UNDERWRITING AGREEMENT between ACURX PHARMACEUTICALS, INC. and ALEXANDER CAPITAL, L.P., as Representative of the Several UnderwritersUnderwriting Agreement • June 11th, 2021 • Acurx Pharmaceuticals, LLC • Pharmaceutical preparations • New York
SERIES D COMMON STOCK PURCHASE WARRANT ACURX PHARMACEUTICALS, INC.Security Agreement • May 17th, 2023 • Acurx Pharmaceuticals, Inc. • Pharmaceutical preparations
THIS SERIES 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 November 18, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November 19, 2029 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Acurx 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).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT ACURX PHARMACEUTICALS, INC.Pre-Funded Common Stock Purchase Warrant • May 17th, 2023 • Acurx Pharmaceuticals, 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”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Acurx Pharmaceuticals, Inc., a corporation incorporated under the laws of the state of Delaware (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 17th, 2023 • Acurx Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 16, 2023, and is between Acurx Pharmaceuticals, Inc., a corporation incorporated under the laws of the state of Delaware (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
Acurx Pharmaceuticals, Inc. 259 Liberty Avenue Staten Island, New York 10305 Attn: David P. Luci President and Chief Executive OfficerPlacement Agent Agreement • May 17th, 2023 • Acurx Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (the “Placement Agent”) and Acurx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), that the Placement Agent shall serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of the Company’s shares of Common Stock, par value $0.001 per share, (the “Shares”), pre-funded warrants to purchase shares of Common Stock (the “Pre-Funded Warrants”), Series C warrants to purchase shares of Common Stock (the “Series C Warrants”) and Series D warrants to purchase shares of Common Stock (the “Series D Warrants”, collectively with the Series C Warrants, the “Warrants,” and collectively with the Shares and Pre-Funded Warrants, the “Securities”). The terms of the Placement shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”), and nothing herein const
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Acurx Pharmaceuticals, Inc.Placement Agent Agreement • July 25th, 2022 • Acurx 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 January [ ], 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on July [ ], 2027 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Acurx 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 is being issued pursuant to that certain Co-Placement Agent Agreement, dated as of July [ ], 2022, by and among the Company, A.G.P./Alliance Global Partners and Maxim Group LLC.
Acurx pharmaceuticals, Inc. COMMON STOCK SALES AGREEMENTSales Agreement • November 15th, 2023 • Acurx Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Acurx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners (the “Sales Agent”), as follows:
ACURX PHARMACEUTICALS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • May 27th, 2021 • Acurx Pharmaceuticals, LLC • Pharmaceutical preparations • Delaware
This Indemnification Agreement (this “Agreement”) is effective as of ______, 20__ by and between Acurx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and _________ (“Indemnitee”).
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL,...Purchase Warrant Agreement • May 27th, 2021 • Acurx Pharmaceuticals, LLC • Pharmaceutical preparations • New York
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO ___ [DATE THAT IS 180 DAYS FROM THE EFFECTIVE DATE OF THE OFFERING] VOID AFTER 5:00 P.M., EASTERN TIME, ____, 202__ [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 11th, 2023 • Acurx Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 16, 2023, and is between Acurx Pharmaceuticals, Inc., a corporation incorporated under the laws of the state of Delaware (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 27th, 2021 • Acurx Pharmaceuticals, LLC • Pharmaceutical preparations • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is dated as of May 25, 2021 but only effective for all purposes as of the Effective Date (as defined below) by and between Acurx Pharmaceuticals, LLC, a Delaware limited liability company with principal executive offices located at 259 Liberty Avenue, Staten Island, NY 10305 (to be converted into a Delaware corporation and thereafter known as Acurx Pharmaceuticals, Inc., the “Company”), and Robert J. DeLuccia (the “Executive”).
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • May 10th, 2021 • Acurx Pharmaceuticals, LLC • Pharmaceutical preparations • New York
This Agreement is being entered into in connection with a closing pursuant to that certain Securities Purchase Agreement, dated as of _______, 20__, by and among the Company and the Initial Purchasers (the “Initial Purchase Agreement”) and in connection with the closing on the date hereof pursuant to the Securities Purchase Agreement, dated as of _______, 20__.
ASSET PURCHASE AGREEMENT between ACURX PHARMACEUTICALS, LLC and GLSYNTHESIS INC., Dated February 5, 2018 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 10th, 2021 • Acurx Pharmaceuticals, LLC • Pharmaceutical preparations • Delaware
ASSET PURCHASE AGREEMENT (the "Agreement") dated February 5, 2018 (the “Effective Date”), by and between Acurx Pharmaceuticals, LLC, a limited liability company organized and existing under the laws of Delaware having a principal place of business at 22 Camelot Court, White Plains, NY 10603 (the “Purchaser”) and GLSynthesis Inc., a Massachusetts corporation having a principal place of business at 298 Highland Street, Worcester, MA 01602 (the “Seller” and, together with the Purchaser, the “Parties”).
ACURX PHARMACEUTICALS, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • July 19th, 2021 • Acurx Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
AGREEMENT (this “Agreement”) made as of the ___ day of _____, 20__ (the “Grant Date”), between Acurx Pharmaceuticals, Inc. (the “Company”), a Delaware corporation, and ____________ (the “Participant”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 27th, 2021 • Acurx Pharmaceuticals, LLC • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of _____, 20__, is made by and among Acurx Pharmaceuticals, Inc., a corporation organized under the laws of Delaware (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
MASTER CLINICAL SERVICES AGREEMENTMaster Clinical Services Agreement • May 10th, 2021 • Acurx Pharmaceuticals, LLC • Pharmaceutical preparations • Delaware
This MASTER CLINICAL SERVICES AGREEMENT (“Agreement”), effectively dated as of the last date of authorized signature herein (“Effective Date”), is made by and between Acrux Pharmaceuticals, LLC, a Delaware limited liability company (“Sponsor”), with principal offices located at 22 Camelot Court, White Plains, NY 10603 and Syneos Health, LLC, a Delaware limited liability company, with principal offices located in the United States at 1030 Sync Street, Morrisville, North Carolina 27560, together with Syneos Health UK Limited, a company with principal offices located at Farnborough Business Park, 1 Pinehurst Road, Farnborough, Hampshire, GU14 7BF, England, Europe (“Syneos Health”).
ASSET PURCHASE AGREEMENT between ACURX PHARMACEUTICALS, LLC and GLSYNTHESIS INC., Dated February 5, 2018Asset Purchase Agreement • May 27th, 2021 • Acurx Pharmaceuticals, LLC • Pharmaceutical preparations • Delaware
Certain identified information has been omitted from this exhibit because it is not material and would likely cause competitive harm to the registrant if publicly disclosed. [***] indicates that information has been omitted.
Acurx Pharmaceuticals, Inc. 259 Liberty Avenue Staten Island, New York 10305 Attn: David P. Luci President and Chief Executive OfficerPlacement Agent Agreement • July 25th, 2022 • Acurx Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This letter (the “Agreement”) constitutes the agreement between A.G.P./Alliance Global Partners, as lead placement agent (“AGP”) and Maxim Group LLC, as co-placement agent (“Maxim”) (collectively the “Placement Agents”) and Acurx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), that the Placement Agents shall serve as the exclusive placement agents for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of the Company’s shares of Common Stock, par value $0.001 per share, (the “Shares”), pre-funded warrants to purchase shares of Common Stock (the “Pre-Funded Warrants”) and warrants to purchase shares of Common Stock (the “Warrants,” and collectively with the Shares and Pre-Funded Warrants, the “Securities”). The Securities actually placed by the Placement Agents are referred to herein as the “Placement Agent Securities.” The terms of the Placement shall be mutually agreed upon by the Company and the purchasers (eac
