COMMON STOCK PURCHASE WARRANT ACHIEVE LIFE SCIENCES, INC.Common Stock Purchase Warrant • December 20th, 2019 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, CEDE & CO. 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 [ ], 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Achieve Life Sciences, 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 shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject to a Holder’s rig
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 1st, 2018 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 1, 2018 between Achieve Life Sciences, 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”).
R E C I T A L STermination Agreement • March 7th, 2001 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances • Illinois
FIRST AMENDMENT TO AGREEMENT BY AND BETWEEN ABBOTT LABORATORIES AND SONUS PHARMACEUTICALS, INC.Agreement • March 5th, 2002 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances
Exhibit 2.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 8th, 2004 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances • Delaware
RECITALS:Supply Agreement • August 13th, 2003 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances
FOURTH AMENDMENT TO LEASE RENEWALLease • March 5th, 2002 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances
ARTICLE II INVESTOR'S REPRESENTATIONS AND WARRANTIESSecurities Purchase Agreement • August 8th, 2003 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances • Delaware
WITNESSETH:Employment Agreement • May 13th, 1999 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances • Washington
RECITALS:Registration Rights Agreement • May 13th, 2004 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances • Delaware
1 Exhibit 10.21C LOAN MODIFICATION AGREEMENT This Loan Modification Agreement is entered into as of August 30, 1999, by and between Sonus Pharmaceuticals, Inc. ("Borrower") and Silicon Valley Bank ("Silicon"). 1. DESCRIPTION OF EXISTING INDEBTEDNESS:...Loan Modification Agreement • February 29th, 2000 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances
WARRANT TO PURCHASE COMMON STOCK OR PRE-FUNDED WARRANTS ACHIEVE LIFE SCIENCES, INC.Warrant Agreement • February 29th, 2024 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances • New York
THIS 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 March 4, 2024 (the “Initial Exercise Date”) and on or prior to the earliest of (x) 5:00 p.m. (New York City time) on September 4, 2027, and (y) 30 days following the Company’s public disclosure of the acceptance of a New Drug Application for cytisinicline by the U.S. Food and Drug Administration in a Day 74 Letter or equivalent correspondence accepting such New Drug Application (the “Termination Date”) but not thereafter, to subscribe for and purchase from Achieve Life Sciences, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock or Pre-Funded Warrants (as defined below) to purchase the same number of Warrant Shares (as subject to adjustment as provided he
ARTICLE II INVESTOR'S REPRESENTATIONS AND WARRANTIESSecurities Purchase Agreement • May 13th, 2004 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances • Delaware
RECITALSLicense Agreement • October 14th, 1999 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances • New York
OPEN MARKET SALE AGREEMENTSMOpen Market Sale Agreement • September 27th, 2024 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances • New York
Achieve Life Sciences, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent (the “Agent”), shares of the Company’s common stock, par value $0.001 per share (the “Common Shares”), having an aggregate offering price of up to $50,000,000 on the terms set forth in this agreement (this “Agreement”).
andRights Agreement • July 25th, 2002 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances • Delaware
SONUS PHARMACEUTICALS, INC. RESTRICTED STOCK PURCHASE AGREEMENT UNDER 2000 STOCK INCENTIVE PLANRestricted Stock Purchase Agreement • November 14th, 2000 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances • California
AT THE MARKET OFFERING AGREEMENT June 7, 2019At the Market Offering Agreement • June 7th, 2019 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances • New York
Achieve Life Sciences, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows:
PLACEMENT AGENCY AGREEMENT October 1, 2018Placement Agency Agreement • October 1st, 2018 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 25th, 2023 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 25, 2023, between Achieve Life Sciences, 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”).
FIRST AMENDMENT TO AGREEMENT BY AND BETWEEN ABBOTT LABORATORIES AND SONUS PHARMACEUTICALS, INC.Amendment to Agreement • February 4th, 1999 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances
COMMON STOCK PURCHASE WARRANT ACHIEVE LIFE SCIENCES, INC.Common Stock Purchase Warrant • June 3rd, 2019 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund, Ltd. 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 May 30, 2025 (the “ Termination Date ”) but not thereafter, to subscribe for and purchase from Achieve Life Sciences, Inc., a Delaware corporation (the “Company”), up to 1,200,000 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 • February 29th, 2024 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 28, 2024, between Achieve Life Sciences, 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”).
1 THIRD AMENDMENT TO LEASE RENEWALLease • March 25th, 1999 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances
EXHIBIT 10.43 LOAN AND SECURITY AGREEMENT SONUS PHARMACEUTICALS, INC. TABLE OF CONTENTSLoan and Security Agreement • November 14th, 2000 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances
UNDERWRITING AGREEMENTUnderwriting Agreement • August 5th, 2020 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances • New York
Achieve Life Sciences, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell an aggregate of 476,187 shares (“Firm Shares”) of the Company’s common stock, $0.001 par value per share (“Shares”) and pre-funded warrants to purchase 142,857 Shares at an exercise price of $0.001 per Share (the “Pre-funded Warrants”), to the several underwriters (such underwriters, for whom Lake Street Capital Markets, LLC (“Lake Street” or the “Representative”) is acting as representative, the “Underwriters” and each an “Underwriter”). Such Firm Shares and Pre-funded Warrants are hereinafter collectively called the “Firm Securities.” The shares of Common Stock issuable upon exercise of the Warrants are herein referred to as the “Warrant Shares.” The Company has also agreed to grant to the Representative on behalf of the Underwriters an option (the “Option”) to purchase up to an additional 92,856 Shares (the “Option Shares” and, together
LEASE by and betweenLease • March 16th, 2007 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances
This Work Letter (the “Work Letter”) is made and entered into as of the 21st day of November, 2006, by and between BMR-217TH PLACE LLC, a Delaware limited liability company (“Landlord”), and SONUS PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”), and is attached to and made a part of that certain Lease dated as of November 21, 2006 (the “Lease”), by and between Landlord and Tenant for the Premises located at 1522 217th Place SE in Bothell, Washington. All capitalized terms used but not otherwise defined herein shall have the meanings given them in the Lease.
COMMON STOCK PURCHASE WARRANT ACHIEVE LIFE SCIENCES, INC.Security Agreement • November 18th, 2022 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances • New York
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 ________________, 20231 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on __________________ , 20292 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Achieve Life Sciences, 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).
COMMON STOCK PURCHASE WARRANT ACHIEVE LIFE SCIENCES, INC.Common Stock Agreement • April 30th, 2020 • Achieve Life Sciences, Inc. • In vitro & in vivo diagnostic substances • New York
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 October 27, 2020 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on April 27, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Achieve Life Sciences, 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).
ONCOGENEX PHARMACEUTICALS, INC. Common Stock (par value $0.001 per share) At- the-Market Issuance Sales AgreementAt-the-Market Issuance Sales Agreement • June 18th, 2013 • Oncogenex Pharmaceuticals, Inc. • In vitro & in vivo diagnostic substances • New York
OncoGenex Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”), with MLV & Co. LLC (“MLV”), as follows:
RECITALSSecurities Purchase Agreement • February 4th, 1999 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances • Delaware
R E C I T A L STermination Agreement • September 28th, 2001 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances • Illinois
1 EXHIBIT 10.42 SONUS PHARMACEUTICALS, INC. STOCK OPTION AGREEMENT TYPE OF OPTION (CHECK ONE): [ ] INCENTIVE [ ] NONQUALIFIED This Stock Option Agreement (the "Agreement") is entered into as of _____________, 200_, by and between SONUS...Stock Option Agreement • August 14th, 2000 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances • California
OncoGenex Pharmaceuticals, Inc. 3,174,602 Shares Warrants to Purchase 1,587,301 Shares Common Stock ($0.001 par value) Underwriting AgreementUnderwriting Agreement • October 19th, 2010 • Oncogenex Pharmaceuticals, Inc. • In vitro & in vivo diagnostic substances • New York
OncoGenex Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Stifel, Nicolaus & Company, Incorporated is acting as representative (the “Representative”), an aggregate of 3,174,602 units (the “Units”), with each Unit consisting of (i) one share of common stock, par value $0.001, of the Company (the “Common Stock”), and (ii) one-half (1/2) of a warrant in the form attached hereto as Exhibit E. Each whole warrant (a “Warrant”) will entitle the holder to purchase one share of Common Stock (a “Warrant Share”).
FIRST AMENDMENT TO INTERNATIONAL LICENSE AGREEMENT BETWEEN ABBOTT INTERNATIONAL, LTD. AND SONUS PHARMACEUTICALS, INC.International License Agreement • March 5th, 2002 • Sonus Pharmaceuticals Inc • In vitro & in vivo diagnostic substances
