Univec Inc Sample Contracts

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EXHIBIT 4.3 WARRANT AGREEMENT
Warrant Agreement • January 22nd, 1997 • Univec Inc • New York
Number of Shares of Common Stock: 112,500 Warrant No.1
Common Stock Purchase Warrant • June 30th, 1999 • Univec Inc • Surgical & medical instruments & apparatus • New York
Exhibit 10.4 SETTLEMENT AGREEMENT --------------------
Settlement Agreement • January 5th, 2004 • Univec Inc • Surgical & medical instruments & apparatus • New York
UNIVEC, INC.
Underwriting Agreement • January 22nd, 1997 • Univec Inc • New York
AGREEMENT
Merger Agreement • January 22nd, 1997 • Univec Inc • New York
UNIVEC, INC.
Underwriting Agreement • April 21st, 1997 • Univec Inc • Surgical & medical instruments & apparatus • New York
Exhibit 10.1 EXCHANGE AGREEMENT
Exchange Agreement • January 5th, 2004 • Univec Inc • Surgical & medical instruments & apparatus • New York
3.2 Representations and Warranties by the Executive and the Company.
Employment Agreement • April 1st, 2002 • Univec Inc • Surgical & medical instruments & apparatus • New York
Exhibit 10.6 August 7, 2000 Manufacturing Agreement Relating to the Production of Auto-Disable Syringes TERUMO Europe N.V.
Manufacturing Agreement • November 1st, 2001 • Univec Inc • Surgical & medical instruments & apparatus
Contract
Warrant Agreement • August 7th, 2006 • Univec Inc • Surgical & medical instruments & apparatus • New York

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 JULY 31, 2006, 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.

Exhibit 10.5 August 7, 2000 Patent License Agreement Auto-Disable Syringes
Patent License Agreement • November 1st, 2001 • Univec Inc • Surgical & medical instruments & apparatus
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 23rd, 2010 • Univec Inc • Surgical & medical instruments & apparatus • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 1, 2010, by and among Univec, Inc., a Delaware corporation with its headquarters located at 9722 Groffs Mill Drive, Suite 116, Owings Mills, MD 21117 (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”).

SECURITY AGREEMENT
Security Agreement • September 23rd, 2010 • Univec Inc • Surgical & medical instruments & apparatus • New York

SECURITY AGREEMENT (this “Agreement”), dated as of September 1, 2010 by and among Univec, Inc., a Delaware corporation (“Parent”), Physician and Pharmaceutical Services, Inc. (the “Subsidiary”)(hereinafter the Parent and the Subsidiary shall collectively be referred to as the “Company”) and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).

UNDERWRITERS' WARRANT AGREEMENT
Underwriters' Warrant Agreement • January 22nd, 1997 • Univec Inc • New York
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INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • September 23rd, 2010 • Univec Inc • Surgical & medical instruments & apparatus • New York

INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement”), dated as of September 1, 2010, by and among Univec, Inc., a Delaware corporation (“Parent”), and Physician and Pharmaceutical Services, Inc. (the “Subsidiary”) (hereinafter the Parent and the Subsidiary shall collectively be referred to as the “Company”) and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).

Exhibit 10.7 9 August 2000 Equipment Purchase Agreement Between TERUMO Europe N.V and Univec Inc.
Equipment Purchase Agreement • November 1st, 2001 • Univec Inc • Surgical & medical instruments & apparatus
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 7th, 2006 • Univec Inc • Surgical & medical instruments & apparatus • New York

SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of July 31, 2006, by and among Univec, Inc. a Delaware corporation, with headquarters located at 10 East Baltimore Street, Suite 1404, Baltimore, MD 21202 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).

EXHIBIT 10.1 STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • January 4th, 2002 • Univec Inc • Surgical & medical instruments & apparatus • Delaware
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 23rd, 2010 • Univec Inc • Surgical & medical instruments & apparatus • New York

SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of September 1, 2010 by and among Univec, Inc., a Delaware corporation, with headquarters located at 9722 Groffs Mill Drive, Suite 116, Owings Mills, MD 21117 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).

BACKGROUND
Stock Purchase Agreement • March 13th, 2002 • Univec Inc • Surgical & medical instruments & apparatus • Delaware
GUARANTY
Guaranty • January 22nd, 1997 • Univec Inc

This Guaranty shall terminate, become void and of no further force and effect immediately upon the earliest to occur of the following: (i) the ordering of Products and payment therefor by Univec having an aggregate purchase price of $6,700,000 based on the Invoice Price thereof (including in the aggregate amount of such payments any and all credits in Univec's favor for Products ordered and not delivered by Sherwood as provided above) and (ii) the last day of the Order Period if, prior to that date, Sherwood shall have failed for any reason to deliver against Univec purchase orders therefor at least 100,000,000 Plungers complying with the Specifications (as the same shall be agreed upon from time to time) in accordance with the OEM Supply Agreement. Unless otherwise indicated herein, capitalized terms used in this Guaranty shall have the meanings ascribed to them in the OEM Supply Agreement. Any notices permitted or required under this

SUBSIDIARY GUARANTY
Subsidiary Guaranty • September 23rd, 2010 • Univec Inc • Surgical & medical instruments & apparatus • New York

THIS SUBSIDIARY GUARANTY (this “Subsidiary Guaranty”), dated as of September 1, 2010 by and among Univec, Inc., a Delaware corporation (the “Company”), Physician and Pharmaceutical Services, Inc. (the “Subsidiary Guarantor”), for the benefit of the secured parties signatory hereto and their respective endorsees, transferees and assigns (individually a “Secured Party” and collectively, the “Secured Parties”).

WITNESSETH:
Equipment Lease • January 22nd, 1997 • Univec Inc • New York
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