MELT PHARMACEUTICALS, INC. 12264 EL CAMINO REAL, SUITE 350 SAN DIEGO, CA 92130Melt Pharmaceuticals, Inc. • September 21st, 2022 • Pharmaceutical preparations • Massachusetts
On behalf of Melt Pharmaceuticals, Inc. (the “Company”), I am pleased to offer you employment in the position of Chief Technical Officer of the Company, on the terms set forth in this offer letter agreement (the “Agreement”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 21st, 2022 • Melt Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS LOAN AND SECURITY AGREEMENT (“Agreement”), dated as of the 1st day of September, 2021 (the “Closing Date”), is made and entered into on the terms and conditions hereinafter set forth, by and among MELT PHARMACEUTICALS, INC., a Delaware corporation (“Borrower”); certain subsidiaries of Borrower from time to time party hereto as guarantors (each a “Guarantor” and collectively, jointly and severally, “Guarantors” and collectively with Borrower, each a “Loan Party” and collectively, “Loan Parties”); and Harrow Health, Inc., a Delaware corporation (“Harrow” or “Lender”).
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • September 21st, 2022 • Melt Pharmaceuticals, Inc. • Pharmaceutical preparations • California
THIS MANAGEMENT SERVICES AGREEMENT (this “Agreement”), effective as of February 1, 2019 (the “Effective Date”), is made by and between Melt Pharmaceuticals, Inc., a Delaware corporation (the “Company”) and Harrow Health, Inc., a Delaware corporation (the “Manager”).
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 21st, 2022 • Melt Pharmaceuticals, Inc. • Pharmaceutical preparations
THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) dated as of April 8, 2022 (the “Amendment Effective Date”), is made among HARROW HEALTH, INC., a Delaware corporation (“Lender”), MELT PHARMACEUTICALS, INC., a Delaware corporation (“Borrower”), and certain subsidiaries of the Borrower from time to time party to the Loan and Security Agreement as guarantors (defined below) (each a “Guarantor” and collectively, jointly and severally, “Guarantors” and collectively with the Borrower, each a “Loan Party” and collectively, the “Loan Parties”).
PATENT SECURITY AGREEMENTPatent Security Agreement • September 21st, 2022 • Melt Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS PATENT SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, the “Patent Security Agreement”), dated as of September 1, 2021, is made by MELT PHARMACEUTICALS, INC., a Delaware corporation (the “Grantor”) in favor of HARROW HEALTH, INC., a Delaware corporation (“Lender”).
MELT PHARMACEUTICALS, INC. 12264 El Camino Real, Suite 350 San Diego, CA 92130Solicitation Agreement • September 21st, 2022 • Melt Pharmaceuticals, Inc. • Pharmaceutical preparations • Massachusetts
On behalf of Melt Pharmaceuticals, Inc. (the “Company”), I am pleased to offer you employment in the position of Chief Executive Officer of the Company, on the terms set forth in this offer letter agreement (the “Agreement”).
ROYALTY AGREEMENTRoyalty Agreement • September 21st, 2022 • Melt Pharmaceuticals, Inc. • Pharmaceutical preparations
THIS ROYALTY AGREEMENT (this “Agreement”) dated as of the last date provided on the signature page (the “Effective Date”), is entered into between MELT PHARMACEUTICALS, INC., a Delaware corporation (“Melt”), with a place of business at 12264 El Camino Real, Suite 350, San Diego, California 92130, and OHSO, LLC (“OHSO”), a South Dakota limited liability company, with a place of business at 3101 W. 57th Street, Sioux Falls, South Dakota 57108.
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 21st, 2022 • Melt Pharmaceuticals, Inc. • Pharmaceutical preparations
THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) dated as of September 21, 2022 (the “Amendment Effective Date”), is made among HARROW HEALTH, INC., a Delaware corporation (“Lender”), MELT PHARMACEUTICALS, INC., a Delaware corporation (“Borrower”), and certain subsidiaries of the Borrower from time to time party to the Loan and Security Agreement as guarantors (defined below) (each a “Guarantor” and collectively, jointly and severally, “Guarantors” and collectively with the Borrower, each a “Loan Party” and collectively, the “Loan Parties”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 21st, 2022 • Melt Pharmaceuticals, Inc. • Pharmaceutical preparations • California
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) dated as of the last date provided on the signature page (the “Effective Date”), is entered into between IMPRIMIS PHARMACEUTICALS, INC., a Delaware corporation (“Imprimis”), with a place of business at 12264 El Camino Real, Suite 350, San Diego, California 92130, and MELT PHARMACEUTICALS, INC., a Nevada corporation (“Melt”), with a place of business at 12264 El Camino Real, Suite 350, San Diego, California 92130. The parties hereby agree as follows:
RIGHT OF FIRST REFUSAL AGREEMENTRight of First Refusal Agreement • September 21st, 2022 • Melt Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS RIGHT OF FIRST REFUSAL AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, the “ROFR Agreement”), dated as of September 1, 2021 (the “Effective Date”), is entered into by and between MELT PHARMACEUTICALS, INC., a Delaware corporation (“Melt”), and HARROW HEALTH, INC., a Delaware corporation (“Harrow”).
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • September 21st, 2022 • Melt Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS TRADEMARK SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, the “Trademark Security Agreement”), dated as of September 1, 2021, is made by MELT PHARMACEUTICALS, INC., a Delaware corporation (the “Grantor”) in favor of HARROW HEALTH, INC., a Delaware corporation (“Lender”).
