ContractAcura Pharmaceuticals, Inc • March 31st, 2020 • Pharmaceutical preparations • New York
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 AS SET FORTH IN SECTION 5.3 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENTLicense, Development and Commercialization Agreement • March 31st, 2020 • Acura Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This License, Development and Commercialization Agreement (“Agreement”) is made and entered into as of June 28, 2019 (the “Effective Date”) by and between Abuse Deterrent Pharmaceuticals, LLC, with offices at 333 E. Main Street, Suite 220, Louisville, Kentucky 40202 (“AD Pharma”), and Acura Pharmaceuticals, Inc., with offices at 616 N. North Court, Palatine IL 60067 (“Acura”). AD Pharma and Acura each are referred to herein as a “Party” and collectively as the “Parties.”
Assignment of Promissory Note, Warrant and Security AgreementWarrant and Security Agreement • March 31st, 2020 • Acura Pharmaceuticals, Inc • Pharmaceutical preparations
For value received, John Schutte (“Assignor”) hereby assigns and transfers to Abuse Deterrent Pharma, LLC, a Kentucky limited liability company (“Assignee”), all of the Assignor’s right, title and interest in and to (i) that certain Amended, Consolidated and Restated Convertible Secured Promissory Note (the “Note”) dated June 28, 2019 made and delivered by Acura Pharmaceuticals, Inc., a New York corporation (the “Company”), to Assignor in the aggregate principal sum of Six Million DOLLARS ($6,000,000), (ii) that certain Warrant to purchase common stock dated June 28, 2019 made and delivered by the Company to Assignor, and (iii) that certain Security Agreement dated June 28, 2019 made by the Company in favor of Assignor, each without recourse or any warranty.
