March 22nd, 2022 · Common Contracts · 1000 similar Nymox Pharmaceutical Corp – SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 18, 2022, between Nymox Pharmaceutical Corporation, a company incorporated under the International Business Companies Act of the Bahamas (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
This Securities Purchase Agreement (this “Agreement”) is dated as of March 18, 2022, between Nymox Pharmaceutical Corporation, a company incorporated under the International Business Companies Act of the Bahamas (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
May 6th, 2021 · Common Contracts · 1000 similar Nymox Pharmaceutical Corp – REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 28, 2021, by and between Nymox Pharmaceutical Corporation, a company incorporated under the International Business Companies Act of the Bahamas (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 28, 2021, by and between Nymox Pharmaceutical Corporation, a company incorporated under the International Business Companies Act of the Bahamas (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
December 9th, 2021 · Common Contracts · 1000 similar Nymox Pharmaceutical Corp – NYMOX PHARMACEUTICAL CORPORATION and _______________________________, as Trustee INDENTURE Dated as of ___________, 20__ Providing for the Issuance of Debt Securities CROSS-REFERENCE TABLE* THIS INDENTURE, between Nymox Pharmaceutical Corporation, a Bahamian corporation (hereinafter called the “Company”) having its principal office at Bay & Deveaux Streets, Nassau, The Bahamas, and, [ ], a [ ] as trustee (hereinafter called the “Trustee”), is made and entered into as of this [ ] day of [ ], 20[ ].
THIS INDENTURE, between Nymox Pharmaceutical Corporation, a Bahamian corporation (hereinafter called the “Company”) having its principal office at Bay & Deveaux Streets, Nassau, The Bahamas, and, [ ], a [ ] as trustee (hereinafter called the “Trustee”), is made and entered into as of this [ ] day of [ ], 20[ ].
January 5th, 2007 · Common Contracts · 1000 similar Quidel Corp /De/ – QUIDEL CORPORATION AND AMERICAN STOCK TRANSFER & TRUST COMPANY AS RIGHTS AGENT AMENDED AND RESTATED RIGHTS AGREEMENT DATED DECEMBER 29, 2006 which the Board of Directors of the Company determines to be fair to and otherwise in the best interests of the Company and its stockholders), then each holder of a Right will thereafter have the right to receive, upon exercise, Common Stock (or, in certain circumstances, cash, property or other securities of the Company) having a value equal to two times the Purchase Price of the Right, as adjusted. Rights are exercisable following the occurrence of the foregoing only after such time as the Rights are no longer redeemable by the Company, as set forth below. Notwithstanding any of the foregoing, following the occurrence of the event set forth in this paragraph, all Rights that are, or (under certain circumstances specified in the Rights Agreement) were, beneficially owned by any Acquiring Person (including its associates and affiliates and certain others acting in conjunction with the Acquiring Person) will be null and void.
which the Board of Directors of the Company determines to be fair to and otherwise in the best interests of the Company and its stockholders), then each holder of a Right will thereafter have the right to receive, upon exercise, Common Stock (or, in certain circumstances, cash, property or other securities of the Company) having a value equal to two times the Purchase Price of the Right, as adjusted. Rights are exercisable following the occurrence of the foregoing only after such time as the Rights are no longer redeemable by the Company, as set forth below. Notwithstanding any of the foregoing, following the occurrence of the event set forth in this paragraph, all Rights that are, or (under certain circumstances specified in the Rights Agreement) were, beneficially owned by any Acquiring Person (including its associates and affiliates and certain others acting in conjunction with the Acquiring Person) will be null and void.
November 26th, 2008 · Common Contracts · 1000 similar Meridian Bioscience Inc – MERIDIAN BIOSCIENCE, INC., Issuer, to U.S. BANK, NATIONAL ASSOCIATION Trustee INDENTURE Dated as of November 26, 2008 Debt Securities INDENTURE, dated as of November 26, 2008 (the “Indenture”), between MERIDIAN BIOSCIENCE, INC., a corporation duly organized and existing under the laws of the State of Ohio (the “Company”), having its principal executive office located at an Ohio corporation, having its principal office at 3471 River Hills Drive, Cincinnati, Ohio 45244, and U.S. Bank, National Association, a national banking organization (the “Trustee”), having its Corporate Trust Office located at 425 Walnut Street, 6th Floor, Cincinnati, Ohio 45202.
INDENTURE, dated as of November 26, 2008 (the “Indenture”), between MERIDIAN BIOSCIENCE, INC., a corporation duly organized and existing under the laws of the State of Ohio (the “Company”), having its principal executive office located at an Ohio corporation, having its principal office at 3471 River Hills Drive, Cincinnati, Ohio 45244, and U.S. Bank, National Association, a national banking organization (the “Trustee”), having its Corporate Trust Office located at 425 Walnut Street, 6th Floor, Cincinnati, Ohio 45202.
May 12th, 2021 · Common Contracts · 1000 similar Quidel Corp /De/ – AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 7, 2021 (this “Amendment”), is entered into by and among QUIDEL CORPORATION, a Delaware corporation (the “Borrower”), the Guarantors (as identified on the signature pages hereto, and together with the Borrower, the “Loan Parties”), the Lenders party hereto, and BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”).
This AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 7, 2021 (this “Amendment”), is entered into by and among QUIDEL CORPORATION, a Delaware corporation (the “Borrower”), the Guarantors (as identified on the signature pages hereto, and together with the Borrower, the “Loan Parties”), the Lenders party hereto, and BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”).
September 27th, 2021 · Common Contracts · 990 similar Global Wholehealth Partners Corp – SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 18, 2021, by and between GLOBAL WHOLEHEALTH PARTNERS CORPORATION, a Nevada corporation, with headquarters located at 1402 N. El Camino Real, San Clemente, California 92672 (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with its address at 1040 First Avenue, Suite 190, New York, NY 10022 (the “Buyer”).
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 18, 2021, by and between GLOBAL WHOLEHEALTH PARTNERS CORPORATION, a Nevada corporation, with headquarters located at 1402 N. El Camino Real, San Clemente, California 92672 (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with its address at 1040 First Avenue, Suite 190, New York, NY 10022 (the “Buyer”).
February 23rd, 2021 · Common Contracts · 990 similar Myriad Genetics Inc – AMENDMENT NO. 3 dated as of February 22, 2021 to CREDIT AGREEMENT Dated as of December 23, 2016 THIS AMENDMENT NO. 3 (“Amendment”), dated as of February 22, 2021 (the “Effective Date”), is entered into by and among MYRIAD GENETICS, INC., a Delaware corporation (the “Borrower”), the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent (the “Administrative Agent”). Each capitalized term used herein and not defined herein shall have the meaning ascribed thereto in the Credit Agreement, dated as of December 23, 2016 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among the Borrower, the Lenders from time to time party thereto, and the Administrative Agent.
THIS AMENDMENT NO. 3 (“Amendment”), dated as of February 22, 2021 (the “Effective Date”), is entered into by and among MYRIAD GENETICS, INC., a Delaware corporation (the “Borrower”), the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent (the “Administrative Agent”). Each capitalized term used herein and not defined herein shall have the meaning ascribed thereto in the Credit Agreement, dated as of December 23, 2016 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among the Borrower, the Lenders from time to time party thereto, and the Administrative Agent.
February 1st, 2021 · Common Contracts · 914 similar Lucira Health, Inc. – LUCIRA HEALTH, INC. (a Delaware corporation) [●] Shares of Common Stock UNDERWRITING AGREEMENT
December 15th, 2017 · Common Contracts · 791 similar Akers Biosciences, Inc. – UNDERWRITING AGREEMENT between AKERS BIOSCIENCES, INC. and JOSEPH GUNNAR & CO., LLC as Representative of the Several Underwriters AKERS BIOSCIENCES, INC. UNDERWRITING AGREEMENT The undersigned, Akers Biosciences, Inc., a corporation formed under the laws of the State of New Jersey (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Akers Biosciences, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Joseph Gunnar & Co., LLC. (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
The undersigned, Akers Biosciences, Inc., a corporation formed under the laws of the State of New Jersey (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Akers Biosciences, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Joseph Gunnar & Co., LLC. (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
March 12th, 2003 · Common Contracts · 786 similar Boston Biomedica Inc – RIGHTS AGREEMENT Dated as of February 27, 2003.
June 21st, 2021 · Common Contracts · 686 similar Alpha Teknova, Inc. – INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of between Alpha Teknova, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of between Alpha Teknova, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
March 13th, 2007 · Common Contracts · 681 similar Grant Life Sciences, Inc. – Contract THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF MARCH 7, 2007, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF MARCH 7, 2007, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT.
July 14th, 2021 · Common Contracts · 627 similar Celldex Therapeutics, Inc. – CELLDEX THERAPEUTICS, INC. 5,952,381 Shares of Common Stock (par value $0.001 per share) Underwriting Agreement Celldex Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 5,952,381 shares of its common stock, par value $0.001 per share (the “Shares”). The 5,952,381 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 892,857 Shares pursuant to such option collectively called the “Option Shares.” The Firm Shares and, if and to the extent such option is exercised, the Option Shares, are collectively called the “Offered Shares.” Jefferies LLC and SVB Leerink LLC have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean Jefferies LLC and
Celldex Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 5,952,381 shares of its common stock, par value $0.001 per share (the “Shares”). The 5,952,381 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 892,857 Shares pursuant to such option collectively called the “Option Shares.” The Firm Shares and, if and to the extent such option is exercised, the Option Shares, are collectively called the “Offered Shares.” Jefferies LLC and SVB Leerink LLC have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean Jefferies LLC and
March 5th, 2021 · Common Contracts · 599 similar Heska Corp – Underwriting Agreement Heska Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 940,860 shares (the “Underwritten Shares”) of Public Common Stock, par value $0.01 per share, of the Company (the “Common Stock”) and, at the option of the Underwriters, up to an additional 141,129 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
Heska Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 940,860 shares (the “Underwritten Shares”) of Public Common Stock, par value $0.01 per share, of the Company (the “Common Stock”) and, at the option of the Underwriters, up to an additional 141,129 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
June 9th, 2003 · Common Contracts · 532 similar Cytogen Corp – EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this "Agreement") is dated as of June 6, 2003, among Cytogen Corporation, a Delaware corporation (the "Company"), and the purchasers identified on the signature pages...
February 1st, 2016 · Common Contracts · 467 similar Alere Inc. – AGREEMENT AND PLAN OF MERGER By and Among ABBOTT LABORATORIES and ALERE INC. Dated as of January 30, 2016 This AGREEMENT AND PLAN OF MERGER, dated as of January 30, 2016 (this “Agreement”), is by and among Abbott Laboratories, an Illinois corporation (“Parent”), and Alere Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Section 8.12.
This AGREEMENT AND PLAN OF MERGER, dated as of January 30, 2016 (this “Agreement”), is by and among Abbott Laboratories, an Illinois corporation (“Parent”), and Alere Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Section 8.12.
November 30th, 2007 · Common Contracts · 449 similar Grant Life Sciences, Inc. – REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 27, 2007, by and among Grant Life Sciences, Inc., a Nevada corporation with its headquarters located at 1787 E. Fort Union Blvd., Suite 202, Salt Lake City, UT 84121 (the “Company”), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the “Initial Investors”).
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 27, 2007, by and among Grant Life Sciences, Inc., a Nevada corporation with its headquarters located at 1787 E. Fort Union Blvd., Suite 202, Salt Lake City, UT 84121 (the “Company”), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the “Initial Investors”).
August 23rd, 2019 · Common Contracts · 417 similar Intellia Therapeutics, Inc. – INTELLIA THERAPEUTICS, INC. Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 201[•] Subordinated Debt Securities INDENTURE, dated as of [•], 201 , among INTELLIA THERAPEUTICS, INC., a Delaware corporation (the “Company”), and [TRUSTEE] as trustee (the “Trustee”):
INDENTURE, dated as of [•], 201 , among INTELLIA THERAPEUTICS, INC., a Delaware corporation (the “Company”), and [TRUSTEE] as trustee (the “Trustee”):
September 4th, 2009 · Common Contracts · 405 similar Amag Pharmaceuticals Inc. – RIGHTS AGREEMENT THIS RIGHTS AGREEMENT (“Agreement”), is dated as of September 4, 2009, between AMAG PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC (“Rights Agent”).
THIS RIGHTS AGREEMENT (“Agreement”), is dated as of September 4, 2009, between AMAG PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC (“Rights Agent”).
November 22nd, 2011 · Common Contracts · 400 similar BioArray Solutions LTD – INDENTURE Dated as of August 19, 2011 Between IVD Acquisition Corporation, to be merged with and into Immucor, Inc., and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee 11.125% SENIOR NOTES DUE 2019 INDENTURE, dated as of August 19, 2011, between IVD Acquisition Corporation, a Georgia corporation that shall be merged with and into Immucor, Inc., a Georgia corporation, with Immucor, Inc. continuing as the surviving corporation, and Deutsche Bank Trust Company Americas, a New York banking corporation, as Trustee.
INDENTURE, dated as of August 19, 2011, between IVD Acquisition Corporation, a Georgia corporation that shall be merged with and into Immucor, Inc., a Georgia corporation, with Immucor, Inc. continuing as the surviving corporation, and Deutsche Bank Trust Company Americas, a New York banking corporation, as Trustee.
September 17th, 2019 · Common Contracts · 399 similar Heska Corp – 3.750% Convertible Senior Notes due 2026 INDENTURE, dated as of September 17, 2019, between HESKA CORPORATION, a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).
INDENTURE, dated as of September 17, 2019, between HESKA CORPORATION, a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).
April 13th, 2022 · Common Contracts · 374 similar Oncocyte Corp – SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of April ___, 2022, between Oncocyte Corporation, a California corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
This Securities Purchase Agreement (this “Agreement”) is dated as of April ___, 2022, between Oncocyte Corporation, a California corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
May 7th, 2020 · Common Contracts · 350 similar ARCA Biopharma, Inc. – ARCA BIOPHARMA, INC. AND , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF __________ THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between ARCA BIOPHARMA, INC., a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).
THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between ARCA BIOPHARMA, INC., a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).
June 22nd, 2006 · Common Contracts · 341 similar Ista Pharmaceuticals Inc – SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 21, 2006, by and among ISTA Pharmaceuticals, Inc., a Delaware corporation, with headquarters located at 15295 Alton Parkway, Irvine, California 92618 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 21, 2006, by and among ISTA Pharmaceuticals, Inc., a Delaware corporation, with headquarters located at 15295 Alton Parkway, Irvine, California 92618 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
March 7th, 2014 · Common Contracts · 338 similar Navidea Biopharmaceuticals, Inc. – Contract 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 SECTIONS 5.3 AND 5.4 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.
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 SECTIONS 5.3 AND 5.4 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.
June 28th, 2019 · Common Contracts · 337 similar Vermillion, Inc. – Vermillion, Inc. Common Stock, par value $0.001 per share Underwriting Agreement Vermillion, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) for whom William Blair & Company, L.L.C. is acting as representative (the “Representative” or “you”) an aggregate of 18,750,000 shares (the “Firm Securities”) and, at the election of the Underwriters, up to 2,812,500 additional shares (the “Optional Securities”) of common stock, par value $0.001 per share (the “Common Stock”), of the Company (the Firm Securities and the Optional Securities that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Securities”). To the extent that you are the only Underwriter, all references to “each Underwriter,” “the Underwriters” or “Representative” shall refer to just you.
Vermillion, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) for whom William Blair & Company, L.L.C. is acting as representative (the “Representative” or “you”) an aggregate of 18,750,000 shares (the “Firm Securities”) and, at the election of the Underwriters, up to 2,812,500 additional shares (the “Optional Securities”) of common stock, par value $0.001 per share (the “Common Stock”), of the Company (the Firm Securities and the Optional Securities that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Securities”). To the extent that you are the only Underwriter, all references to “each Underwriter,” “the Underwriters” or “Representative” shall refer to just you.
November 22nd, 2011 · Common Contracts · 319 similar BioArray Solutions LTD – Registration Rights Agreement This REGISTRATION RIGHTS AGREEMENT, dated August 19, 2011 (this “Agreement”), is entered into by and between IVD Acquisition Corporation, a Georgia corporation (the “Company”) and J.P. Morgan Securities LLC (“J.P. Morgan”), as representative of the several initial purchasers listed in Schedule 1 to the Purchase Agreement (as defined below) (the “Initial Purchasers”).
This REGISTRATION RIGHTS AGREEMENT, dated August 19, 2011 (this “Agreement”), is entered into by and between IVD Acquisition Corporation, a Georgia corporation (the “Company”) and J.P. Morgan Securities LLC (“J.P. Morgan”), as representative of the several initial purchasers listed in Schedule 1 to the Purchase Agreement (as defined below) (the “Initial Purchasers”).
January 26th, 2007 · Common Contracts · 319 similar Integrated Pharmaceuticals Inc – REGISTRATION RIGHTS AGREEMENT Registration Rights Agreement (the “Agreement”), dated as of December 22, 2006, by and between Integrated Pharmaceuticals, Inc., a corporation organized under the laws of State of Idaho, with its principal executive office at 310 Authority Drive, Fitchburg, MA 01420 (the “Company”), and Dutchess Private Equities Fund, Ltd., a Cayman Islands exempted company with its principal office at 50 Commonwealth Avenue, Suite 2, Boston, MA 02116 (the “Holder”).
Registration Rights Agreement (the “Agreement”), dated as of December 22, 2006, by and between Integrated Pharmaceuticals, Inc., a corporation organized under the laws of State of Idaho, with its principal executive office at 310 Authority Drive, Fitchburg, MA 01420 (the “Company”), and Dutchess Private Equities Fund, Ltd., a Cayman Islands exempted company with its principal office at 50 Commonwealth Avenue, Suite 2, Boston, MA 02116 (the “Holder”).
July 22nd, 2020 · Common Contracts · 317 similar ARCA Biopharma, Inc. – ARCA biopharma, Inc. ARCA biopharma, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with JonesTrading Institutional Services LLC (the “Agent”), as follows:
ARCA biopharma, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with JonesTrading Institutional Services LLC (the “Agent”), as follows:
October 4th, 1996 · Common Contracts · 314 similar Dade International Inc – DADE INTERNATIONAL INC., as Issuer
June 26th, 2009 · Common Contracts · 311 similar Oncogenex Pharmaceuticals, Inc. – FORM OF INDENTURE TO BE ENTERED INTO BETWEEN THE COMPANY AND A TRUSTEE TO BE NAMED ONCOGENEX PHARMACEUTICALS, INC. INDENTURE DATED AS OF , 200 [Name of Trustee] TRUSTEE Indenture dated as of , 2009 between OncoGenex Pharmaceuticals, Inc.., a Delaware corporation (“Company”), and [Name of Trustee], a (“Trustee”).
Indenture dated as of , 2009 between OncoGenex Pharmaceuticals, Inc.., a Delaware corporation (“Company”), and [Name of Trustee], a (“Trustee”).
September 8th, 2005 · Common Contracts · 304 similar Kaire Holdings Inc – Contract THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO KAIRE HOLDINGS INCORPORATED THAT SUCH REGISTRATION IS NOT REQUIRED.
THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO KAIRE HOLDINGS INCORPORATED THAT SUCH REGISTRATION IS NOT REQUIRED.
September 11th, 2009 · Common Contracts · 303 similar Activecare, Inc. – Contract THIS CLASS B WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
THIS CLASS B WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
April 3rd, 2014 · Common Contracts · 300 similar Venaxis, Inc. – Venaxis, Inc. 8,335,000 Shares of Common Stock Underwriting Agreement Venaxis, Inc., a Colorado corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 8,335,000 shares (the “Underwritten Shares”) of common stock, no par value per share, of the Company (the “Common Stock”). In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional 1,250,250 shares of Common Stock (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”
Venaxis, Inc., a Colorado corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 8,335,000 shares (the “Underwritten Shares”) of common stock, no par value per share, of the Company (the “Common Stock”). In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional 1,250,250 shares of Common Stock (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”