Millennium Cell Inc Sample Contracts

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ARTICLE I. DEFINITIONS
Securities Purchase Agreement • November 7th, 2002 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies • New York
FIRST WARRANT
Securities Agreement • June 26th, 2002 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies
FLEX/OFFICE LEASE AGREEMENT
Lease Agreement • May 25th, 2000 • Millennium Cell Inc • New Jersey
1- 2 1. License Agreement
License Agreement • May 25th, 2000 • Millennium Cell Inc • New York
ARTICLE I. DEFINITIONS
Securities Purchase Agreement • November 15th, 2002 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies • New York
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 16th, 2007 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies • New York

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of February 15, 2007, by and among Millennium Cell Inc., a Delaware corporation, with headquarters located at One Industrial Way West, Eatontown, New Jersey 07724 (the "Company"), and the undersigned buyers (each, a "Buyer", and collectively, the "Buyers").

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 16th, 2007 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies • New York

SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of February 15, 2007, by and among Millennium Cell Inc., a Delaware corporation, with headquarters located at One Industrial Way West, Eatontown, New Jersey 07724 (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").

AGREEMENT
Employment Agreement • May 25th, 2000 • Millennium Cell Inc
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 26th, 2005 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies • New York

Fill in the number of shares of Common Stock owned of record and beneficially (see definition) by the Selling Stockholder:

NEITHER THESE SECURITIES NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER...
Securities Agreement • March 17th, 2003 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies

Millennium Cell Inc., a Delaware corporation (the "Company"), hereby certifies that, for value received, ZLP Master Technology Fund, Ltd. or its registered assigns (the "Holder"), is entitled to purchase from the Company up to a total of 73,599 shares of common stock, $.001 par value per share (the "Common Stock"), of the Company (each such share, a "Warrant Share" and all such shares, the "Warrant Shares") at an exercise price (as adjusted from time to time as provided in Section 9, the "Exercise Price") per Warrant Share equal to $2.32, at any time and from time to time from and after the date hereof and through and including the fifth year anniversary of the date hereof (the "Expiration Date"), and subject to the following terms and conditions:

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 26th, 2005 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies • New York

SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of April 20, 2005, by and among Millennium Cell Inc., a Delaware corporation, with headquarters located at One Industrial Way West, Eatontown, New Jersey 07724 (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 26th, 2005 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies • Delaware

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of the 25th day of April, 2005 by and among Millennium Cell Inc., a Delaware corporation (the “Company”), and The Dow Chemical Company, a Delaware corporation (“TDCC”).

ASSIGNMENT
Ip Transfer Agreement • May 25th, 2000 • Millennium Cell Inc
Contract
Employment Agreement • June 22nd, 2006 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies • New York

EMPLOYMENT AGREEMENT dated as of June 22, 2006 (the “Employment Agreement”), by and between MILLENNIUM CELL INC., a Delaware corporation (“Millennium Cell”), and H. DAVID RAMM, an individual residing at 35 West Terrace Drive, Houston, Texas 77007-7040 (“Executive”).

MILLENNIUM CELL INC. UNSECURED CONVERTIBLE DEBENTURE DUE ON JUNE 26, 2003
Debenture Agreement • March 17th, 2003 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies

THIS DEBENTURE is one of a series of duly authorized and issued debentures of Millennium Cell Inc., a corporation organized under the laws of the state of Delaware (the "Company"), designated as its Unsecured Convertible Debentures, due on June 26, 2003 in the aggregate principal amount of Three Million Five Hundred Thousand Dollars ($3,500,000) (collectively, the "Unsecured Debentures").

MILLENNIUM CELL INC. and GECKO ENERGY TECHNOLOGIES, INC. JOINT DEVELOPMENT AGREEMENT
Joint Development Agreement • February 15th, 2006 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies • New York

THIS JOINT DEVELOPMENT AGREEMENT (this “Agreement”) is made and entered into on this 15th day of February, 2006 (the “Effective Date”) by and between GECKO ENERGY TECHNOLOGIES, INC., a Delaware corporation (“Gecko”), and MILLENNIUM CELL INC., a Delaware corporation (“MCEL”). Gecko and MCEL also may be referred to herein individually as a “Party” or collectively as the “Parties.”

ADVISORY BOARD MEMBER CONSULTING AGREEMENT
Consulting Agreement • October 4th, 2007 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies • New York

This ADVISORY BOARD MEMBER CONSULTING AGREEMENT (the “Agreement”), dated September 20, 2007, by and between MILLENNIUM CELL INC., a Delaware corporation, (the “Company”), and [__________], an individual (the “Consultant”).

ARTICLE I. DEFINITIONS
Securities Purchase Agreement • February 5th, 2004 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies • New York
MILLENNIUM CELL INC. CHANGE-IN-CONTROL AGREEMENT
Change-in-Control Agreement • August 14th, 2007 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies • New York

THIS CHANGE-IN-CONTROL AGREEMENT (this “Agreement”), made and entered into as of June 22, 2007, by and between Millennium Cell Inc., a Delaware corporation (the “Company”), and Richard Mohring, an individual residing at 8 Princeton Court, East Brunswick, NJ 08816 (the “Executive”).

EMPLOYMENT AGREEMENT
Employment Agreement • January 8th, 2007 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies • New York

Employment Agreement dated as of December 29, 2006 (this “Agreement”), by and between Gecko Energy Technologies, LLC, a Delaware limited liability company formerly known as M.C.E. Venture, L.L.C. (the “Company”), and Ronald J. Kelley, an individual residing in the State of New Jersey (“Executive”).

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