ofWarrant Agreement • March 28th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research
BETWEENLease • March 28th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research
EXHIBIT 10.23 ----------------------------------------------------------------- --------------- STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 29th, 2002 • Paradigm Genetics Inc • Services-commercial physical & biological research • Delaware
UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • April 27th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research • New York
RECITALSLease Agreement • May 4th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research
EXHIBIT 10.6 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 18th, 2000 • Paradigm Genetics Inc • North Carolina
WITNESSETH:Sublease Agreement • March 28th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research
EXHIBIT 4.2 PARADIGM GENETICS, INC. Issuer AND [ ], Trustee INDENTURE Dated as of [ ]Indenture • October 1st, 2001 • Paradigm Genetics Inc • Services-commercial physical & biological research • New York
May 16, 2002 John A. Ryals, Ph.D. 3030 Brittany Place Cary, North Carolina 27511 Dear John: The purpose of this letter agreement (the "Agreement") is to confirm the terms of your separation of employment with Paradigm Genetics, Inc. ("Paradigm" or the...Severance Agreement • March 27th, 2003 • Paradigm Genetics Inc • Services-commercial physical & biological research • North Carolina
EXHIBIT 10.44 PARADIGM GENETICS, INC. EMPLOYMENT AGREEMENTEmployment Agreement • March 27th, 2003 • Paradigm Genetics Inc • Services-commercial physical & biological research • North Carolina
RECITALSLease Agreement • April 27th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research
RECITALSLease Agreement • May 4th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research
Exhibit 10.8 ------------ Paradigm Genetics, Inc. has omitted from this Exhibit 10.8 portions of the Agreement for which Paradigm Genetics, Inc. has requested confidential treatment from the Securities and Exchange Commission. The portions of the...Collaboration Agreement • May 4th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research • Delaware
N01-ES-25497 09/30/2002 04291 ------------------------------------------------- ----------------------------------------------------------------------------- 5. ISSUED BY CODE 6. ADMINISTERED BY (If other than Item 5) CODEContract • March 27th, 2003 • Paradigm Genetics Inc • Services-commercial physical & biological research
EXHIBIT 10.41 PARADIGM GENETICS, INC. EMPLOYMENT AGREEMENTEmployment Agreement • March 27th, 2003 • Paradigm Genetics Inc • Services-commercial physical & biological research • North Carolina
RECITALS --------Registration Rights Agreement • March 29th, 2002 • Paradigm Genetics Inc • Services-commercial physical & biological research • Delaware
STANDARD LEASELease Agreement • March 28th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research • North Carolina
EXHIBIT 10.45 AGREEMENT RELATED TO SEVERANCE This Agreement (this "Agreement"), dated as of November 22, 2002, is between Paradigm Genetics, Inc., a Delaware corporation ("Paradigm") and James D. Bucci, currently employed as Paradigm's Vice President...Severance Agreement • March 27th, 2003 • Paradigm Genetics Inc • Services-commercial physical & biological research
June 18, 1998 Paradigm Genetics, Inc. 106 Alexander Dr. Bldg 6 Research Triangle Park, NC 27709 RE: Master Loan and Security Agreement No. 7237 and Schedule No. 1 both dated June 18, 1998 and Promissory Note thereto, Ladies and Gentlemen: Oxford...Master Loan and Security Agreement • April 27th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 21st, 2004 • Icoria, Inc. • Services-commercial physical & biological research • New York
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, by and between the Purchaser and the Company (as amended, modified or supplemented from time to time, the “Securities Purchase Agreement”), and pursuant to the Note and the Warrants referred to therein.
BetweenAlliance Agreement • March 30th, 2001 • Paradigm Genetics Inc • Services-commercial physical & biological research • Delaware
AGREEMENTResearch and Development • May 4th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research • North Carolina
ContractWarrant Agreement • October 21st, 2004 • Icoria, Inc. • Services-commercial physical & biological research • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO ICORIA, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.
Section Number Description Page ------ ----------- ---- 1 Premises 2 2 Parking and Common Areas 2 3 Term 2 4 Compliance with Laws and Use 3 5 Rental 4 6 Adjustment for Operating Expenses 5 7 Security Deposit 8 8 Services and Utilities 9 9...Lease Agreement • March 28th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research • North Carolina
RECITALS:Cost Sharing Agreement • March 28th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research • North Carolina
EXHIBIT 10.41 EQUIPMENT SCHEDULE TO MASTER LOAN AND SECURITY AGREEMENTEquipment Schedule • March 28th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research
Date: October 19, 2004 Warrant to Purchase ***843,396*** SharesWarrant Agreement • October 21st, 2004 • Icoria, Inc. • Services-commercial physical & biological research • Delaware
THIS IS TO CERTIFY that, for value received, Stonegate Securities, Inc. (“Stonegate”) and its assigns (collectively, the “Holder”), is entitled to purchase, subject to the terms and conditions hereinafter set forth, up to ***843,396*** shares of the common stock, par value $0.01 per share (“Common Stock”), of Icoria, Inc., a Delaware corporation (the “Company”), and to receive certificate(s) for the Common Stock so purchased.
EXHIBIT 10.22 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this "Agreement") is entered into as of December 3, 2001 by and between Paradigm Genetics, Inc., a Delaware corporation (the "Buyer") and PE Corporation (NY), a New York...Asset Purchase Agreement • March 29th, 2002 • Paradigm Genetics Inc • Services-commercial physical & biological research • Delaware
BACKGROUNDFounder Stock Repurchase and Vesting Agreement • March 28th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research • North Carolina
EXHIBIT 10.11 ------------- PARADIGM GENETICS INC. FOUNDER PROPRIETARY INFORMATION AND INVENTIONS AGREEMENT In consideration of my employment or continued employment by Paradigm Genetics Inc., a North Carolina corporation (the "Company"), and the...Founder Proprietary Information and Inventions Agreement • March 28th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research • North Carolina
EXHIBIT 10.14.1 AMENDMENT TO THE FOUNDER STOCK REPURCHASE AND VESTING AGREEMENT This FIRST AMENDMENT to the FOUNDER STOCK REPURCHASE AND VESTING AGREEMENT (the "First Amendment") is dated April __, 2000 by and among PARADIGM GENETICS, INC., a DELAWARE...Founder Stock Repurchase and Vesting Agreement • April 27th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research • Delaware
EXHIBIT 10.10 ------------- FOUNDER EMPLOYMENT AGREEMENT ---------------------------- This Founder Employment Agreement ("Agreement") is made and entered into as of February 12, 1998 by Paradigm Genetics Inc., a North Carolina corporation (hereinafter...Founder Employment Agreement • March 28th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research • North Carolina
Customer No. 1158 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT dated as of July 20, 1999, is made by Paradigm Genetics, Inc. (the "Borrower"), a North Carolina corporation having its principal place of business and chief executive...Loan and Security Agreement • March 28th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research • Illinois
EXHIBIT 10.18 AGREEMENT RELATED TO EMPLOYMENT I, the undersigned employee, in consideration of my employment by Paradigm Genetics, Inc., ("Paradigm") agree: 1. All improvements, discoveries, or inventions, whether or not patentable, that are...Employment Agreement • April 27th, 2000 • Paradigm Genetics Inc • Services-commercial physical & biological research
AGREEMENT AND PLAN OF MERGER by and among CLINICAL DATA, INC., IRIDES ACQUISITION CORP. and ICORIA, INC. Dated as of September 19, 2005Merger Agreement • September 20th, 2005 • Icoria, Inc. • Services-commercial physical & biological research • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of September 19, 2005, is by and among Clinical Data, Inc., a Delaware corporation (the “Parent”), Irides Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of the Parent (the “Transitory Subsidiary”), and Icoria, Inc., a Delaware corporation (the “Company”).
