SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 21st, 2007 • Acura Pharmaceuticals, Inc • Pharmaceutical preparations • New York
SECURED PROMISSORY NOTESecured Promissory Note • August 21st, 2007 • Acura Pharmaceuticals, Inc • Pharmaceutical preparations • New York
FIFTH AMENDMENT, WAIVER AND CONSENT TO LOAN AGREEMENTLoan Agreement • August 21st, 2007 • Acura Pharmaceuticals, Inc • Pharmaceutical preparations • New York
THIS FIFTH AMENDMENT, WAIVER AND CONSENT TO LOAN AGREEMENT, dated as of August 20, 2007 (the “Fifth Amendment”), is made and entered into by and between Acura Pharmaceuticals, Inc., a New York corporation (“Borrower”), and Galen Partners III, L.P., a Delaware limited partnership, as Agent under that certain Noteholders Agreement dated as of February 6, 2004 (“Lender”). Capitalized terms used herein and not otherwise defined shall have the meaning provided in the Loan Agreement (as defined below).
ACURA PHARMACEUTICALS, INC. WARRANTAcura Pharmaceuticals, Inc • August 21st, 2007 • Pharmaceutical preparations • New York
ACURA PHARMACEUTICALS, INC., a New York corporation (the “Company”), hereby certifies that, for value received, or its registered assigns (the “Holder”), is entitled to purchase from the Company up to a total of shares of common stock, $0.01 par value per share (the “Common Stock”), of the Company (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price equal to $0.34 per share (as adjusted from time to time as provided in Section 9 , the “Exercise Price”), at any time on or after date hereof and through and including August [__], 2014 (the “Expiration Date”), and subject to the following terms and conditions. This Warrant (this “Warrant”) is one of a series of similar warrants issued pursuant to that certain Securities Purchase Agreement, dated as of the date hereof, by and among the Company and the Investors identified therein (the “Purchase Agreement”). All such warrants are referred to herein, collectively, as the “Warrants.”
