ContractNupathe Inc. • June 15th, 2010 • Pharmaceutical preparations • Maryland
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
ContractNupathe Inc. • June 15th, 2010 • Pharmaceutical preparations • Maryland
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
NUPATHE INC. AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • June 15th, 2010 • Nupathe Inc. • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of July 8, 2008, by and among NuPathe Inc., a Delaware corporation (the “Company”), those persons identified on Exhibit A hereto (the “Existing Holders”), and the investors identified on Exhibit B hereto (the “Investors,” and together with the Existing Holders and such other parties who may become parties hereto pursuant to the terms hereof, the “Parties” and individually, each a “Party”).
EQUIPMENT FUNDING AGREEMENTEquipment Funding Agreement • June 15th, 2010 • Nupathe Inc. • Pharmaceutical preparations • New Jersey
This EQUIPMENT FUNDING AGREEMENT (this “Agreement”), is entered into as of 1 day of June, 2010 (“Effective Date”) by and between NuPathe Inc., a Delaware corporation with its principal place of business at 227 Washington Street, Suite 200, Conshohocken, PA 19428 USA (“NuPathe”) and
FEASIBILITY EVALUATION AGREEMENT (WITH OPTION TO LICENSE) BETWEEN BROOKWOOD PHARMACEUTICALS, INC. AND NUPATHE INC. DATE: March 19, 2007Feasibility Evaluation Agreement • June 15th, 2010 • Nupathe Inc. • Pharmaceutical preparations
THIS FEASIBILITY EVALUATION (“AGREEMENT”) is made and entered into on March 19, 2007, by and between BROOKWOOD PHARMACEUTICALS, INC., having an address at 756 Tom Martin Drive, Birmingham, Alabama, 35211, United States of America (hereinafter “BROOKWOOD”), and NUPATHE INC., having an address at 375 East Elm Street, Suite 110, Conshohocken, Pennsylvania 19428 (hereinafter “CLIENT”).
LICENSE AGREEMENTLicense Agreement • June 15th, 2010 • Nupathe Inc. • Pharmaceutical preparations
THIS LICENSE AGREEMENT (this “Agreement”), effective as of September 23, 2009 (the “Effective Date”), is entered into between SURMODICS PHARMACEUTICALS, INC., a Delaware corporation (“SMP”), having a place of business at 750 Lakeshore Parkway, Birmingham, Alabama 35211, U.S.A., and NUPATHE, INC., a Delaware corporation (“NUPATHE”), having a place of business at 227 Washington Street, Suite 200, Conshohocken, Pennsylvania 19428, U.S.A. with respect to the following facts:
DIRECTOR INDEMNIFICATION AGREEMENT1 NUPATHE INC.Director Indemnification Agreement • June 15th, 2010 • Nupathe Inc. • Pharmaceutical preparations • Delaware
THIS DIRECTOR INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of ___, 20___, by and among NuPathe Inc., a Delaware corporation (the “Company”), and the Director of the Company who is a signatory hereto (the “Indemnitee”).
Indemnification AgreementsAgreements • June 15th, 2010 • Nupathe Inc. • Pharmaceutical preparations
The following current directors of NuPathe Inc. are each a party to an Indemnification Agreement with NuPathe Inc. consistent in all material respects with the Form of Indemnification Agreement which is filed as Exhibit 10.17 to Amendment No. 1 to NuPathe Inc.’s Registration Statement on Form S-1 filed June 15, 2010.
University of Pennsylvania Patent License AgreementPatent License Agreement • June 15th, 2010 • Nupathe Inc. • Pharmaceutical preparations • Pennsylvania
This Patent License Agreement (this “Agreement”) is between The Trustees of the University of Pennsylvania, a Pennsylvania nonprofit corporation (“Penn”), and NuPathe Inc., a corporation organized and existing under the laws of Delaware, (“Company”). This Agreement is being signed on June 21, 2006 (the “Execution Date”). This Agreement will become effective on July 1, 2006 (the “Effective Date”).
ASSET PURCHASE AND LICENSE AGREEMENT BY AND BETWEEN NUPATHE INC., AND TRAVANTI PHARMA INC.Asset Purchase and License Agreement • June 15th, 2010 • Nupathe Inc. • Pharmaceutical preparations • Delaware
Asset Purchase and License Agreement (this “Agreement”), dated as of July 8, 2008, by and between Travanti Pharma Inc., a Minnesota corporation with a principal place of business at 2520 Pilot Knob Road, Suite 100, Mendota Heights, MN 55120 (“Travanti”), and NuPathe Inc., a Delaware corporation with a principal place of business at 227 Washington Street, Suite 200, Conshohocken, PA 19428 (“NuPathe”).
Development and License Agreement Between NuPathe Inc. and LTS Lohmann Therapie-Systeme AGDevelopment and License Agreement • June 15th, 2010 • Nupathe Inc. • Pharmaceutical preparations
THIS AGREEMENT, effective as of September 14, 2007 (“Effective Date”) by and among LTS Lohmann Therapie-Systeme AG, a company organized under the laws of Germany having a principal place of business at Lohmannstraße 2, 56626 Andernach, Federal Republic of Germany (“LTS”);
SECURED SUBORDINATED CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT NUPATHE INC. April 9, 2010Purchase Agreement • June 15th, 2010 • Nupathe Inc. • Pharmaceutical preparations • Delaware
THIS SECURED SUBORDINATED CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT (the “Agreement”) is entered into on April 9, 2010 by and among NuPathe Inc., a Delaware corporation (the “Company”), and the purchasers identified on Exhibit A on the date hereof (the “Purchasers”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 15th, 2010 • Nupathe Inc. • Pharmaceutical preparations • Maryland
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 13, 2010 (the “Effective Date”) among MIDCAP FUNDING III, LLC, a Delaware limited liability company, with an office located at 7735 Old Georgetown Road, Suite 400, Bethesda, Maryland 20814 (“MidCap”), as collateral agent (“Agent”) and as a Lender, SILICON VALLEY BANK, a California corporation and with a loan production office located at 100 Matsonford Road, Building 5, Suite 555, Radnor, Pennsylvania 19087 (“SVB”), as a Lender, the Lenders listed on Schedule 1.1 hereof and otherwise party hereto from time to time (each a “Lender” and collectively, the “Lenders”), and NUPATHE INC., a Delaware corporation (“Borrower”), provides the terms on which Lenders shall lend to Borrower and Borrower shall repay Lenders. The parties agree as follows:
