Ritchie Capital Management LLC Sample Contracts

VOTING AGREEMENT
Voting Agreement • June 30th, 2005 • Ritchie Capital Management LLC • Services-commercial physical & biological research • Delaware

THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of June 20, 2005, by and among Genaissance Pharmaceuticals, Inc., a Delaware corporation (the “Company”), Clinical Data, Inc., a Delaware corporation (“Clinical Data”), and RAM Trading, Ltd., a Cayman Islands exempted company (the “Stockholder”).

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Joint Filing Agreement
Joint Filing Agreement • February 9th, 2004 • Ritchie Capital Management LLC • Pharmaceutical preparations

Pursuant to Rule 13d-1(k)(1) of the Securities Exchange Act of 1934, each of the parties to this Joint Filing Agreement (this “Agreement”) agrees that the statement on Schedule 13G with respect to the common stock issued by Forbes Medi-Tech Inc., to which this Agreement is attached as an Exhibit, is filed on behalf of each such party and that any amendments to the attached Schedule 13G will likewise be filed on behalf of each such party.

Joint Filing Agreement
Joint Filing Agreement • January 10th, 2005 • Ritchie Capital Management LLC • Services-commercial physical & biological research

Pursuant to Rule 13d-1(k)(1) of the Securities Exchange Act of 1934, each of the parties to this Joint Filing Agreement (this “Agreement”) agrees that the statement on Schedule 13D with respect to the common stock issued by Genaissance Pharmaceuticals, Inc., to which this Agreement is attached as an Exhibit, is filed on behalf of each such party and that any amendments to the attached Schedule 13D will likewise be filed on behalf of each such party.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 9th, 2004 • Ritchie Capital Management LLC • Crude petroleum & natural gas • Texas

This Registration Rights Agreement (the “Agreement”) is made and entered into as of February 26, 2004 (the “Effective Date”) among Continental Southern Resources, Inc., a Nevada corporation (the “Company”), and the parties set forth on Exhibit A hereto (each, a “Purchaser” and collectively, the “Purchasers”).

Joint Filing Agreement
Joint Filing Agreement • October 14th, 2005 • Ritchie Capital Management, L.L.C. • Laboratory analytical instruments

Pursuant to Rule 13d-1(k)(1) of the Securities Exchange Act of 1934, each of the parties to this Joint Filing Agreement (this “Agreement”) agrees that the statement on Schedule 13G with respect to the common stock issued by Genaissance Pharmaceuticals, Inc., to which this Agreement is attached as an Exhibit, is filed on behalf of each such party and that any amendments to the attached Schedule 13G will likewise be filed on behalf of each such party.

SCHEDULE 13D JOINT FILING AGREEMENT
Joint Filing Agreement • March 9th, 2004 • Ritchie Capital Management LLC • Crude petroleum & natural gas

In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below.

AMENDMENT TO STOCK ACQUISITION AGREEMENT
Stock Acquisition Agreement • March 9th, 2004 • Ritchie Capital Management LLC • Crude petroleum & natural gas • New York

This Amendment to the Stock Acquisition Agreement (the “Amendment”) is entered into as of December 30, 2003, by and between RAM TRADING, LTD., a Cayman Islands exempt company (“Seller”) and CONTINENTAL SOUTHERN RESOURCES, INC., a Nevada corporation (“Purchaser”). Capitalized terms that are not defined and used herein shall have the respective meanings set forth in the Agreement (as defined below).

Joint Filing Agreement
Joint Filing Agreement • February 9th, 2004 • Ritchie Capital Management LLC • Crude petroleum & natural gas

Pursuant to Rule 13d-1(k)(1) of the Securities Exchange Act of 1934, each of the parties to this Joint Filing Agreement (this “Agreement”) agrees that the statement on Schedule 13G with respect to the common stock issued by Continental Southern Resources, Inc., to which this Agreement is attached as an Exhibit, is filed on behalf of each such party and that any amendments to the attached Schedule 13G will likewise be filed on behalf of each such party.

AMENDMENT TO STOCK ACQUISITION AGREEMENT
Stock Acquisition Agreement • March 9th, 2004 • Ritchie Capital Management LLC • Crude petroleum & natural gas • Florida

This Amendment to the Stock Acquisition Agreement (the “Amendment”) is entered into the day of December, 2003, by and among RAM TRADING, LTD., a Cayman Islands exempt company (“Purchaser”), LANCER OFFSHORE, INC., a British Virgin Islands company (“Lancer Offshore”) and LANCER PARTNERS, L.P., a Connecticut limited partnership (“Lancer Partners”)(together with Lancer Offshore, the “Sellers,” each a “Seller.”). Capitalized terms that are not defined and used herein shall have the respective meanings set forth in the Agreement (as defined below).

CONFIDENTIAL LOCK-UP AGREEMENT
Confidential Lock-Up Agreement • March 9th, 2004 • Ritchie Capital Management LLC • Crude petroleum & natural gas
Joint Filing Agreement
Joint Filing Agreement • February 9th, 2004 • Ritchie Capital Management LLC • Miscellaneous manufacturing industries

Pursuant to Rule 13d-1(k)(1) of the Securities Exchange Act of 1934, each of the parties to this Joint Filing Agreement (this “Agreement”) agrees that the statement on Schedule 13G with respect to the common stock issued by Mikohn Gaming Corporation, to which this Agreement is attached as an Exhibit, is filed on behalf of each such party and that any amendments to the attached Schedule 13G will likewise be filed on behalf of each such party.

Joint Filing Agreement
Joint Filing Agreement • June 30th, 2005 • Ritchie Capital Management LLC • Services-commercial physical & biological research

Pursuant to Rule 13d-1(k)(1) of the Securities Exchange Act of 1934, each of the parties to this Joint Filing Agreement (this “Agreement”) agrees that the statement on Schedule 13D with respect to the common stock issued by Genaissance Pharmaceuticals, Inc., to which this Agreement is attached as an Exhibit, is filed on behalf of each such party and that any amendments to the attached Schedule 13D will likewise be filed on behalf of each such party.

Joint Filing Agreement
Joint Filing Agreement • February 9th, 2004 • Ritchie Capital Management LLC • Miscellaneous plastics products

Pursuant to Rule 13d-1(k)(1) of the Securities Exchange Act of 1934, each of the parties to this Joint Filing Agreement (this “Agreement”) agrees that the statement on Schedule 13G with respect to the common stock issued by Constar International Inc., to which this Agreement is attached as an Exhibit, is filed on behalf of each such party and that any amendments to the attached Schedule 13G will likewise be filed on behalf of each such party.

Joint Filing Agreement
Joint Filing Agreement • February 10th, 2004 • Ritchie Capital Management LLC • Surgical & medical instruments & apparatus

Pursuant to Rule 13d-1(k)(1) of the Securities Exchange Act of 1934, each of the parties to this Joint Filing Agreement (this “Agreement”) agrees that the statement on Schedule 13G with respect to the common stock issued by Refocus Group, Inc., to which this Agreement is attached as an Exhibit, is filed on behalf of each such party and that any amendments to the attached Schedule 13G will likewise be filed on behalf of each such party.

STOCK ACQUISITION AGREEMENT AMONG RAM TRADING, LTD. LANCER OFFSHORE, INC. AND LANCER PARTNERS, L.P. DATED AS OF DECEMBER 16, 2003
Stock Acquisition Agreement • March 9th, 2004 • Ritchie Capital Management LLC • Crude petroleum & natural gas • Florida

This Stock Acquisition Agreement (this “Agreement”), dated as of December 16, 2003, is entered into by and among RAM Trading, Ltd., a Cayman Islands exempt company (“Purchaser”), Lancer Offshore, Inc., a British Virgin Islands company (“Lancer Offshore”), and Lancer Partners, L.P., a Connecticut limited partnership (“Lancer Partners”).

Ritchie Capital Management, LLC
Securities Purchase Agreement • January 10th, 2005 • Ritchie Capital Management LLC • Services-commercial physical & biological research

This letter agreement shall confirm our agreement to certain restrictions concerning the conversion of shares of the Company’s Series A Preferred Stock by RAM Trading, Ltd. (“Buyer”) as set forth below.

STOCK ACQUISITION AGREEMENT BETWEEN CONTINENTAL SOUTHERN RESOURCES, INC. AND RAM TRADING, LTD. DATED AS OF DECEMBER 16, 2003
Stock Acquisition Agreement • March 9th, 2004 • Ritchie Capital Management LLC • Crude petroleum & natural gas • New York

This Stock Acquisition Agreement (this “Agreement”), dated as of December 16, 2003, is entered into by and between Continental Southern Resources, Inc., a Nevada corporation (“Purchaser”) and RAM Trading, Ltd., a Cayman Islands exempt company (“Seller”).

Joint Filing Agreement
Joint Filing Agreement • February 10th, 2004 • Ritchie Capital Management LLC • Special industry machinery (no metalworking machinery)

Pursuant to Rule 13d-1(k)(1) of the Securities Exchange Act of 1934, each of the parties to this Joint Filing Agreement (this “Agreement”) agrees that the statement on Schedule 13G with respect to the common stock issued by Surebeam Corp., to which this Agreement is attached as an Exhibit, is filed on behalf of each such party and that any amendments to the attached Schedule 13G will likewise be filed on behalf of each such party.

Joint Filing Agreement
Joint Filing Agreement • November 7th, 2003 • Ritchie Capital Management LLC • Services-commercial physical & biological research

Pursuant to Rule 13d-1(k)(1) of the Securities Exchange Act of 1934, each of the parties to this Joint Filing Agreement (this “Agreement”) agrees that the statement on Schedule 13G with respect to the common stock issued by Genaissance Pharmaceuticals, Inc., to which this Agreement is attached as an Exhibit, is filed on behalf of each such party and that any amendments to the attached Schedule 13G will likewise be filed on behalf of each such party.

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