EMPLOYMENT AGREEMENTEmployment Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • Colorado
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made this July 1, 2019 (“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 DAVID R. McAVOY, an Indiana resident, with an address of 9326 Timber Crest Lane, Indianapolis, IN 46256 (the “Executive”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 31, 2019, between Brickell Biotech, Inc., a Delaware corporation (formerly known as Vical Incorporated) (the “Company”), and NovaQuest Co-Investment Fund X (the “Purchaser”).
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”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSEDu.s. Security Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • New York
THIS U.S. SECURITY AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of August 31, 2019 by Brickell Subsidiary, Inc., a Delaware corporation (formerly known as Brickell Biotech, Inc.) (“Brickell” or “Grantor” and together with any additional obligors that are hereafter joined as parties hereto, the “Grantors”, and each individually, a “Grantor”) and NovaQuest Co-Investment Fund X, L.P., a Delaware limited partnership (“Secured Party”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • Florida
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is made this August 1, 2016 (“Effective Date”) by and between BRICKELL BIOTECH, INC., a Delaware corporation with a business address located at 2600 Southwest Third Avenue, Ste. 300, Miami, Florida 33129 (the “Corporation”), and DEEPAK CHADHA, a Massachusetts resident, with an address of 9 Dutchess Road, Franklin, MA 02038 (the “Employee”).
ContractLicence Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances)
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED
FUNDING AGREEMENTFunding Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • New York
This Funding Agreement (this “Agreement”) is entered into as of June 2, 2019 (the “Effective Date”), between Brickell Biotech, Inc., a Delaware corporation with a principal place of business at 5777 Central Avenue, Suite 102, Boulder, Colorado 80301 (“Company”) and NovaQuest Co-Investment Fund X, L.P., a Delaware limited partnership,with a place of business at 4208 Six Forks Road, Suite 920 Raleigh, NC 27609 (“NovaQuest”). Company and NovaQuest are each referred to herein by name or, individually, as a “Party” or, collectively, as “Parties.”
LICENSE AGREEMENT BETWEEN THE UAB RESEARCH FOUNDATION AND BRICKELL BIOTECH, INC. DATED JUNE 26, 2012License Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances)
THIS LICENSE AGREEMENT (this “Agreement”) is made and is effective as of the 26th day of June, 2012 (the “Effective Date”) between THE UAB RESEARCH FOUNDATION, an Alabama not-for-profit corporation (“UABRF”) and BRICKELL BIOTECH, INC., a Delaware corporation (the “Licensee”).
AMENDMENT NO. 2 TO LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENTLicense, Development and Commercialization Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • New York
THIS AMENDMENT NO. 2 (this “Amendment”), dated October 6, 2017 (the “Amendment Effective Date”), is entered into by and between Brickell Biotech, Inc., a Delaware corporation (“Brickell”), and Kaken Pharmaceutical Co., Ltd., a company legally organized and existing under the law of Japan (“Kaken”).
LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT DATED AS OF MARCH 31, 2015 BY AND BETWEEN BRICKELL BIOTECH, INC. AND KAKEN PHARMACEUTICAL CO., LTD.License, Development and Commercialization Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • New York
This License, Development and Commercialization Agreement (this “Agreement”), dated as of March 31, 2015 (the “Effective Date”), is made by and between Brickell Biotech, Inc., a Delaware corporation (“Brickell”) and Kaken Pharmaceutical Co. Ltd., a company legally organized and existing under the laws of Japan (“Kaken”). Brickell and Kaken are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
SECOND RESTATED LICENSE AGREEMENTLicense Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances)
This Restated License Agreement (this “Agreement”), effective as of June 6, 2013 (the “Effective Date”) and first amended as of 28 January 2015 (the “License Restatement Effective Date”), and subsequently amended as of 23 November 2015 (the “Second License Restatement Effective Date”) is by and between:
ContractWarrant Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • New York
THIS WARRANT AND THE SECURITIES UNDERLYING THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED OR HYPOTHECATED UNLESS (A) THERE IS AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT COVERING SUCH SECURITIES AND THERE IS FULL COMPLIANCE WITH THE APPLICABLE STATE SECURITIES LAWS, (B) THE SALE IS MADE IN ACCORDANCE WITH RULE 144 UNDER THE SECURITIES ACT OR (C) BRICKELL BIOTECH, INC. (THE “COMPANY”) RECEIVES AN OPINION OF COUNSEL FOR THE HOLDER OF THE SECURITIES REASONABLY SATISFACTORY TO THE COMPANY STATING THAT SUCH SALE IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF THE SECURITIES ACT AND COMPLIES WITH APPLICABLE STATE SECURITIES LAWS.
BRICKELL BIOTECH, INC. Letter AgreementEmployment Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances)
Brickell Biotech, Inc., a Delaware corporation (“Brickell”) is pleased to offer you a position as Chief Accounting Officer. This letter agreement (“Agreement”) sets forth the basic terms and conditions of your at-will employment with Brickell as follows:
LICENSE AGREEMENTLicense Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • Florida
THIS LICENSE AGREEMENT (“Agreement”) is made effective as of December 15, 2012 (the “Effective Date”) by and among BODOR LABORATORIES, INC., a Florida corporation, having an office located at 4400 Biscayne Boulevard, Suite 980, Miami, FL 33137 (“BLI”) and NICHOLAS S. BODOR, a Florida resident residing at 10225 Collins Ave., Apt 1002, Bal Harbour, FL, USA 33154 (“Bodor”) (collectively BLI and Bodor are referred to herein as “Licensor”), and BRICKELL BIOTECH, INC., a Delaware corporation having an office located at 2600 Southwest Third Avenue, Suite 950, Miami, Florida 33129, and any Affiliates (collectively, “Licensee”). Licensor and Licensee are each individually referred to herein as a “Party” and collectively referred to as the “Parties.”
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • Colorado
THIS SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is made this November 27, 2018 (the “Effective Date”) by and between BRICKELL BIOTECH, INC., a Delaware corporation with a business address located at 5777 Central Avenue, Suite 102, Boulder, CO 80301 (the “Corporation”), and ANDREW SKLAWER, a Colorado resident, with an address of 1600 Linden Avenue, Boulder, CO 80304 (the “Executive”).
ASSET PURCHASE AGREEMENT by and between Brickell Biotech, Inc. as Purchaser And Panmira Pharmaceuticals, LLC as Seller Dated as of January 30, 2015Asset Purchase Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances)
THIS ASSET PURCHASE AGREEMENT is made as of January 30, 2015 by and between Brickell Biotech, Inc., a Delaware corporation (“Purchaser”), and Panmira Pharmaceuticals, LLC, a Delaware limited liability company (“Seller”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 3rd, 2019 • Brickell Biotech, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS ASSET PURCHASE AGREEMENT is made as of November 23, 2015 (“Effective Date”) by and between Brickell Biotech, Inc., a Delaware corporation (“Purchaser”), and Orca Pharmaceuticals LLC, a Delaware limited liability company (“Orca LLC”) and Orca Pharmaceuticals Limited, a company incorporated and registered under the laws of England and Wales (“Orca Ltd”), Orca LLC and Orca Ltd each known individually as a “Seller” and collectively as “Sellers”.
