Controlled Equity OfferingSM Sales AgreementSales Agreement • August 19th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products • New York
Foamix Pharmaceuticals Ltd., a company organized under the laws of the State of Israel (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
FOAMIX PHARMACEUTICALS LTD. Ordinary Shares UNDERWRITING AGREEMENTUnderwriting Agreement • September 18th, 2018 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products • New York
Foamix Pharmaceuticals Ltd., a company organized under the laws of the State of Israel (the “Company”) proposes to sell an aggregate of 11,670,000 of the Company’s ordinary shares (the “Firm Shares”), par value NIS 0.16 per share (the “Ordinary Shares”). In addition, the Company proposes to grant to the underwriters (the “Underwriters”) named in Schedule I attached to this agreement (this “Agreement”) an option to purchase up to an aggregate of 1,750,500 additional Ordinary Shares on the terms set forth in Section 2 (the “Option Shares”). The Firm Shares and the Option Shares, if purchased, are hereinafter collectively called the “Shares”. This Agreement is to confirm the agreement concerning the purchase of the Shares from the Company by the Underwriters.
LEASE AND LEASE AGREEMENT Between S/K 520 ASSOCIATES The Landlord And FOAMIX PHARMACEUTICALS INC. The Tenant For Leased Premises In October 25th, 2017Lease and Lease Agreement • February 28th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products • New Jersey
LEASE AND LEASE AGREEMENT, dated as of October 25th, 2017, between S/K 520 ASSOCIATES, a New Jersey partnership, with offices at 520 Route 22, P.O. Box 6872, Bridgewater, NJ 08807 (the “Landlord”), and FOAMIX PHARMACEUTICALS INC., a Delaware corporation, with an office at 520 Route 22, Bridgewater, NJ 08807 (the “Tenant”).
Foamix Pharmaceuticals Ltd. (the "Company")Officer Indemnity and Exculpation Agreement • September 3rd, 2014 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products
THIS AGREEMENT, dated as of ____________, is between Foamix Pharmaceuticals Ltd., an Israeli company (the "Company"), and ____________, a director or officer of the Company (the "Indemnitee").
FOAMIX PHARMACEUTICALS LTD. Ordinary Shares UNDERWRITING AGREEMENTUnderwriting Agreement • September 30th, 2016 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products • New York
Foamix Pharmaceuticals Ltd., a company organized under the laws of the State of Israel (the “Company”) and certain shareholders of the Company named in Schedule II attached hereto (the “Selling Shareholders”), propose to sell an aggregate of 6,000,000 of the Company’s ordinary shares (the “Firm Shares”), par value NIS 0.16 per share (the “Ordinary Shares”). Of the 6,000,000 Firm Shares, 5,700,000 are being sold by the Company and 300,000 are being sold by the Selling Shareholders. In addition, the Company proposes to grant to the underwriters (the “Underwriters”) named in Schedule I attached to this agreement (this “Agreement”) an option to purchase up to an aggregate of 900,000 additional Ordinary Shares on the terms set forth in Section 3 (the “Option Shares”). The Firm Shares and the Option Shares, if purchased, are hereinafter collectively called the “Shares”. This Agreement is to confirm the agreement concerning the purchase of the Shares from the Company and the Selling Sharehold
AGREEMENT AND PLAN OF MERGER BY AND AMONG MENLO THERAPEUTICS INC. GIANTS MERGER SUBSIDIARY LTD. AND FOAMIX PHARMACEUTICALS LTD. DATED AS OF NOVEMBER 10, 2019Agreement and Plan of Merger • November 12th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 10, 2019, is by and among Menlo Therapeutics Inc., a Delaware corporation (“Menlo”), Giants Merger Subsidiary, Ltd., a company incorporated under the laws of the State of Israel and registered under No. 516103165 with the Israeli Registrar of Companies, and a direct, wholly-owned subsidiary of Menlo (“Menlo Merger Sub”), and Foamix Pharmaceuticals Ltd., a company incorporated under the laws of the State of Israel and registered under No. 51-336881-1 with the Israeli Registrar of Companies (“Foamix”).
FORM OF MENLO VOTING AGREEMENTForm of Menlo Voting Agreement • November 12th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products • Delaware
This Voting Agreement (this “Agreement”) is made and entered into as of [ ], 2019, between Foamix Pharmaceuticals Ltd., a company incorporated under the laws of the State of Israel and registered under No. 51-336881-1 with the Israeli Registrar of Companies (“Foamix”), and [●] (the “Stockholder”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
Foamix Pharmaceuticals Ltd. Lease Agreement – Premises in RehovotFoamix Pharmaceuticals Ltd. • February 28th, 2019 • Medicinal chemicals & botanical products
On May 7, 2008 Foamix Pharmaceuticals Ltd. (the “Company”) executed a lease agreement with Gav Yam Real Estate Ltd. (the “Lessor” and the “Original Agreement”).
SECURITY AGREEMENTSecurity Agreement • November 12th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products • New York
THIS SECURITY AGREEMENT (this “Agreement”), dated as of July 29, 2019, is made by and among Foamix Pharmaceuticals Inc., a Delaware corporation (the “Borrower”), Foamix Pharmaceuticals Ltd., an Israeli limited liability company (the “Parent Guarantor”), certain Subsidiaries of the Parent Guarantor party hereto or having acceded hereto pursuant to Section 22 (each a “Subsidiary Guarantor” and, together with the Parent Guarantor, the “Guarantors”, and together with the Borrower, each a “Grantor” and, collectively, the “Grantors”), and PERCEPTIVE CREDIT HOLDINGS II, LP, as administrative agent for the Lenders referred to below (in such capacity, the “Administrative Agent”).
Personal Employment AgreementPersonal Employment Agreement • September 3rd, 2014 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products
This Personal Employment Agreement (“Agreement”) is entered into as of August 22, 2014, 2014 by and between Foamix Pharmaceuticals Ltd., a company organized under the laws of the State of Israel, whose principal place of business is located at 2 Chaim Holzman St., Rehovot, Israel, (the “Company”) and Mr. Meir Eini (“Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 28th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products • New Jersey
THIS EMPLOYMENT AGREEMENT (this “Agreement”'), is made and entered into as of November 27, 2017, by and between Foamix Pharmaceuticals Inc., a company registered in the state of New Jersey (the “Company”) and David Domzalski (the “Executive”'). Where the context permits, references to “the Company” shall include the Company and any successor thereto.
AMENDMENT TO EMPLOYMENT OFFER LETTER FOR CHANGE OF CONTROLLetter Agreement • May 7th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products • New Jersey
This Letter Agreement is made on May 6, 2019 between Mutya Harsch (“Executive”), Foamix Pharmaceuticals Ltd. (“Foamix”) and Foamix Pharmaceuticals Inc., a wholly-owned subsidiary of Foamix (“Foamix Pharmaceuticals Inc.”). Reference is made to the Offer Employment Letter (the “Offer Letter”) dated as of November 1, 2017 between Executive and Foamix Pharmaceuticals Inc.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 16th, 2018 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products • New York
THIS SECURITIES PURCHASE AGREEMENT (as may be amended, modified, or supplemented from time to time, this “Agreement”) is made and entered into as of April 13, 2018, by and between Foamix Pharmaceuticals Ltd., a company organized under the laws of the State of Israel (the “Company”) and OrbiMed Partners Master Fund Limited, a Delaware limited partnership (the “Purchaser”).
CREDIT AGREEMENT AND GUARANTY dated as of July 29, 2019 by and among FOAMIX PHARMACEUTICALS INC., as the Borrower, FOAMIX PHARMACEUTICALS LTD., as the Parent Guarantor, THE SUBSIDIARY GUARANTORS FROM TIME TO TIME PARTY HERETO, as the Subsidiary...Credit Agreement and Guaranty • November 12th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products • New York
Exhibit D-1 - Form of U.S. Tax Compliance Certificate (For Foreign Lenders That Are Not Partnerships for U.S. Federal Income Tax Purposes)
Termination AgreementTermination Agreement • February 27th, 2018 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products
This Termination Agreement ("Agreement") is entered into as of July 1, 2017 (the "Effective Date") by and between Foamix Pharmaceuticals Ltd., a company organized under the laws of the State of Israel, whose principal place of business is located at 2 Chaim Holzman St., Rehovot, Israel, (the "Company") and Dr. Dov Tamarkin (“Executive”).
Foamix Pharmaceuticals Ltd. Lease Agreement – Premises in RehovotFoamix Pharmaceuticals Ltd. • September 3rd, 2014 • Medicinal chemicals & botanical products
On May 7, 2008 Foamix Pharmaceuticals Ltd. (the “Company”) executed a lease agreement with Gav Yam Real Estate Ltd. (the “Lessor” and the “Original Agreement”).
AMENDMENT NO. 1 TO THE AGREEMENT AND PLAN OF MERGERThe Agreement and Plan of Merger • December 4th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products
This Amendment No. 1 (this “Amendment”) to the Agreement and Plan of Merger (the “Merger Agreement”) is made and entered into as of December 4, 2019 by and among Menlo Therapeutics Inc., a Delaware corporation (“Menlo”), Giants Merger Subsidiary, Ltd., a company incorporated under the laws of the State of Israel and registered under No. 516103165 with the Israeli Registrar of Companies, and a direct, wholly-owned subsidiary of Menlo (“Menlo Merger Sub”) and Foamix Pharmaceuticals Ltd., a company incorporated under the laws of the State of Israel and registered under No. 51-336881-1 with the Israeli Registrar of Companies (“Foamix”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Merger Agreement.
AMENDMENT TO EMPLOYMENT AGREEMENT FOR CHANGE OF CONTROLEmployment Agreement for Change of Control • May 7th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products
This Letter Agreement is made on May 6, 2019 between ILAN HADAR (“Employee”) and Foamix Pharmaceuticals Ltd. (“Foamix”). Reference is made to the employment agreement (the “Employment Agreement”) dated as of September 13, 2017, between Executive and Foamix.
ContractLease • May 7th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products
FIRST AMENDMENT TO LEASE (the “First Amendment”) dated as of March 13, 2019, between S/K 520 ASSOCIATES (the “Landlord”), whose mailing address is P.O. Box 6872, 520 US Highway 22, Bridgewater, NJ 08807, and FOAMIX PHARMACEUTICALS INC., (the “Tenant”), having an office at 520 US Highway 22, Bridgewater, NJ 08807.
CONTRACT MANUFACTURING AND SUPPLY AGREEMENTContract Manufacturing and Supply Agreement • March 12th, 2020 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products
ASM Aerosol-Service AG a company incorporated and existing under the laws of Switzerland with its principal place of business at Industriestrasse 11, 4313 Möhlin, Switzerland
Personal Employment Agreement (A notice to the employee about terms of employment)Personal Employment Agreement • February 28th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products
WHEREAS The Employee has been employed by the Company as of February, 20 2014 (the "Commencement of Employment Date") pursuant to a personal employment agreement dated February 18, 2014 (the "Previous Agreement"); and
INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • September 3rd, 2014 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products
THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 13th day of May, 2014, by and among Foamix Ltd., an Israeli private company (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 30th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products • New York
THIS SECURITIES PURCHASE AGREEMENT (as may be amended, modified, or supplemented from time to time, this “Agreement”) is made and entered into as of July 29, 2019, by and between Foamix Pharmaceuticals Ltd., a company organized under the laws of the State of Israel (the “Company”) and Perceptive Life Sciences Master Fund, Ltd., a Cayman Islands corporation (the “Purchaser”).
Termination AgreementTermination Agreement • February 27th, 2018 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products
This Termination Agreement ("Agreement") is entered into as of July 1, 2017 (the "Effective Date") by and between Foamix Pharmaceuticals Ltd., a company organized under the laws of the State of Israel, whose principal place of business is located at 2 Chaim Holzman St., Rehovot, Israel, (the "Company") and Mr. Meir Eini (“Executive”).
FORM OF FOAMIX VOTING AGREEMENTFoamix Voting Agreement • November 12th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products • Delaware
This Voting Agreement (this “Agreement”) is made and entered into as of [•], 2019, between Menlo Therapeutics Inc., a Delaware corporation (“Menlo”), and [●] (the “Stockholder”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
CONTINGENT STOCK RIGHTS AGREEMENT by and between Menlo Therapeutics Inc. and as Rights Agent Dated as of [●]Contingent Stock Rights Agreement • November 12th, 2019 • Foamix Pharmaceuticals Ltd. • Medicinal chemicals & botanical products • Delaware
This CONTINGENT STOCK RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2020, is entered into by and between Menlo Therapeutics Inc., a Delaware corporation (the “Company”), and [•], as Rights Agent (the “Rights Agent”).
