Exhibit 10.26 FIRST AMENDED EMPLOYMENT, CONFIDENTIALITY AND NON-COMPETITION AGREEMENT This Second Amended Employment, Confidentiality and Non-Competition Agreement (hereafter referred to as this "Agreement") is made by and between CombinatoRx,...Employment Agreement • August 19th, 2005 • Combinatorx, Inc • Pharmaceutical preparations • Massachusetts
September 15, 2004Warrant Agreement • December 10th, 2004 • Combinatorx, Inc • Delaware
EXHIBIT 4.5 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR...Warrant Agreement • March 20th, 2006 • Combinatorx, Inc • Pharmaceutical preparations • Connecticut
COMMON STOCKUnderwriting Agreement • February 14th, 2005 • Combinatorx, Inc • Pharmaceutical preparations • New York
RECITALSLease Agreement • March 20th, 2006 • Combinatorx, Inc • Pharmaceutical preparations
EXHIBIT 10.45 THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OR CONVERSION OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE, AND MAY NOT BE SOLD, OR OTHERWISE...Common Stock Purchase Warrant • August 19th, 2005 • Combinatorx, Inc • Pharmaceutical preparations • Massachusetts
Exhibit 10.32 FORM OF INDEMNIFICATION AGREEMENT This Agreement, made and entered into this __ day of ______________, 2005 ("Agreement"), by and between CombinatoRx, Incorporated, a Delaware corporation (the "Company"), and _____________...Indemnification Agreement • January 19th, 2005 • Combinatorx, Inc • Pharmaceutical preparations • Delaware
Exhibit 10.9 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION...Warrant Agreement • December 10th, 2004 • Combinatorx, Inc • Massachusetts
RECITALSRegistration Rights Agreement • December 10th, 2004 • Combinatorx, Inc • Massachusetts
9,600,000 Shares EPIRUS BIOPHARMACEUTICALS, INC. Common Stock, Par Value $0.001 Per Share UNDERWRITING AGREEMENTUnderwriting Agreement • January 30th, 2015 • EPIRUS Biopharmaceuticals, Inc. • Pharmaceutical preparations • New York
COMMON STOCKUnderwriting Agreement • November 4th, 2005 • Combinatorx, Inc • Pharmaceutical preparations • New York
(DATE)Promissory Note • December 10th, 2004 • Combinatorx, Inc
NEITHER THIS PROMISSORY NOTE NOR THE MASTER SECURITY AGREEMENT TO WHICH THIS NOTE IS TIED HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER, SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETTER FROM THE SECURITIES AND EXCHANGE COMMISSION
Exhibit 10.22 FIRST AMENDED EMPLOYMENT, CONFIDENTIALITY AND NON-COMPETITION AGREEMENT This First Amended Employment, Confidentiality and Non-Competition Agreement (hereafter referred to as this "Agreement") is made by and between CombinatoRx,...Employment Agreement • December 10th, 2004 • Combinatorx, Inc • Massachusetts
Exhibit 10.24 EMPLOYMENT, CONFIDENTIALITY AND NON-COMPETITION AGREEMENT THIS EMPLOYMENT, CONFIDENTIALITY AND NON-COMPETITION AGREEMENT (the "Agreement") is made and entered into as of the 1st day of September, 2003 (the "Effective Date"), by and...Employment Agreement • December 10th, 2004 • Combinatorx, Inc • Massachusetts
Exhibit 10.15 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT NO. 4201 (this "AGREEMENT") is entered into as of September 7, 2004, by and between LIGHTHOUSE CAPITAL PARTNERS V, L.P. ("LENDER") and COMBINATORX, INCORPORATED, a Delaware...Loan and Security Agreement • December 10th, 2004 • Combinatorx, Inc • California
EXHIBIT 1Research Agreement • March 20th, 2006 • Combinatorx, Inc • Pharmaceutical preparations
RECITALSLicense Agreement • August 19th, 2005 • Combinatorx, Inc • Pharmaceutical preparations • New York
5,600,000 Shares COMBINATORX, INCORPORATED Common Stock PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • October 11th, 2007 • Combinatorx, Inc • Pharmaceutical preparations • New York
AGREEMENT:Registration Rights Agreement • August 19th, 2005 • Combinatorx, Inc • Pharmaceutical preparations • New York
CONTENTS PAGE 1. INTERPRETATION................................................................1 2. COVENANT TO PAY...............................................................3 3. CREATION OF...Debenture • August 19th, 2005 • Combinatorx, Inc • Pharmaceutical preparations
AMENDMENT NO. 01 Dated September 30, 2005Loan and Security Agreement • October 3rd, 2005 • Combinatorx, Inc • Pharmaceutical preparations
EPIRUS BIOPHARMACEUTICALS, INC.Stock Option Agreement • May 8th, 2014 • Zalicus Inc. • Pharmaceutical preparations • Delaware
Unless otherwise defined herein, the terms defined in the 2011 Equity Incentive Plan (the “Plan”) shall have the same defined meanings in this Stock Option Agreement (the “Option Agreement”).
SUBCONTRACT AGREEMENTSubcontract Agreement • August 19th, 2005 • Combinatorx, Inc • Pharmaceutical preparations
AN SAIC-MANAGED PROGRAM TO SUPPORT THE NINDS, NATIONAL INSTITUTES OF HEALTH (NIH), DEPARTMENT OF HEALTH AND HUMAN SERVICES (HHS)
Exhibit 10.5 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR...Warrant Agreement • December 10th, 2004 • Combinatorx, Inc • California
THIS WARRANT CERTIFIES THAT, for good and valuable consideration, the receipt of which is hereby acknowledged, COMERICA BANK - CALIFORNIA or its assignee ("Holder") is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the "Shares") of the corporation (the "Company") at the initial exercise price per Share (the "Warrant Price") all as set forth above and as adjusted pursuant to Article 2 of this warrant, subject to the provisions and upon the terms and conditions set forth in this warrant. ARTICLE 1. EXERCISE. 1.1 METHOD OF EXERCISE. Holder may exercise this warrant by delivering this warrant and a duly executed Notice of Exercise in substantially the form attached as Appendix 1 to the principal office of the Company. Unless Holder is exercising the conversion right set forth in Section 1.2, Holder shall also deliver to the Company a check for the aggregate Warrant Price for the Shares being purchased. 1.2 CONVERSION RIGHT. In lieu of exe
ContractWarrant Agreement • October 3rd, 2014 • EPIRUS Biopharmaceuticals, Inc. • Pharmaceutical preparations • California
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR, SUBJECT TO SECTION 11 HEREOF, AN OPINION OF COUNSEL (WHICH MAY BE COMPANY COUNSEL) REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT, OR ANY APPLICABLE STATE SECURITIES LAWS.
BETWEENResearch and License Agreement • March 20th, 2006 • Combinatorx, Inc • Pharmaceutical preparations • New York
Exhibit 10.14 NEGATIVE PLEDGE AGREEMENT THIS NEGATIVE PLEDGE AGREEMENT is made as of September 7, 2004, by and between ("BORROWER") and LIGHTHOUSE CAPITAL PARTNERS V, L.P. ("LENDER"). In connection with the Loan Documents being concurrently executed...Negative Pledge Agreement • December 10th, 2004 • Combinatorx, Inc
Exhibit 10.38 SUBSCRIPTION AND SHAREHOLDERS AGREEMENTSubscription and Shareholders Agreement • August 19th, 2005 • Combinatorx, Inc • Pharmaceutical preparations
RECITALSFounder's Agreement • December 10th, 2004 • Combinatorx, Inc • Massachusetts
Exhibit 10.12 *LOAN7000* MASTER SECURITY AGREEMENT dated as of JULY 20, 2004 ("AGREEMENT") THIS AGREEMENT is between GENERAL ELECTRIC CAPITAL CORPORATION (together with its successors and assigns, if any, "SECURED PARTY") and COMBINATORX, INCORPORATED...Master Security Agreement • December 10th, 2004 • Combinatorx, Inc
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 16th, 2009 • Combinatorx, Inc • Pharmaceutical preparations • Delaware
This Agreement, made and entered into this day of , 2009 (“Agreement”), by and between CombinatoRx, Incorporated, a Delaware corporation (the “Company”), and (“Indemnitee”):
ZALICUS INC. EQUITY DISTRIBUTION AGREEMENT June19, 2012 Wedbush Securities Inc. One Bush Street, Suite 1700 San Francisco, California 94104 Ladies and Gentlemen:Equity Distribution Agreement • June 20th, 2012 • Zalicus Inc. • Pharmaceutical preparations • New York
VOTING AGREEMENTVoting Agreement • April 16th, 2014 • Zalicus Inc. • Pharmaceutical preparations • Delaware
THIS VOTING AGREEMENT (“Agreement”), dated as of April 15, 2014, is made by and among Zalicus Inc., a Delaware corporation (“Phoenix”), Epirus Biopharmaceuticals, Inc., a Delaware corporation (the “Company”), and the undersigned holder (“Stockholder”) of shares of capital stock (the “Shares”) of the Company.
FOURTEEN22, INC. WARRANT TO PURCHASE PREFERRED STOCKWarrant Agreement • August 11th, 2014 • EPIRUS Biopharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS CERTIFIES THAT, for value received, 5AM VENTURES III, L.P., with its principal office at 2200 Sand Hill Road, Suite 110, Menlo Park, CA 94025, or its assigns (the “Holder”), is entitled to subscribe for and purchase at the Exercise Price (defined below) from FOURTEEN22, INC., a Delaware corporation (the “Company”), that number of Exercise Shares (as defined below) as set forth herein, during the Exercise Period (as defined below). The aggregate number of Exercise Shares (as defined below) that Holder may purchase by exercising this Warrant is equal to the Warrant Percentage (as defined below) multiplied by the original principal amount of the Convertible Promissory Note dated December 1, 2011 between the Holder and the Company (the “Note”); provided however that such aggregate number is subject to adjustment upon a Special Conversion (as defined in the Company’s Certificate of Incorporation (the “Certificate”)) pursuant to Article IV, Section D(5)(l) of the Certificate. Capitalize
AGREEMENT OF SUBLEASESublease Agreement • December 10th, 2004 • Combinatorx, Inc • Massachusetts
