GEMPHIRE THERAPEUTICS INC. FORM OF NOTE PURCHASE AGREEMENT JOINDER AGREEMENTNote Purchase Agreement • January 19th, 2016 • Gemphire Therapeutics Inc. • Pharmaceutical preparations
THIS JOINDER AGREEMENT (this “Joinder Agreement”) is made as of December , 2015, by and among GEMPHIRE THERAPEUTICS INC., a Delaware corporation (the “Company”), and the individual or entity listed on the signature page attached hereto (the “Purchaser”).
AMENDMENT NO.3 TO OFFICE SPACE SUBLEASE AGREEMENTOffice Space Sublease Agreement • January 19th, 2016 • Gemphire Therapeutics Inc. • Pharmaceutical preparations
This Amendment No. 3 to the Office Space Sublease Agreement dated effective September 25, 2015 (this “Amendment”) is made by and between Gemphire Therapeutics Inc. (“GEMPHIRE”) and Michigan Life Ventures, LLC (“MLV”). This Amendment amends the Office Space Sublease Agreement with an effective date of January 1, 2015, by and between GEMPHIRE and MLV (the “Agreement”). All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Agreement.
FORM OF NOTE PURCHASE AGREEMENTNote Purchase Agreement • January 19th, 2016 • Gemphire Therapeutics Inc. • Pharmaceutical preparations • Michigan
This Note is issued pursuant to the terms of that certain Note Purchase Agreement, dated as of July 31, 2015 (the “Note Purchase Agreement”), among the Company and, among others, the Holder and is entitled to the benefit thereof. Capitalized terms used herein without definition shall have the respective meanings ascribed to them in the Note Purchase Agreement.
GEMPHIRE THERAPEUTICS INC. INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • January 19th, 2016 • Gemphire Therapeutics Inc. • Pharmaceutical preparations • Michigan
THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”) is entered into as of March 31 2015 by and among GEMPHIRE THERAPEUTICS INC., a Delaware corporation (the “Company”), and the Investors listed on EXHIBIT A attached to this Agreement (collectively, the “Investors” and each, without distinction among them, an “Investor”).
AMENDMENT NO. 4 TO OFFICE SPACE SUBLEASE AGREEMENTOffice Space Sublease Agreement • January 19th, 2016 • Gemphire Therapeutics Inc. • Pharmaceutical preparations
This Amendment No. 4 to the Office Space Sublease Agreement dated effective October 31, 2015 (this “Amendment”) is made by and between Gemphire Therapeutics Inc. (“GEMPHIRE”) and Michigan Life Ventures, LLC (“MLV”). This Amendment amends the Office Space Sublease Agreement with an effective date of January 1, 2015, by and between GEMPHIRE and MLV (the “Agreement”). All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Agreement.
GEMPHIRE THERAPEUTICS INC. FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT AND CONVERTIBLE PROMISSORY NOTESNote Purchase Agreement • January 19th, 2016 • Gemphire Therapeutics Inc. • Pharmaceutical preparations • Michigan
THIS FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT AND CONVERTIBLE PROMISSORY NOTES (this “Amendment”) is made effective as of this 10th day of December, 2015 (the “Amendment Date”), by and among GEMPHIRE THERAPEUTICS INC., a Delaware corporation (the “Company”), and the purchasers of the Company’s Convertible Promissory Notes identified on the signature page attached hereto (the “Purchasers”).
AMENDMENT NO. 5 TO OFFICE SPACE SUBLEASE AGREEMENTOffice Space Sublease Agreement • January 19th, 2016 • Gemphire Therapeutics Inc. • Pharmaceutical preparations
This Amendment No. 5 to the Office Space Sublease Agreement dated effective December 16, 2015 (this “Amendment”) is made by and between Gemphire Therapeutics Inc. (“GEMPHIRE”) and Michigan Life Ventures, LLC (“MLV”). This Amendment amends the Office Space Sublease Agreement with an effective date of January 1, 2015, by and between GEMPHIRE and MLV (the “Agreement”). All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Agreement.
