Exhibit 10.1

CERTAIN CONFIDENTIAL INFORMATION INDICATED BY “[***]” HAS BEEN OMITTED FROM

THE FILED COPY OF THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND

(II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.

EXCLUSIVE

DISTRIBUTORSHIP AGREEMENT

THIS DISTRIBUTOR AGREEMENT (this Agreement) is entered into as of April 24, 2026, by and between Clovis Davis Pharmaceuticals, LLC., a Delaware Limited Liability Company, (hereinafter “Distributor”), located at 2518 Burnsed Blvd., Ste 610, The Villages, FL 32163 and Evofem Biosciences, Inc., a Delaware corporation (hereinafter “Evofem”) located at 12636 High Bluff Dr. #400, San Diego, CA 92130.

RECITALS

THE PARTIES AGREE AS FOLLOWS:

“Agreement” means this Distribution Agreement and includes all schedules and amendments to this Agreement.

“Approval” means all permits, licenses or approvals required from time to time to sell or distribute the Products in the Territory.

“Confidential Information” means all of the following: (a) the trade secrets of the Parties; (b) the names of all past, present, and prospective employees of such Party; and (c) the Party’s past, present, and prospective systems, methods and procedures used in the operation of such Party’s business; (d) any other oral, written, electronic and/or recorded non-public information of any Party’s business, products, financial condition, operations, assets or liabilities; (e) any documentary information that is marked “Confidential”, “Private”, “Secret”, “In Confidence” or “Not to be disclosed”; (f) all notes, analyses, summaries, compilations, studies projections, forecasts budgets, price list or records of any Party that is marked confidential or which by its nature is confidential.

Confidential Information excludes information that is: (a) publicly available other than as a result of a wrongful disclosure by the receiving party; (b) independently acquired or developed by a Party without breach of this Agreement; or (c) available to a Party on a non-confidential basis from a third person not bound by any confidentiality agreement or fiduciary obligation owed to the other Party.

“Consumer” means any individual, business, or entity that purchases or may purchase the Products for end use or resale within the Territory. This definition excludes wholesalers or distributors unless otherwise specified.

“Deliver/Delivery” means delivery of the Products to the Distributor’s nominated warehouse in the Territory.

“Distributorship” means this distributorship relationship between the Parties.

“Intellectual Property” includes all forms of intellectual property rights recognized under law, whether registered or unregistered, including copyrights, trademarks, patents, designs, trade secrets, and processes. This includes rights applied for but not yet granted.

“Invoice” means an invoice in the form as provided by Evofem.

“Law” means all applicable statutes, Acts, rules, regulations and by-laws current in the United States of America and the Territory together with all amendments and replacing laws.

“Material Breach” means any of the following:

“Market Conformant” defined as Products that meet the product specifications provided by Evofem as well as the quality standards and legal requirements for sale within the U.S. and are fit for their intended purpose as defined by Good Manufacturing Practice (GMP) regulations promulgated by the U.S. Food and Drug Administration under the authority of the Federal Food, Drug and Cosmetic Act.

“New Products” means 1) all new products of whatever kind that Evofem introduces as part of its overall range of Products available for sale in the Territory and 2) all enhancements, upgrades, new versions and/or replacements of any of the Products and/or newly developed products of Evofem.

“New Territory” means all new territories, countries, and regions in Africa within which Evofem or Distributor desires to sell Evofem’s products , subject to regulatory approval to sell within that New Territory.

“Notice” means a written communication delivered via email, facsimile, or registered mail. Notices by email are deemed received upon the sender receiving an automated read receipt or reply; notices by facsimile are deemed received upon successful transmission confirmation; notices by registered mail are deemed received seven business days after posting.

“Order” means an Order placed by the Distributor to Evofem for any of the Products, which Order must be in the form specified by Evofem. The Order must include details of the Products’ description, the quantity ordered, the price per item in USD, the total price in USD, the requested time for Delivery and such other information as the Parties may reasonably require.

“Party/Parties” means the Parties to this Agreement and includes their lawful successors and assigns. Any reference to a Party will include, where applicable, any subsidiary controlled by a Party or by the same persons who control that Party.

“Person” includes anybody that is recognized at Law in the Territory whether it be a natural person, an entity or corporation.

“Products” includes all the products listed in Schedule B.

“Quarterly” means a period of 3 months.

“Recommended Retail Prices” means the prices set out in Schedule C which Evofem recommends to the Distributor as the selling price of the Products to Consumers.

“Territory” is defined with specific geographical boundaries as detailed in Item 7 - The Territory of Schedule A, including all major regions and any specific exclusions.

“Term” means the period commencing as set out in Items 5 and 6 - The Term of Schedule A unless this Agreement is terminated by either Party during that period, in which case the Term will expire on the date of such termination. The Term also includes all extensions of the Term and all other periods such as the Parties may in writing agree.

“US $” and “USD” mean United States Dollar.

“Year” means each period of 12 months during the Term, the first Year commencing on the date hereof and expiring on the day before the anniversary of the date hereof.

(a) the Products and their packaging at the time of shipment will be fit and Market Conformant at that time; and

(b) if any Product and/or its packaging is damaged or not Market Conformant, and such damage or non-Market Conformance was not apparent upon delivery or reasonably discoverable in the initial fourteen (14) day inspection window as set out in Section 12.4 below, and was not caused as a result of shipping/transport, for which Distributor is responsible, and provided the Distributor has stored the Product in question in accordance with the USPI and as noted in Schedule D, and provided no “use by date” has expired and the Product is not within three (3) months of its “use by date” and the Distributor has not altered, tampered with, or adulterated the Product and/or its packaging, then:

(i) Evofem must either replace or pay the cost of replacing the defective Product as determined by Evofem at its sole discretion on a case-by-case basis and at its own cost, and bear the cost of the defective Product destruction within the Territory under oversight of Distributor, with certification of destruction as applicable; or

(ii) where the defect is confined to the Product’s packaging, Evofem shall at its own expense:

(c) in the event the U.S. Food and Drug Administration (FDA) or any regulatory authority in the Territory issues a recall or withdrawal of any Product, or if Evofem determines a recall is necessary or advisable, Evofem shall promptly notify Distributor in writing of such recall, specifying the reasons for the recall and the actions to be taken by both Parties.

(i) Distributor shall notify Evofem immediately upon becoming aware of any event, incident, or circumstance that could lead to a recall, market withdrawal, or safety alert regarding any Product.

(ii) Upon receipt of a recall notification from Evofem, Distributor shall immediately cease all distribution and sale of the recalled product and quarantine all existing inventory.

(iii) Distributor shall cooperate fully with Evofem in the recall process, including but not limited to the authorized destruction of recalled Products, providing all necessary information for Evofem to account for all distributed Products and assisting in notifying Consumers of the recall.

(iv) Evofem shall bear all actual, reasonable, and documented costs and expenses associated with the recall, including, but not limited to, the costs of notification, and destruction of recalled Product, unless the recall is due to the actions, inactions, negligence, willful misconduct, or breach of this Agreement by Distributor, or its Agents.

(a) Deliver sufficient quantities of Products Ordered by the Distributor so as to allow the Distributor to satisfy all of its outstanding contractual obligations to its Consumers, or

(b) at its sole discretion take over responsibility for meeting all those outstanding orders, in which event Evofem shall bear all responsibility for those Consumers in respect to those outstanding Orders.

(a) The Distributor fails to pay any amount owing to Evofem when due;

(b) The Distributor becomes insolvent;

(c) The Distributor commits any breach of this Agreement and fails to remedy that breach within 30 days of the date of a written request from Evofem to do so;

(d) The Distributor breaches any terms of this Agreement that is expressed to be an essential term; and

(e) The Distributor ceases to carry on business.

(a) Evofem fails to Deliver any of the Products to the Distributor within 30 days of the delivery date specified in the Order for Delivery which has been accepted by Evofem in writing and the Distributor has requested in writing such Delivery and that Delivery has not been made within those 30 days, barring any delays that may related to or arise from any required changes to packaging / label;

(b) Evofem fails to make any payment due by it to the Distributor within 30 days of being requested by the Distributor in writing to make such payment as required including, but not be limited to, the terms as described in 7.1.b.i, 7.1.c.iv;

(c) Evofem commits any breach of this Agreement and fails to remedy that breach within 30 days of being requested by the Distributor to remedy that breach;

(d) Evofem ceases to carry on business;

(e) Evofem ceases to supply any of the Products;

(f) There is a substantial governmental mandated product recall of any of the Products in the Territory;

(g) It becomes unlawful to sell the Products or any part of them in the Territory;

(h) Evofem breaches any term of this Agreement that is expressed to be an essential term.

(a) the payment of any sum;

(b) any continuing obligations to any Consumers;

(c) Product warranty to Consumers;

(d) Confidential Information;

(e) return of property and transfer of trademarks and Intellectual Property;

(f) obligations in this Clause and otherwise in this Agreement that are expressly intended to apply after termination.

(a) The Distributor will promptly notify Evofem of all stock of the Products which it has, and which are not required by it to fulfil outstanding contractual obligations to Consumers;

(b) Within 14 days thereafter, Evofem may elect (but is not obliged) to buy back all commercial inventory of the Products held by the Distributor which the Distributor is not contractually obliged to sell to its Consumers. The price Evofem will pay for the buyback of commercial inventory will be the price paid by the Distributor for the commercial inventory plus 10% less all set offs (if any) of amounts owing by the Distributor to Evofem. Nothing in this paragraph obliges Evofem to buy back commercial inventory that is unfit for sale or that has been damaged. Damage includes damage to packaging.

(c) The Distributor must, subject to this Agreement, meet all its outstanding contractual obligations in any respect of its Consumers.

(d) If within 14 days of termination Evofem has not purchased all the stock of the Products held by the Distributor, then notwithstanding anything else where contained the Distributor will be entitled to sell all its remaining commercial inventory of the Products in the Territory.

(e) In the event of Evofem buying back the commercial inventory of the Products from the Distributor, Evofem will pay (less any set offs) the Distributor for all such stock bought back and take delivery thereof at the date and time of payment. Delivery will be at the place where the stock is stored by the Distributor.

14. RELATIONSHIP

(a) where a dispute arises between the Parties, the complainant Party will set out in writing and in English what it regards the dispute to be, telling the respondent Party:

(i) the nature of the dispute; and

(ii) what outcome the complainant wants;

(iii) what action the complainant Party requires in order to settle the dispute.

(b) both Parties will make every effort to resolve the dispute informally through negotiation and will in so doing act in good faith.

(i) if the Parties cannot agree under sub clause (b) within seven (7) days, either Party may refer the matter to a mediator; and

(ii) if the Parties cannot agree about who should be the mediator, either Party may ask the American Arbitration Association to act as the mediator and that mediator will act as mediator of the dispute;

Except for obligations to make payment, non-performance by any Party will be excused to the extent that performance is rendered impossible or impractical by acts of God, lighting strike, earthquakes, floods, storms, explosions, fires and any natural disaster, acts of war, acts of public enemies, terrorism, riots, civil commotion, malicious damage, sabotage and revolution or governmental acts or orders or restrictions.

If any clause of this Agreement is invalid under any applicable such Law, the clause will be limited, narrowed, construed, or altered as necessary to render it valid, but only to the extent necessary to achieve such validity. If necessary, the invalid clause will be deleted from the Agreement and the remaining clauses will remain in full force and effect.

This Agreement may be executed in counterparts, each of which will be deemed to be an original and all of which together will constitute one instrument and Agreement.

This Agreement is entered into for the benefit of the Parties and may not be deemed to grant any rights or interests to any third party.

Each Party acknowledges and represents to each other that it has had the opportunity to seek and obtain separate and independent legal advice before entering into this Agreement. If either Party has entered this Agreement without first taking legal advice, it has done so at its sole and absolute discretion, and it will not be entitled to rely upon the absence of legal advice as a defense to any breach of any of the clauses of this Agreement.

Each Party represents and warrants that it is duly organized, validly existing, and in good standing under the laws of its jurisdiction of incorporation of formation, and each Party agrees to maintain its good standing status throughout the term of this Agreement.

Both Parties agree to comply with all applicable federal, state, and local laws, regulations, and ordinances in the performance of their obligations under this Agreement.

Distributor agrees to defend, indemnify and hold harmless Evofem and its officers, directors, employees, agents, representatives, successors and assigns from and against any and all claims, damages, liabilities, losses, judgments, penalties, costs and expenses (including without limitation attorneys’ fees) directly arising out of or directly resulting from (i) any negligent or intentional acts or omissions of distributor or any of its directors, officers, employees, subcontractors, representatives, distributors, stockholders, partners, licensees, franchisees or agents, (ii) Distributor’s performance pursuant to this Agreement, including in the sales and referrals of the Products, (iii) any incorrect or misleading information provided by Distributor in respect to the Products, (iv) any alteration of the Products by distributor, or (v) violation of applicable law by, Distributor or any of its directors, officers, employees, subcontractors, representatives, distributors, stockholders, partners, licensees, franchisees or agents, whether or not constituting a breach of any of the provisions of this Agreement.

Evofem will defend, indemnify and hold harmless the Distributor and its officers, directors, employees, agents, representatives, successors and assigns from and against any and all damage, liability, loss, judgment, penalty, cost and expense (including without limitation attorneys’ fees) to the extent arising directly out of or resulting directly from an action or proceeding brought by a third party alleging that Evofem’s trademarks and/or any Products sold to Distributor infringe its U.S. patent, trademark or copyright. If the use or sale of any Products furnished under this Agreement is enjoined as a result of such an action or proceeding, Evofem, at its sole cost and expense, shall either obtain on behalf of the Distributor the right to continue to use or sell such Products, substitute an equivalent Product reasonably acceptable to Distributor in its place, or reimburse Distributor the purchase price of the Products. Evofem will further defend, indemnify, and hold harmless the Distributor and its officers, directors, employees, agents, representatives, successors and assigns from and against any and all damage, liability, loss, judgment, penalty, cost and expense (including without limitation attorneys’ fees) to the extent arising directly out of or resulting directly from, (i) any incorrect or misleading information provided by Evofem in respect to the use of the Products, (iii) faulty or defective Products manufactured by or for Evofem, or (iv) any negligent or intentional acts or omissions of Evofem or any of its directors, officers, employees, subcontractors, representatives, distributors, stockholders, partners or agents, whether or not constituting a breach of any of the provisions of this Agreement.

Notwithstanding anything herein to the contrary, when the Products reach the Distributor’s warehouse, Distributor acknowledges that it is obliged to follow the U.S. Food and Drug Administration (“FDA”) standards with respect to proper storage and subsequent transportation of the Products and that Distributor is responsible for, and Evofem’s indemnification obligations shall not apply to, any damages to the Products to the extent arising from Distributor’s improper storage and/or transportation thereof.

Signed on this the 24 day of April, 2026.

Executed by: Clovis Davis Pharmaceuticals, LLC

Executed by: EVOFEM BIOSCIENCES, INC.