ALEXZA PHARMACEUTICALS, INC. WARRANT TO PURCHASE COMMON STOCKAlexza Pharmaceuticals Inc. • March 29th, 2007 • Pharmaceutical preparations • New York
THIS CERTIFIES THAT, for value received, SYMPHONY ALLEGRO HOLDINGS LLC, with its principal office at 7361 Calhoun Place, Suite 325, Rockville, MD 20855, or its assigns (the “Holder”), is entitled to subscribe for and purchase at the Exercise Price (defined below) from Alexza Pharmaceuticals, Inc., a Delaware corporation, with its principal office at 1020 East Meadow Circle, Palo Alto, CA 94303 (the “Company”) up to two million (2,000,000) shares of the Common Stock of the Company (the “Common Stock”), subject to adjustment as provided herein. This Warrant is being issued pursuant to the terms of the Warrant Purchase Agreement, dated December 1, 2006, by and among the Company and the Holder (the “Warrant Purchase Agreement”). Capitalized terms not otherwise defined herein shall have the respective meanings ascribed to such terms in the Warrant Purchase Agreement.
REGISTRATION RIGHTS AGREEMENT between ALEXZA PHARMACEUTICALS, INC. and SYMPHONY ALLEGRO HOLDINGS LLC Dated as of December 1, 2006Registration Rights Agreement • March 29th, 2007 • Alexza Pharmaceuticals Inc. • Pharmaceutical preparations • Delaware
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 1, 2006, by and between ALEXZA PHARMACEUTICALS, INC., a Delaware corporation (“Alexza”), and SYMPHONY ALLEGRO HOLDINGS LLC, a Delaware limited liability company (together with its permitted successors, assigns and transferees, “Holdings”).
NOVATED AND RESTATED TECHNOLOGY LICENSE AGREEMENT dated as of December 1, 2006 among ALEXZA PHARMACEUTICALS, INC., SYMPHONY ALLEGRO, INC. and SYMPHONY ALLEGRO HOLDINGS LLCNovated and Restated Technology License Agreement • March 29th, 2007 • Alexza Pharmaceuticals Inc. • Pharmaceutical preparations • New York
This NOVATED AND RESTATED TECHNOLOGY LICENSE AGREEMENT (this “Agreement”) is made and effective as of December 1, 2006, by and among Alexza Pharmaceuticals, Inc., a Delaware corporation (the “Licensor”), Symphony Allegro, Inc., a Delaware corporation (“Symphony Allegro”) (each of Licensor and Symphony Allegro being a “Party,” and collectively, the “Parties”), and Symphony Allegro Holdings LLC, a Delaware limited liability company (“Holdings”).
Landlord: Britannia Hacienda VIII LLC Tenant: Alexza Pharmaceuticals, Inc. Date: August 25, 2006 1. PROPERTY 1 1.1 Lease of Premises 1 1.2 Landlord’s Reserved Rights 2 1.3 First Refusal Right to Lease 2 1.4 Right of First Offer to Lease 4 2. TERM 5...Lease • March 29th, 2007 • Alexza Pharmaceuticals Inc. • Pharmaceutical preparations • California
THIS LEASE (“Lease”) is made and entered into as of August 25, 2006 (the “Lease Commencement Date”) by and between BRITANNIA HACIENDA VIII LLC, a Delaware limited liability company (“Landlord”), and ALEXZA PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).
CONFIDENTIALITY AGREEMENTConfidentiality Agreement • March 29th, 2007 • Alexza Pharmaceuticals Inc. • Pharmaceutical preparations • Delaware
This CONFIDENTIALITY AGREEMENT (this “Agreement”) is dated as of December 1, 2006, by and among Symphony Allegro, Inc., a Delaware corporation (“Symphony Allegro”), Symphony Allegro Holdings LLC, a Delaware limited liability company (“Holdings”), Alexza Pharmaceuticals, Inc., a Delaware corporation (“Alexza”), Symphony Capital Partners, L.P., a Delaware limited partnership (“SCP”), Symphony Strategic Partners, LLC, a Delaware limited liability company (“SSP” and, together with SCP, the “Symphony Funds”), Symphony Allegro Investors LLC, a Delaware limited liability company (“Investors”), Symphony Capital LLC, a Delaware limited liability company (“Symphony Capital”) and RRD International, LLC, a Delaware limited liability company (“RRD”).
ContractResearch and Development Agreement • March 29th, 2007 • Alexza Pharmaceuticals Inc. • Pharmaceutical preparations • New York
[ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
PURCHASE OPTION AGREEMENT by and among ALEXZA PHARMACEUTICALS, INC., SYMPHONY ALLEGRO HOLDINGS LLC and SYMPHONY ALLEGRO, INC. Dated as of December 1, 2006Purchase Option Agreement • March 29th, 2007 • Alexza Pharmaceuticals Inc. • Pharmaceutical preparations • Delaware
This PURCHASE OPTION AGREEMENT (this “Agreement”) is entered into as of December 1, 2006 (the “Closing Date”), by and among ALEXZA PHARMACEUTICALS, INC., a Delaware corporation (“Alexza”), SYMPHONY ALLEGRO HOLDINGS LLC, a Delaware limited liability company (“Holdings”), and SYMPHONY ALLEGRO, INC., a Delaware corporation (“Symphony Allegro”). Capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in Annex A attached hereto.
