Side Letter Agreement Regarding Payment of Legal Fees Related to Merger Agreement between Evofem Biosciences, Inc. and Woodford Investment Management Limited
Evofem Biosciences, Inc. and Woodford Investment Management Limited (acting for certain funds) agree that Evofem will pay up to £50,000, plus VAT, for legal fees incurred by Woodford's counsel, Mischon de Reya LLP, in connection with negotiating a merger agreement involving Evofem, Neothetics, Inc., and Nobelli Merger Sub, Inc. This agreement ensures Woodford's legal costs related to the merger are covered by Evofem, subject to the specified cap.
Exhibit 10.51
October 11, 2017
Woodford Investment Management Limited
| Re: | Payment of certain fees associated with the Agreement and Plan of Merger and Reorganization |
Ladies and Gentlemen:
This Side Letter (“Side Letter”) is entered into by and between Evofem Biosciences, Inc. (“Evofem”) and Woodford Investment Management Limited (“WIM”), acting as agent for and on behalf of each CF Woodford Equity Income Fund, a sub fund of CF Woodford Investment Fund, Omnis Income & Growth Fund, a sub fund of Omnis Portfolio Investments ICVC, and Woodford Patient Capital Trust Plc, as of the date first written above.
It is hereby agreed that Evofem shall pay the reasonable legal fees of Mischon de Reya LLP, incurred by WIM, in connection with the negotiation of that certain Agreement and Plan of Merger and Reorganization, by and between Neothetics, Inc., Nobelli Merger Sub, Inc., and Evofem (the “Merger Agreement”) and related transactions, in an amount not to exceed, in the aggregate, £50,000, plus value added tax associated with said legal fees.
Yours sincerely,
| Evofem Biosciences, Inc. | ||
| By: | /s/ Jay File | |
| Jay File | ||
| Chief Financial Officer | ||
