LICENSE AGREEMENT BETWEEN HUMAN GENOME SCIENCES, INC. AND VICAL INCORPORATEDLicense Agreement • May 15th, 2000 • Vical Inc • Biological products, (no disgnostic substances) • Delaware
VICAL INCORPORATED 9373 TOWNE CENTRE DRIVE EXHIBIT 10.28 SUITE 100 SAN DIEGO, CA 92121Letter Agreement • March 29th, 2002 • Vical Inc • Biological products, (no disgnostic substances)
PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK VICAL INCORPORATEDVical Inc • November 7th, 2017 • Biological products, (no disgnostic substances) • New York
THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (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 Vical Incorporated, a Delaware corporation (the “Company”), up to _____________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).
VICAL INCORPORATED UNDERWRITING AGREEMENTUnderwriting Agreement • November 7th, 2017 • Vical Inc • Biological products, (no disgnostic substances) • New York
Vical Incorporated, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) (i) an aggregate of [●] shares (the “Firm Shares”) of its common stock, par value $0.01 per share (the “Common Stock”) and (ii) warrants of the Company to purchase [●] shares of Common Stock at an exercise price equal to $0.001 per share (the “Pre-Funded Warrants”). The [●] Firm Shares and the [●] Pre-Funded Warrants to be sold by the Company are collectively referred to as the “Firm Securities.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [●] shares of Common Stock as provided in Section 2. The additional [●] shares of Common Stock to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares,” and together with t
EXHIBIT 4.3Stock Purchase Agreement • March 30th, 1998 • Vical Inc • Biological products, (no disgnostic substances) • California
Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) 7.9 310(b) 7.8 310(c) Inapplicable 311(a) 7.13 311(b) 7.13 311(c) Inapplicable 312(a) 5.01, 5.02(a) 312(b) 5.2(c) 312(c) 5.2(c) 313(a) 5.4(a) 313(b) 5.4(b) 313(c) 5.4(b)...Indenture • February 10th, 2020 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • New York
WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of unsecured debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
COMMON STOCK PURCHASE WARRANT VICAL INCORPORATEDVical Inc • May 22nd, 2009 • Biological products, (no disgnostic substances)
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, (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 November 27, 2009 (the “Initial Exercise Date”) and on or prior to the close of business on February 25, 2010 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Vical Incorporated, a Delaware corporation (the “Company”), up to shares (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 26th, 2009 • Vical Inc • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 22, 2009, between Vical Incorporated, 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”).
VICAL INCORPORATED and , As Warrant Agent FORM OF COMMON STOCK WARRANT AGREEMENT Dated As OfWarrant Agreement • May 27th, 2015 • Vical Inc • Biological products, (no disgnostic substances) • New York
COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between VICAL INCORPORATED, 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”).
BRICKELL BIOTECH, INC. Common Stock (par value $0.01 per share) At Market Issuance Sales AgreementBrickell Biotech, Inc. • March 9th, 2021 • Biological products, (no disgnostic substances) • New York
Brickell Biotech, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Oppenheimer & Co. Inc. and William Blair & Company, L.L.C. (each an “Agent” and together, the “Agents”) as follows (defined terms not otherwise defined shall have the meaning set forth in Section 25 of this Agreement):
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • October 13th, 2020 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • New York
This WARRANT AGENCY AGREEMENT, dated as of [______], 2020 (“Agreement”), between Brickell Biotech, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Warrant Agent”).
VICAL INCORPORATED and , As Warrant Agent FORM OF DEBT SECURITIES WARRANT AGREEMENT Dated As OfWarrant Agreement • May 27th, 2015 • Vical Inc • Biological products, (no disgnostic substances) • New York
DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of between VICAL INCORPORATED, 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”).
VICAL INCORPORATED and , As Warrant Agent FORM OF PREFERRED STOCK WARRANT AGREEMENT Dated As OfPreferred Stock Warrant Agreement • May 4th, 2012 • Vical Inc • Biological products, (no disgnostic substances) • New York
PREFERRED STOCK WARRANT AGREEMENT (the “Agreement”), dated as of between VICAL INCORPORATED, 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”).
Shares of Common Stock (or Pre-Funded Warrants to Purchase Shares of Common Stock in Lieu Thereof) Warrants to Purchase _________ Shares of Common Stock BRICKELL BIOTECH, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • October 22nd, 2020 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • New York
Brickell Biotech, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Oppenheimer & Co. Inc., as representative (the “Representative”) of the several underwriters named in Schedule I hereto (each, an “Underwriter” and collectively, the “Underwriters”), (i) an aggregate of _________ authorized but unissued shares (the “Shares”) of common stock, par value $0.01 per share, of the Company (the “Common Stock”) or pre-funded warrants (the “Pre-Funded Warrants”) to purchase Common Stock in lieu thereof at an exercise price of $0.001 per share (the “Pre-Funded Warrant Shares”), and (ii) warrants (the “Warrants”) to purchase up to an aggregate of _________ shares of Common Stock (the “Warrant Shares”). The Shares, Warrants, the Pre-Funded Warrants, the Warrant Shares and the Pre-Funded Warrant Shares are collectively referred to as the “Securities.”
PURCHASE AGREEMENTPurchase Agreement • February 18th, 2020 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • Illinois
THIS PURCHASE AGREEMENT (the “Agreement”), dated as of February 17, 2020, is made by and between BRICKELL BIOTECH, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). Capitalized terms used herein and not otherwise defined herein are defined in Section 1 hereof.
CONFIDENTIAL Vijay Samant, Ph.D. CEO Vical Incorporated 10390 Pacific Center Court San Diego, CA 92121 Dear Dr. Samant:Vical Inc • May 22nd, 2009 • Biological products, (no disgnostic substances) • New York
This letter (the “Agreement”) constitutes the agreement between Rodman & Renshaw, LLC (“Rodman” or the “Placement Agent”) and Vical Incorporated (the “Company”), that Rodman shall serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement, to close on or prior to May 27, 2009 (the “Placement”), of registered securities (the “Securities”) of the Company, consisting of shares (the “Shares”) of the Company’s common stock, par value $.01 per share (the “Common Stock”) and warrants to purchase shares of Common Stock (the “Warrants”). The terms of such Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that Rodman would have the power or authority to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or complete the Placement. This Agreement and the
FORM OF WARRANT BRICKELL BIOTECH, INC. WARRANT TO PURCHASE COMMON STOCKBrickell Biotech, Inc. • October 13th, 2020 • Biological products, (no disgnostic substances) • New York
Brickell Biotech, Inc., a company organized under the laws of Delaware (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, CEDE & CO., the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, at any time or times on or after [___] (the “Initial Exercisability Date”), but not after 11:59 p.m., New York time, on the Expiration Date, (as defined below), ____________ (____________) fully paid non-assessable shares of Common Stock (as defined below), subject to adjustment as provided herein (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, this “Warrant”), shall have the meanings set forth
EXHIBIT 4.4 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (the "Agreement") is made as of the 22nd day of January, 1999, by and between VICAL INCORPORATED, a Delaware corporation (the "Company"), and PFIZER INC, a Delaware corporation...Stock Purchase Agreement • May 14th, 1999 • Vical Inc • Biological products, (no disgnostic substances) • California
SERIES A COMMON STOCK PURCHASE WARRANT BRICKELL BIOTECH, INC.Brickell Biotech, Inc. • February 28th, 2020 • Biological products, (no disgnostic substances)
THIS SERIES A COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company 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 February 20, 2020 (the “Initial Exercise Date”) and on or prior to the close of business on February 20, 2025, (the “Termination Date”, provided, however, that if such date is not a Trading Day, the Termination Date shall be the immediately following Trading Day (as defined below)) but not thereafter, to subscribe for and purchase from BRICKELL BIOTECH, INC., a Delaware corporation (the “Company”), up to 606,420 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).
SERIES B COMMON STOCK PURCHASE WARRANT BRICKELL BIOTECH, INC.Brickell Biotech, Inc. • February 28th, 2020 • Biological products, (no disgnostic substances)
THIS SERIES B COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company 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 August 20, 2020 (the “Initial Exercise Date”) and on or prior to the close of business on August 20, 2025, (the “Termination Date”, provided, however, that if such date is not a Trading Day, the Termination Date shall be the immediately following Trading Day (as defined below)) but not thereafter, to subscribe for and purchase from BRICKELL BIOTECH, INC., a Delaware corporation (the “Company”), up to 1,556,420 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 AGREEMENT Dated as of January 8, 2010 by and between VICAL INCORPORATED and AZIMUTH OPPORTUNITY LTD.Common Stock Purchase Agreement • January 8th, 2010 • Vical Inc • Biological products, (no disgnostic substances) • Delaware
This COMMON STOCK PURCHASE AGREEMENT, made and entered into on this 8th day of January 2010 (this “Agreement”), by and between Azimuth Opportunity Ltd., an international business company incorporated under the laws of the British Virgin Islands (the “Investor”), and Vical Incorporated, a corporation organized and existing under the laws of the State of Delaware (the “Company”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in Annex A hereto.
FOURTH AMENDMENT TO LEASE EXHIBIT 10.20 This Fourth Amendment to Lease (this "Amendment") is made by and between VICAL Incorporated, a Delaware Corporation ("Tenant"), and Nippon Landic (U.S.A.), Inc., a Delaware Corporation ("Landlord"), with...Lease • November 15th, 1999 • Vical Inc • Biological products, (no disgnostic substances)
EXHIBIT 10.18 CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION. OPTION AND LICENSE AGREEMENT THIS AGREEMENT is effective as of the 12th day of September,...Option and License Agreement • January 30th, 1998 • Vical Inc • Biological products, (no disgnostic substances) • California
EXHIBIT 10.27Agreement of Purchase and Sale • March 29th, 2002 • Vical Inc • Biological products, (no disgnostic substances) • California
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • October 13th, 2020 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • Colorado
THIS FIRST AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is made this September 1, 2020 (“Effective Date”) by and between BRICKELL BIOTECH, INC., a Delaware Company with a business address located at 5777 Central Avenue, Suite 102, Boulder, CO 80301 (the “Company”), and DEEPAK CHADHA, a Massachusetts resident, with an address of [***] (the “Executive”).
26,316,000 Shares of Common Stock BRICKELL BIOTECH, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 1st, 2021 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • New York
Brickell Biotech, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to William Blair & Company, L.L.C., as representative (the “Representative”) of the several underwriters named in Schedule I hereto (each, an “Underwriter” and collectively, the “Underwriters”), an aggregate of 26,316,000 authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.01 per share, of the Company (the “Common Stock”). The amount of the Firm Shares to be purchased by the Underwriters is set forth opposite each Underwriter’s name, as applicable, on Schedule I hereto. The Company also proposes to sell to the Underwriters, at the option of the Representative, up to an additional 3,947,400 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter referred to collectively as the “Shares” or the “Securities”.
LEASE BMC PROPERTIES, LLC (as Landlord) And BRICKELL BIOTECH, INC. (as Tenant)Lease • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • Colorado
THIS LEASE is made the 4th day of August, 2016, by and between BMC PROPERTIES, LLC, a Colorado limited liability company (“Landlord”) and BRICKELL BIOTECH, INC., a Delaware corporation (“Tenant”).
VICAL INCORPORATED and , As Warrant Agent FORM OF PREFERRED STOCK WARRANT AGREEMENT Dated As OfVical Incorporated • May 27th, 2015 • Vical Inc • Biological products, (no disgnostic substances) • New York
PREFERRED STOCK WARRANT AGREEMENT (the “Agreement”), dated as of between VICAL INCORPORATED, 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”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2023 • Fresh Tracks Therapeutics, Inc. • Biological products, (no disgnostic substances) • Colorado
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is made as of February 21, 2023 (the “Effective Date”) by and between FRESH TRACKS THERAPEUTICS, INC., f/k/a Brickell Biotech, Inc., the parent of Brickell Sub (“Brickell Parent”) and BRICKELL SUBSIDIARY, INC., d/b/a Brickell Biotech, Inc. (“Brickell Sub”), both being Delaware companies with a principal business address located at 5777 Central Avenue, Suite 102, Boulder, CO 80301 (Brickell Sub and, together with Brickell Parent and any predecessors of Brickell Sub or Brickell Parent, collectively referred to herein as the “Company”), and David R. McAvoy, an Indiana resident, with an address of [***] (the “Executive”).
SEVERANCE AGREEMENTSeverance Agreement • February 26th, 2015 • Vical Inc • Biological products, (no disgnostic substances) • California
This Severance Agreement (the “Agreement”) is dated as of January 23, 2015, by and between Larry Smith (the “Employee”) and Vical Incorporated (the “Company”).
VICAL INCORPORATED, Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [ ], 20__ Senior Debt SecuritiesIndenture • May 25th, 2018 • Vical Inc • Biological products, (no disgnostic substances) • New York
Whereas, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
As Warrant Agent FORM OF PREFERRED STOCK WARRANT AGREEMENT Dated As OfVical Incorporated • May 25th, 2018 • Vical Inc • Biological products, (no disgnostic substances) • New York
PREFERRED STOCK WARRANT AGREEMENT (the “Agreement”), dated as of between VICAL INCORPORATED, 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”).
Re: Exclusive License Agreement dated February 3, 2003 concerning U.S. Patent No. 6,133,433 (the “Agreement”) between Vical Incorporated (“Vical”) and City of Hope (“COH”)Letter Agreement • January 5th, 2012 • Vical Inc • Biological products, (no disgnostic substances)
This letter agreement (this “Letter Agreement”) confirms the understanding of Vical and COH regarding certain matters relating to the Agreement. Capitalized terms used but not otherwise defined in this Letter Agreement shall have the meanings provided in the Agreement.
Brickell Biotech, Inc. Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of [_____________]Brickell Biotech, Inc. • March 9th, 2021 • Biological products, (no disgnostic substances) • New York
December 19, 2008 Larry Smith Vical Incorporated Re: Amended and Restated Severance Agreement Dear Larry:Vical Inc • February 14th, 2014 • Biological products, (no disgnostic substances)
This letter amends and restates in its entirety your Amended and Restated Severance Agreement with Vical Incorporated (the “Company”) dated February 20, 2007 regarding severance payments. By signing this letter, you will be agreeing to the following terms:
