Standard Contracts
COMMON STOCK PURCHASE WARRANT Titan Pharmaceuticals, Inc.Common Stock Purchase Warrant • February 3rd, 2022 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances)
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 August 4, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Titan 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).
UNDERWRITING AGREEMENT between TITAN PHARMACEUTICALS, INC. and as Representative of the Several Underwriters TITAN PHARMACEUTICALS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • September 25th, 2018 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
The undersigned, Titan Pharmaceuticals, Inc., a corporation formed under the laws of the State of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners (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:
PRE- FUNDED COMMON STOCK PURCHASE WARRANT Titan Pharmaceuticals, Inc.Security Agreement • February 3rd, 2022 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances)
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 Titan 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 19th, 2021 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 15, 2021, between Titan Pharmaceuticals, 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”).
AGREEMENT FOR FINANCING THIS AGREEMENT FOR FINANCING is made and entered into as of this 21st day of March, 1997, by and between Titan Pharmaceuticals, Inc., ("Titan") and Ansan Pharmaceuticals, Inc. ("Ansan"). THE PARTIES AGREE AS FOLLOWS: 1....Financing Agreement • May 20th, 1997 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • California
Controlled Equity OfferingSM Sales AgreementSales Agreement • September 1st, 2016 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
Titan Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
PRE- FUNDED COMMON STOCK PURCHASE WARRANT Titan Pharmaceuticals, Inc.Pre-Funded Common Stock Purchase Warrant • February 3rd, 2022 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances)
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 Titan 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).
Exhibit 10.34 AGREEMENT AND PLAN OF MERGER AGREEMENT AND PLAN OF MERGER (this "Agreement") dated as of July 11, 2000 by and among Titan Pharmaceuticals, Inc., a Delaware corporation having its principal offices at 400 Oyster Point Boulevard, Suite...Merger Agreement • November 14th, 2000 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • Delaware
COMMON STOCK PURCHASE WARRANT Titan Pharmaceuticals, Inc.Common Stock Purchase Warrant • January 7th, 2020 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances)
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 later of (i) July __, 2020 and (ii) the effective date of the Reverse Split (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on July ___, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Titan 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 7th, 2020 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 7, 2020, between Titan Pharmaceuticals, 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”).
CONFIDENTIAL SUBLICENSE AGREEMENT THIS SUBLICENSE AGREEMENT, effective as of the 20th day of November, 1997, between TITAN PHARMACEUTICALS, INC., a corporation organized under the laws of the State of Delaware and having its principal office at 400...Sublicense Agreement • December 16th, 1997 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 30th, 2005 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New Jersey
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 28, 2005, by and between TITAN PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the “Investor”).
Certain portions of this Exhibit have been omitted pursuant to a request for confidentiality. Such omitted portions, which are marked with brackets [ ] and/or an asterisk *, have been separately filed with the Commission. DEVELOPMENT AND LICENSE...Development and License Agreement • March 30th, 2000 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
CONFIDENTIAL Titan Pharmaceuticals, Inc.Placement Agent Agreement • April 10th, 2012 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
COMMON STOCK PURCHASE WARRANT Titan Pharmaceuticals, Inc.Common Stock Purchase Agreement • January 19th, 2021 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances)
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 July ___, 2026[1] (the “Termination Date”) but not thereafter, to subscribe for and purchase from Titan 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).
UNDERWRITING AGREEMENTUnderwriting Agreement • October 19th, 2020 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
The undersigned, Titan Pharmaceuticals, Inc., a company incorporated under the laws of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Maxim Group LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
RIGHTS AGREEMENT TITAN PHARMACEUTICALS, INC. and Continental Stock Transfer & Trust Company, as Rights Agent Dated May 28, 2013Rights Agreement • May 29th, 2013 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • Delaware
Rights Agreement, dated as of May 28, 2013 (as amended, supplemented or otherwise modified from time to time, the “Rights Agreement”) between Titan Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Continental Transfer & Trust Company, a New York banking corporation (the “Rights Agent”).
PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED PORTIONS, MARKED BY AN * AND [ ], HAVE BEEN SEPARATELY FILED WITH THE COMMISSION. Exhibit 10.27 LICENSE AGREEMENT This License Agreement...License Agreement • December 16th, 1997 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances)
80,000,000 SHARES of Common Stock and 80,000,000 Warrants (exercisable for 80,000,000 shares) of TITAN PHARMACEUTICALS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 2nd, 2020 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
The undersigned, Titan Pharmaceuticals, Inc., a company incorporated under the laws of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Maxim Group LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
Titan Pharmaceuticals, Inc. and Continental Stock Transfer & Trust Company, as Warrant Agent Warrant Agency Agreement Dated as of _________, 2020 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • October 27th, 2020 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
WARRANT AGENCY AGREEMENT, dated as of _________, 2020 (“Agreement”), between Titan Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 27th, 2007 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances)
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 17, 2007 by and among Titan Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).
TITAN PHARMACEUTICALS, INC. COMMON STOCK SALES AGREEMENTSales Agreement • April 26th, 2019 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
Portions of this Exhibit have been omitted pursuant to a request for confidential treatment. The omitted portions, marked by an * and [ ], have been separately filed with the Commission. LICENSE AGREEMENT BETWEEN THE UNIVERSITY OF KENTUCKY RESEARCH...License Agreement • October 4th, 1996 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • Kentucky
ContractWarrant Agreement • July 28th, 2017 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • Delaware
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATIONS ARE NOT REQUIRED, (iii) RECEIPT OF NO-ACTION LETTERS FROM THE APPROPRIATE GOVERNMENTAL AUTHORITIES, OR (iv) OTHERWISE COMPLYING WITH THE PROVISIONS OF SECTION 7 OF THIS WARRANT.
35,610,000 SHARES of Common Stock, 4,390,000 pre-funded warrants (exercisable for 4,390,000 shares) and 40,000,000 class B Warrants (exercisable for 40,000,000 shares) of TITAN PHARMACEUTICALS, INC.Underwriting Agreement • October 18th, 2019 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
The undersigned, Titan Pharmaceuticals, Inc., a company incorporated under the laws of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Maxim Group LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
STANDBY EQUITY DISTRIBUTION AGREEMENTStandby Equity Distribution Agreement • September 30th, 2005 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New Jersey
THIS AGREEMENT dated as of the 28th day of September 2005 (the “Agreement”) between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the “Investor”), and TITAN PHARMACEUTICALS, INC., a corporation organized and existing under the laws of the State of Delaware (the “Company”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 19th, 2007 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 17, 2007, by and among Titan Pharmaceuticals, 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”).
Marc Rubin, M.D. Executive Chairman Titan Pharmaceuticals, Inc.Placement Agent Agreement • February 3rd, 2022 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
ContractPurchase Warrant Agreement • September 25th, 2018 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
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, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) A.G.P./ALLIANCE GLOBAL PARTNERS OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF A.G.P./ALLIANCE GLOBAL PARTNERS OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER.
TITAN PHARMACEUTICALS, INC. PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • September 30th, 2005 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • Florida
The undersigned, Titan Pharmaceuticals, Inc., a Delaware corporation (the “Company”), hereby agrees with Monitor Capital, Inc. (the “Placement Agent”), and Cornell Capital Partners, LP (the “Investor”) as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 19th, 2023 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 13, 2023, between TITAN PHARMACEUTICALS, 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”)).
Option to Purchase Units TITAN PHARMACEUTICALS, INC. Unit Purchase Option Dated: August 2, 1996. THIS CERTIFIES THAT [D.H. Blair Investment Banking Corp. and its designees] (herein sometimes called the "Holder") is entitled to purchase from Titan...Unit Purchase Option • October 4th, 1996 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances)
COMMON STOCK PURCHASE AGREEMENT Dated March 14, 2007 by and between TITAN PHARMACEUTICALS, INC. and AZIMUTH OPPORTUNITY LTD.Common Stock Purchase Agreement • March 16th, 2007 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
This COMMON STOCK PURCHASE AGREEMENT, made and entered into on this 14th day of March 2007 (this “Agreement”), by and between Azimuth Opportunity Ltd., an international business company incorporated under the laws of the British Virgin Islands (the “Investor”), and Titan Pharmaceuticals, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”).
TITAN PHARMACEUTICALS, INC.Underwriting Agreement • September 30th, 2014 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
Titan Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to you (the “Underwriter”), an aggregate of · units (the “Units”), each Unit consisting of (i) one share (collectively, the “Shares”) of common stock, par value $0.001 per share (the “Common Stock”), of the Company, and (ii) 0.75 of a Class A warrant (collectively, the “Warrants”), each to purchase one share of Common Stock (collectively, the “Warrant Shares”). The Units, the Shares, the Warrants and the Underwriter Warrants (as defined below) are collectively referred to as the “Securities”. No Units will be issued. The Shares and the Warrants will be separately issued and will be immediately separable and transferable upon issuance. The terms of the Warrants are set forth in the form of Warrant attached as Exhibit A hereto.
TITAN PHARMACEUTICALS, INC. WARRANT AGENCY AGREEMENTWarrant Agency Agreement • September 12th, 2018 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
WARRANT AGENCY AGREEMENT (this “Warrant Agreement”) made as of _______, 2018 (the “Issuance Date”), between Titan Pharmaceuticals, Inc., a Delaware corporation, with offices at 400 Oyster Point Blvd., Suite 505, South San Francisco, California 94080 (“Company”), and Continental Stock Transfer & Trust Company, with offices at 1 State Street, 30th Floor, New York, New York 10004 (“Warrant Agent”).
