CREDIT AGREEMENT amongCredit Agreement • March 7th, 2022 • Acer Therapeutics Inc. • Pharmaceutical preparations • New York
This CREDIT AGREEMENT (as may be amended, restated, supplemented, or otherwise modified from time to time, this “Agreement”) dated as of March 4, 2022 (the “Closing Date”), among ACER THERAPEUTICS INC., a Delaware corporation (“Borrower”), the financial institutions party hereto from time to time as lenders (each a “Lender” and collectively, the “Lenders”) and SWK FUNDING LLC, a Delaware limited liability company (in its individual capacity, “SWK”), as Agent for all Lenders.
GUARANTEE AND COLLATERAL AGREEMENT dated as of March 4, 2022 amongGuarantee and Collateral Agreement • March 7th, 2022 • Acer Therapeutics Inc. • Pharmaceutical preparations • New York
GUARANTEE AND COLLATERAL AGREEMENT, dated as of March 4, 2022 (as may be amended, restated, amended and restated, waived, supplemented, or otherwise modified from time to time, this “Agreement”), made by each signatory hereto (together with any other Person that becomes a party hereto as provided herein, each individually a “Grantor” and collectively, the “Grantors”), in favor of SWK FUNDING LLC, a Delaware limited liability company, as administrative and collateral agent (in such capacity, together with its successors and assigns, the “Agent”) for the benefit of all Lenders party to the Credit Agreement (as hereafter defined).
ContractAcer Therapeutics Inc. • March 7th, 2022 • Pharmaceutical preparations • Delaware
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES OR BLUE SKY LAWS OF ANY STATE AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES (SUBJECT TO THE PROVISIONS OF ARTICLE 5 BELOW), SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
ACER THERAPEUTICS INC. SECURED CONVERTIBLE NOTE PURCHASE AND SECURITY AGREEMENTSecured Convertible Note Purchase • March 7th, 2022 • Acer Therapeutics Inc. • Pharmaceutical preparations • New York
This Secured Convertible Note Purchase and Security Agreement (this “Agreement”) is made as of March 4, 2022, by and between ACER THERAPEUTICS INC., a Delaware corporation (the “Company”), MAM AARDVARK, LLC, a Delaware limited liability company (the “Agent”), and those purchasers listed on the attached Exhibit A, as such exhibit may be amended from time to time (each a “Purchaser,” and collectively, the “Purchasers”).
SYNTHETIC ROYALTY AGREEMENTSynthetic Royalty Agreement • March 7th, 2022 • Acer Therapeutics Inc. • Pharmaceutical preparations • New York
This SYNTHETIC ROYALTY AGREEMENT (this “Agreement”) dated as of March 4, 2022, is among Acer Therapeutics Inc., a Delaware corporation (the “Company”), MAM Aardvark, LLC, a Delaware limited liability company (as “Agent”), and Marathon Healthcare Finance Fund, L.P., a Delaware limited partnership (“MHFF”).
