EXHIBIT A REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of August 17, 2005, among Astralis Ltd., a Delaware corporation (the "Company"), and the purchasers signatory hereto (each such...Registration Rights Agreement • August 22nd, 2005 • Astralis LTD • Pharmaceutical preparations
Purchase Agreement by and betweenPurchase Agreement • December 14th, 2001 • Astralis LTD • Real estate agents & managers (for others) • New York
BY AND BETWEEN ASTRALIS LTD. ANDStockholders Agreement • August 22nd, 2005 • Astralis LTD • Pharmaceutical preparations • New Jersey
RECITALSLicense Agreement • March 14th, 2002 • Astralis LTD • Real estate agents & managers (for others) • New Jersey
Conformed Copy Stock Purchase AgreementStock Purchase Agreement • December 30th, 2004 • Astralis LTD • Pharmaceutical preparations • New Jersey
LONG-TERM COMMON STOCK PURCHASE WARRANTAstralis LTD • August 22nd, 2005 • Pharmaceutical preparations
CONTRIBUTION AGREEMENTContribution Agreement • November 14th, 2001 • Astralis Pharmaceuticals LTD • Real estate agents & managers (for others) • New York
OF ASTRALIS LTDAstralis LTD • August 21st, 2006 • Pharmaceutical preparations • Delaware
Conformed Copy ASSIGNMENT AGREEMENT This ASSIGNMENT AGREEMENT, dated as of December 29, 2004 (this "Agreement"), is made and entered into by and among Mike Ajnsztajn and Gaston Liebhaber (collectively referred to as the "Assignors") and SkyePharma...Assignment Agreement • December 30th, 2004 • Astralis LTD • Pharmaceutical preparations • New Jersey
BY AND AMONG ASTRALIS LTD. SKYEPHARMA PLCStockholders Agreement • December 14th, 2001 • Astralis LTD • Real estate agents & managers (for others) • New York
ARTICLE I. DEFINITIONSSecurities Purchase Agreement • August 22nd, 2005 • Astralis LTD • Pharmaceutical preparations • New Jersey
Exhibit 10.6 SUBLEASE AGREEMENT This Sublease is entered into the _____ day of ____________,2002, by and between SGS U.S. Testing Company Inc. ("Sublessor"), and Astralis Ltd. ("Sublessee"), as a sublease under the Lease between Sublessor and Ralph L....Sublease Agreement • March 14th, 2002 • Astralis LTD • Real estate agents & managers (for others)
WITNESSETH:Employment Agreement • March 31st, 2005 • Astralis LTD • Pharmaceutical preparations • New Jersey
WITNESSETH:Employment Agreement • March 31st, 2003 • Astralis LTD • Pharmaceutical preparations • New York
WITNESSETH:Employment Agreement • March 31st, 2005 • Astralis LTD • Pharmaceutical preparations • New Jersey
ASTRALIS LTDConsultant Agreement • October 10th, 2006 • Astralis LTD • Pharmaceutical preparations • New Jersey
AGREEMENT FOR SERVICES ------------------------------------Astralis LTD • July 23rd, 2002 • Pharmaceutical preparations • New York
OF ASTRALIS LTDAstralis LTD • April 6th, 2006 • Pharmaceutical preparations • Delaware
Exhibit 10.20 HERCULES DEVELOPMENT GROUP, INC. 2121 30th Street Boulder, Colorado 80301 Phone (303) 443-2121 Fax (303) 449-3555 PROPERTY MANAGEMENT AGREEMENTHercules Development Group Inc • April 2nd, 2001 • Real estate agents & managers (for others)
The Owner hereby represents to the Agent that the Owner holds legal title to the following described property hereinafter called the "Premises." In the event the legal Owner is unable to sign this Property Management Agreement the legal representative of the Owner may sign on the Owner's behalf after producing proper documentation.
Exhibit 10.11 HERCULES DEVELOPMENT GROUP, INC. 2121 30th Street Boulder, Colorado 80301 Phone (303) 449-3434 Fax (303) 449-3555 PROPERTY MANAGEMENT AGREEMENT In consideration of the covenants herein contained, Paragon Development XIX and N/A...Hercules Development Group Inc • July 12th, 2000
In consideration of the covenants herein contained, Paragon Development XIX and N/A (hereinafter called "Owner"), and Hercules Development Group, Inc., or its assignee (hereinafter called "Agent"), agree as follows:
Exhibit 10.17 HERCULES DEVELOPMENT GROUP, INC. 2121 30th Street Boulder, Colorado 80301 Phone (303) 449-3434 Fax (303) 449-3555 PROPERTY MANAGEMENT AGREEMENT In consideration of the covenants herein contained, Peter & Heidi Garthwaite (hereinafter...Management Agreement • July 12th, 2000 • Hercules Development Group Inc
In consideration of the covenants herein contained, Peter & Heidi Garthwaite (hereinafter called "Owner"), and Hercules Development Group, Inc., or its assignee (hereinafter called "Agent"), agree as follows:
ASTRALIS LTD. SUBSCRIPTION AGREEMENTSubscription Agreement • August 21st, 2006 • Astralis LTD • Pharmaceutical preparations • New Jersey
Exhibit 10.27 HERCULES DEVELOPMENT GROUP, INC. 2121 30th Street Boulder, Colorado 80301 Phone (303) 443-2121 Fax (303) 449-3555 PROPERTY MANAGEMENT AGREEMENTHercules Development Group Inc • April 30th, 2001 • Real estate agents & managers (for others)
The Owner hereby represents to the Agent that the Owner holds legal title to the following described property hereinafter called the "Premises." In the event the legal Owner is unable to sign this Property Management Agreement the legal representative of the Owner may sign on the Owner's behalf after producing proper documentation.
Exhibit 10.8 HERCULES DEVELOPMENT GROUP, INC. 2121 30th Street Boulder, Colorado 80301 Phone (303) 449-3434 Fax (303) 449-3555 PROPERTY MANAGEMENT AGREEMENT In consideration of the covenants herein contained, Marcia Cotlar and Peter Garthwaite...Management Agreement • July 12th, 2000 • Hercules Development Group Inc
In consideration of the covenants herein contained, Marcia Cotlar and Peter Garthwaite (hereinafter called "Owner"), and Hercules Development Group, Inc., or its assignee (hereinafter called "Agent"), agree as follows:
RECITALSCall Option Agreement • March 30th, 2004 • Astralis LTD • Pharmaceutical preparations • New York
RECITALSOmnibus Conversion Agreement • March 30th, 2004 • Astralis LTD • Pharmaceutical preparations • New York
Exhibit 10.16 HERCULES DEVELOPMENT GROUP, INC. 2121 30th Street Boulder, Colorado 80301 Phone (303) 449-3434 Fax (303) 449-3555 PROPERTY MANAGEMENT AGREEMENT In consideration of the covenants herein contained, Scott Thornock and Paragon Development...Hercules Development Group Inc • July 12th, 2000
In consideration of the covenants herein contained, Scott Thornock and Paragon Development XXII (hereinafter called "Owner"), and Hercules Development Group, Inc., or its assignee (hereinafter called "Agent"), agree as follows:
ASSIGNMENT OF LICENSE THIS ASSIGNMENT OF LICENSE (this "Assignment") is made as of the 13th day of November, 2001 by and between ASTRALIS, LLC., a New Jersey limited liability company ("Assignor") and HERCULES DEVELOPMENT GROUP, INC., a Colorado...Assignment of License • March 14th, 2002 • Astralis LTD • Real estate agents & managers (for others)
THIS ASSIGNMENT OF LICENSE (this "Assignment") is made as of the 13th day of November, 2001 by and between ASTRALIS, LLC., a New Jersey limited liability company ("Assignor") and HERCULES DEVELOPMENT GROUP, INC., a Colorado corporation ("Assignee").
andAstralis LTD • March 31st, 2003 • Pharmaceutical preparations
Exhibit 10.22 HERCULES DEVELOPMENT GROUP, INC. 2121 30th Street Boulder, Colorado 80301 Phone (303) 443-2121 Fax (303) 449-3555 PROPERTY MANAGEMENT AGREEMENTHercules Development Group Inc • April 2nd, 2001 • Real estate agents & managers (for others)
The Owner hereby represents to the Agent that the Owner holds legal title to the following described property hereinafter called the "Premises." In the event the legal Owner is unable to sign this Property Management Agreement the legal representative of the Owner may sign on the Owner's behalf after producing proper documentation.
andTechnology Access Option Agreement • July 23rd, 2002 • Astralis LTD • Pharmaceutical preparations • New York
SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and General Release ("Release") is between James W. Sharpe ("Executive") and Astralis Ltd. ("Employer"), dated as of the 25th day of January 2006. WHEREAS Executive has been employed...Separation Agreement and General Release • March 31st, 2006 • Astralis LTD • Pharmaceutical preparations • New Jersey
Exhibit A AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (the "Merger Agreement") is made and entered into on November __, 2001, pursuant to Section 7-111-107 of the Colorado Business Corporation Act (the "CBCA") and Section 252 of the...Agreement and Plan of Merger • November 16th, 2001 • Astralis Pharmaceuticals LTD • Real estate agents & managers (for others) • Delaware
Exhibit 10.25 HERCULES DEVELOPMENT GROUP, INC. 2121 30th Street Boulder, Colorado 80301 Phone (303) 443-2121 Fax (303) 449-3555 PROPERTY MANAGEMENT AGREEMENTHercules Development Group Inc • April 30th, 2001 • Real estate agents & managers (for others)
The Owner hereby represents to the Agent that the Owner holds legal title to the following described property hereinafter called the "Premises." In the event the legal Owner is unable to sign this Property Management Agreement the legal representative of the Owner may sign on the Owner's behalf after producing proper documentation.
Exhibit 10.23 HERCULES DEVELOPMENT GROUP, INC. 2121 30th Street Boulder, Colorado 80301 Phone (303) 443-2121 Fax (303) 449-3555 PROPERTY MANAGEMENT AGREEMENTHercules Development Group Inc • April 2nd, 2001 • Real estate agents & managers (for others)
The Owner hereby represents to the Agent that the Owner holds legal title to the following described property hereinafter called the "Premises." In the event the legal Owner is unable to sign this Property Management Agreement the legal representative of the Owner may sign on the Owner's behalf after producing proper documentation.
