopharmaceuticals, Inc., a Delaware corporation, having an address at 8601 Six Forks Road, Suite 400, Raleigh, NC 27615 (“Innovate”).
SUPPORT AGREEMENTSupport Agreement • July 6th, 2017 • Monster Digital, Inc. • Computer storage devices • Delaware
This SUPPORT AGREEMENT (this “Agreement”), dated as of ________, 2017, is by and between Innovate Biopharmaceuticals, Inc. (“Innovate”), and the Person set forth on Schedule A hereto (the “Stockholder”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 10th, 2015 • Monster Digital, Inc. • Computer storage devices • California
This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of this 1st day of June 2012 (the “Effective Date”), by and between Tandon Digital, Inc., a Delaware corporation (the “Company”), and, Jawahar L. Tandon, an individual (the “Executive”). Company or Executive are sometimes referred to herein as “party” or collectively “parties”.
LICENSE AGREEMENT effective February 26, 2016 between ALBA THERAPEUTICS CORPORATION and INNOVATE BIOPHARMACEUTICALS, INC.License Agreement • June 29th, 2018 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This License Agreement (“Agreement”) effective as of February 26, 2016 (“Effective Date”) is made by and between Alba Therapeutics Corporation, a Delaware corporation (“Alba”), having an address at 100 International Drive, 23rd Floor, Baltimore, MD 21202, and Innovate Biopharmaceuticals, Inc., a Delaware corporation, having an address at 8601 Six Forks Road, Suite 400, Raleigh, NC 27615 (“Company”).
FORM OF STOCKHOLDER SUPPORT AGREEMENTStockholder Support Agreement • May 4th, 2020 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This Stockholder Support Agreement (this “Agreement”), dated as of April 29, 2020, is by and between Innovate Biopharmaceuticals, Inc., a Delaware corporation (“Parent”), RDD Pharma, Ltd., an Israel corporation (the “Company”) and the undersigned (“Stockholder”).
FACTORING AGREEMENTFactoring Agreement • December 11th, 2015 • Monster Digital, Inc. • Computer storage devices • California
This Factoring Agreement (the “Agreement”) is made as of June 3, 2015, by and between CSNK Working Capital Finance Corp. d/b/a Bay View Funding (“Buyer”) having a place of business at. 2933 Bunker Hill Lane, Suite 210, Santa Clara, CA 95054-1152, and SDJ Technologies, Inc., a Delaware corporation (“Seller”) having its principal place of business and chief executive office at 2655 Park Center Drive, Suite C, Simi Valley, CA 93065-6277.
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: INNOVATE BIOPHARMACEUTICALS, INC., INNT MERGER SUB 1 LTD., RDD PHARMA LTD.Merger Agreement • February 28th, 2020 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 14th, 2018 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • North Carolina
THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), is entered into October 28, 2015, (the “Effective Date”) by and between Innovate Biopharmaceuticals, Inc., a Delaware corporation (the “Company”), and Jay P. Madan (the “Executive”), an individual, (collectively, the “Parties”).
CONSULTING AGREEMENTConsulting Agreement • November 10th, 2015 • Monster Digital, Inc. • Computer storage devices • Delaware
THIS CONSULTING AGREEMENT (this "Agreement") is entered into by and between Tandon Digital, Inc., a Delaware corporation (the “Company”, sometimes also referred to as “Tandon”), and David H. Clarke, an individual ("Consultant"), effective as of the 7th day of May 2015 (the "Effective Date").
SEPARATION AND GENERAL RELEASE AGREEMENTSeparation and General Release Agreement • May 4th, 2020 • Innovate Biopharmaceuticals, Inc. • Pharmaceutical preparations • North Carolina
This SEPARATION AND GENERAL RELEASE AGREEMENT (the “Agreement”) is made and entered into this 30th day of April, 2020, between Innovate Biopharmaceuticals, Inc. (name to change to 9 Meters Biopharma, Inc., immediately after the Closing (as defined below)), a Delaware corporation (the “Company”), and Sandeep Laumas, MD (“Executive”). Throughout the remainder of the Agreement, the Company and Executive may be collectively referred to as “the parties.”
SECOND AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • August 13th, 2020 • 9 Meters Biopharma, Inc. • Pharmaceutical preparations • California
This SECOND AMENDED AND RESTATED LICENSE AGREEMENT (this “Agreement”) is entered into effective May 1, 2020 (the “2nd A&R Effective Date”) by and between Naia Rare Diseases, Inc., a Cayman Islands corporation with a principal office at 336 Bon Air Center, P.O. Box 341, Greenbrae, CA 94904 (“Naia”), and Amunix Pharmaceuticals, Inc., a Delaware corporation with a principal office at 500 Ellis Street, Mountain View, CA 94043 (“Amunix”), referred to collectively as the “Parties” and individually as the or a “Party.
