EXHIBIT 10.8 EMPLOYMENT AGREEMENT THIS AGREEMENT (the "AGREEMENT"), dated as of October 21, 2004, by and between HANA BIOSCIENCES, INC., a Delaware corporation with principal Employee offices at 400 Oyster Point Boulevard, Suite 215, South San...Employment Agreement • November 24th, 2004 • Hana Biosciences Inc • Pharmaceutical preparations • California
EXHIBIT 10.2 EMPLOYMENT AGREEMENT AGREEMENT (the "AGREEMENT"), dated as of January 25, 2003, by and between HUDSON HEALTH SCIENCES, INC., a Delaware corporation with principal Employee offices at Oyster Point Boulevard, Suite 215, South San Francisco,...Employment Agreement • August 20th, 2004 • Email Real Estate Com Inc • Services-business services, nec • New York
EX-99A AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (the "AGREEMENT") is made this 17th day of June, 2004, by and among Email Real Estate.com, Inc., a Colorado corporation having its principal place of business at 21 Wilcox Street,...Agreement and Plan of Merger • June 25th, 2004 • Email Real Estate Com Inc • Services-business services, nec • New York
EXHIBIT 10.5 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of July 21, 2004, by and among Hudson Health Sciences, Inc., a Delaware corporation (the "Company"), and the purchasers...Registration Rights Agreement • August 20th, 2004 • Email Real Estate Com Inc • Services-business services, nec
EXHIBIT 10.1 EMPLOYMENT AGREEMENT This agreement (the "AGREEMENT") is made November 1, 2003, by and between HUDSON HEALTH SCIENCES, INC., a Delaware corporation with principal executive offices at 787 Seventh Avenue, 48th Floor, New York, NY 10019...Employment Agreement • August 20th, 2004 • Email Real Estate Com Inc • Services-business services, nec • New York
EXHIBIT 10.10 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "AGREEMENT"), is entered into as of November1, 2004, by and between HANA BIOSCIENCES, INC., a Delaware corporation with principal Employee offices at 400 Oyster Point Boulevard, Suite...Employment Agreement • November 24th, 2004 • Hana Biosciences Inc • Pharmaceutical preparations • California
AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (the "Agreement") is made this 17th day of June, 2004, by and among Email Real Estate.com, Inc., a Colorado corporation having its principal place of business at 21 Wilcox Street, #C,...Agreement and Plan of Merger • June 24th, 2004 • Email Real Estate Com Inc • Services-business services, nec • New York
HANA BIOSCIENCES, INC. 400 Oyster Point Boulevard, Suite 215 South San Francisco, CA 94080Hana Biosciences Inc • November 24th, 2004 • Pharmaceutical preparations
EXHIBIT 10.4 THIS LICENSE AGREEMENT NOT VALID UNTIL EXECUTION COPIES HAVE BEEN SIGNED BY ALL PARTIES. EXCLUSIVE LICENSE AGREEMENT THIS AGREEMENT (the "Agreement") by and between YALE UNIVERSITY, a corporation organized and existing under and by virtue...License Agreement • August 20th, 2004 • Email Real Estate Com Inc • Services-business services, nec • Connecticut
ARTICLE 1 DEFINITIONSLicense and Development Agreement • January 14th, 2005 • Hana Biosciences Inc • Pharmaceutical preparations • New Jersey
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUED UPON ITS EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 5 OF THIS WARRANTHana Biosciences Inc • November 15th, 2005 • Pharmaceutical preparations • New York
Hana Biosciences, Inc., a Delaware corporation (the “Company”), for value received, hereby certifies that [ ], or its registered assigns (the “Registered Holder”), is entitled, subject to the terms and conditions set forth below, to purchase from the Company, at any time or from time to time on or after April 24, 2006 and on or before 5:00 p.m. (Eastern time) on October 24, 2010 (the “Exercise Period”), [ ] shares of Common Stock, $0.001 par value per share, of the Company (“Common Stock”), at a purchase price of $5.80 per share. The shares purchasable upon exercise of this Warrant, and the purchase price per share, each as adjusted from time to time pursuant to the provisions of this Warrant, are hereinafter referred to as the “Warrant Shares” and the “Purchase Price,” respectively. This Warrant is one of a series of Warrants issued by the Company in connection with a private placement of Common Stock and of like tenor, except as to the number of shares of Common Stock subject thereto
ContractHana Biosciences Inc • November 19th, 2007 • Pharmaceutical preparations • New York
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAW, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF OR EXERCISED UNLESS (i) A REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS SHALL HAVE BECOME EFFECTIVE WITH REGARD THERETO, OR (ii) AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS IS AVAILABLE IN CONNECTION WITH SUCH OFFER, SALE OR TRANSFER.
SUBSCRIPTION AGREEMENTSubscription Agreement • May 20th, 2005 • Hana Biosciences Inc • Pharmaceutical preparations • New York
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) made as of the date set forth on the signature page hereof between Hana Biosciences, Inc., a Delaware corporation having a place of business at 400 Oyster Point Blvd., Suite 215, South San Francisco, CA 94080 (the “Company”), and the undersigned (the “Subscriber”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 11th, 2008 • Hana Biosciences Inc • Pharmaceutical preparations • California
This Employment Agreement (this “Agreement”) is entered into as of June 6, 2008, by and between Hana Biosciences, Inc., a Delaware corporation with an office at 7000 Shoreline Court, Suite 370, South San Francisco, California 94080 (the “Company”), and Steven R. Deitcher, residing at 904 Bromfield Road, San Mateo, California 94402 (the “Executive”).
VOTING AGREEMENTVoting Agreement • January 12th, 2012 • Talon Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Voting Agreement (this “Agreement”) is dated as of January 9, 2012, among Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (“Warburg Pincus”), Deerfield Private Design Fund, L.P., a Delaware limited partnership (“Deerfield Private Design”), Deerfield Private Design International, L.P., a British Virgin Islands limited partnership (“Deerfield Private Design International”), Deerfield Special Situations Fund, L.P., a Delaware limited partnership (“Deerfield Special Situations”), and Deerfield Special Situations Fund International Limited, a British Virgin Islands exempt company (“Deerfield Special Situations International”, and together with Deerfield Private Design, Deerfield Private Design International and Deerfield Special Situations, each a “Stockholder” and collectively the “Stockholders”).
STOCK PURCHASE AGREEMENT by and among SPECTRUM PHARMACEUTICALS, INC., TALON THERAPEUTICS, INC. and EAGLE ACQUISITION MERGER SUB, INC. July 16, 2013Stock Purchase Agreement • July 19th, 2013 • Talon Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Stock Purchase Agreement (this “Agreement”) is made as of July 16, 2013, by and among Spectrum Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Talon Therapeutics, Inc., a Delaware corporation (the “Company”), and Eagle Acquisition Merger Sub, Inc., a Delaware corporation (“Purchaser”).
HANA BIOSCIENCES, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 11th, 2010 • Hana Biosciences Inc • Pharmaceutical preparations • Delaware
This Registration Rights Agreement (this “Agreement”), dated June 7, 2010, among Hana Biosciences, Inc., a Delaware corporation (the “Company”), and the purchasers signatory hereto (each, a “Purchaser”, and collectively, the “Purchasers”), is entered into pursuant to that certain Investment Agreement, dated June 7, 2010, by and between the Company and the Purchasers (the “Investment Agreement”), providing for the Company’s issuance and sale of (a) Series A-1 Convertible Preferred Stock (the “Series A-1 Preferred Shares”), which will be, upon issuance, convertible into authorized but unissued shares (“Series A-1 Conversion Shares”) of common stock, par value $0.001 per share, of the Company (the “Common Stock”), and will have the terms set forth in the Certificate of Designations for such Series A-1 Preferred Shares (the “Series A-1 Certificate of Designation”) and (b) Series A-2 Convertible Preferred Stock (the “Series A-2 Preferred Shares”, the Series A-1 Preferred Shares and the Seri
INFORMATION MARKED BY [***] HAS BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED PORTION HAS BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. AMENDED AND RESTATED LICENSE AND DEVELOPMENT AGREEMENTLicense and Development Agreement • November 8th, 2007 • Hana Biosciences Inc • Pharmaceutical preparations • New Jersey
THIS AMENDED AND RESTATED LICENSE AND DEVELOPMENT AGREEMENT (this “Agreement”), dated as of July 31, 2007 (the “Execution Date”), is entered into by and between NovaDel Pharma, Inc., a Delaware corporation (“NovaDel”), and Hana Biosciences, Inc., a Delaware corporation (the “Licensee”). NovaDel and Licensee each may be referred to herein individually as a “Party,” or collectively as the “Parties.”
TALON THERAPEUTICS, INC. South San Francisco, CA 94080Acknowledgment and Signature • July 19th, 2013 • Talon Therapeutics, Inc. • Pharmaceutical preparations • California
As we have discussed with you, your employment with Talon Therapeutics, Inc. (the “Company”) will end effective upon the closing of the transactions contemplated by the Stock Purchase Agreement dated July 16, 2013 (the “Purchase Agreement”), among the Company, Spectrum Pharmaceuticals, Inc. and Eagle Acquisition Merger Sub, Inc.
CONTINGENT VALUE RIGHTS AGREEMENTContingent Value Rights Agreement • July 19th, 2013 • Talon Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS CONTINGENT VALUE RIGHTS AGREEMENT, dated as of July 16, 2013 (this “Agreement”), is entered into by and among Spectrum Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Talon Therapeutics, Inc., a Delaware corporation (the “Company”) and Corporate Stock Transfer, Inc., as Rights Agent (the “Rights Agent”).
HANA BIOSCIENCES, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • August 14th, 2006 • Hana Biosciences Inc • Pharmaceutical preparations • Delaware
This Restricted Stock Agreement (this “Agreement”) made effective as of May 9, 2006, is by and between Hana Biosciences, Inc., a Delaware corporation having a place of business at 400 Oyster Point Boulevard, Suite 215, South San Francisco, California 94080 (the “Company”), and Gregory I. Berk (“Executive”).
PATENT AND TECHNOLOGY LICENSE AGREEMENT (as Amended)Patent and Technology License Agreement • August 9th, 2007 • Hana Biosciences Inc • Pharmaceutical preparations • Texas
THIS AGREEMENT ("AGREEMENT") is made on this 14th day of February, 2000 between the BOARD OF REGENTS ("BOARD") of THE UNIVERSITY OF TEXAS SYSTEM ("SYSTEM"), an agency of the State of Texas, whose address is 201 West 7th Street, Austin, Texas 78701, on behalf of THE UNIVERSITY OF TEXAS M. D. ANDERSON CANCER CENTER ("MDA"), a component Institution of SYSTEM and INEX Pharmaceuticals Corp, a British Columbia corporation having a principal place of business located at 100 - 8900 Glenlyon Parkway, Glenlyon Business Park, Burnaby, BC, Canada V5J 5J8 ("LICENSEE").
RESIGNATION AND RELEASE AGREEMENT AND COVENANT NOT TO SUEResignation and Release Agreement • May 14th, 2008 • Hana Biosciences Inc • Pharmaceutical preparations
This Resignation and Release Agreement and Covenant Not to Sue (“Agreement”) is made and entered into by and between Hana Biosciences, Inc. (the “Company”) and Fred L. Vitale (“Mr. Vitale”).
INVESTMENT AGREEMENT by and among THE PURCHASERS NAMED HEREIN and HANA BIOSCIENCES, INC. JUNE 7, 2010Investment Agreement • June 11th, 2010 • Hana Biosciences Inc • Pharmaceutical preparations • Delaware
Hana Biosciences, Inc., a Delaware corporation (the “Company”), hereby agrees with (i) Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (together with any successor, assign or transferee, including any transferee of the Securities (as defined herein), “WPX”), and Warburg Pincus X Partners, L.P., a Delaware limited partnership (together with any successor, assign or transferee, including any transferee of the Securities, “WP Partners”, and together with WPX, each a “WP Purchaser” and collectively the “WP Purchasers”), and (ii) Deerfield Private Design Fund, L.P., a Delaware limited partnership (together with any successor, assign or transferee, including any transferee of the Securities, “Deerfield Private Design”), Deerfield Private Design International, L.P., a limited partnership organized under the laws of the British Virgin Islands (together with any successor, assign or transferee, including any transferee of the Securities, “Deerfield Private Design Internati
ContractHana Biosciences Inc • June 11th, 2010 • Pharmaceutical preparations
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock of Hana Biosciences, Inc. and that this Agreement be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
HANA BIOSCIENCES, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • August 14th, 2006 • Hana Biosciences Inc • Pharmaceutical preparations • Delaware
This Restricted Stock Agreement (this “Agreement”) made effective as of June 30, 2006, is by and between Hana Biosciences, Inc., a Delaware corporation having a place of business at 400 Oyster Point Boulevard, Suite 215, South San Francisco, California 94080 (the “Company”), and Mark J. Ahn (“Executive”).
ContractTalon Therapeutics, Inc. • December 30th, 2011 • Pharmaceutical preparations
FIRST AMENDMENT TO FACILITY AGREEMENTFacility Agreement • June 11th, 2010 • Hana Biosciences Inc • Pharmaceutical preparations • New York
FIRST AMENDMENT dated as of June 7, 2010 (this “Amendment”), to that certain Facility Agreement dated as of October 30, 2007 (as amended, supplemented or otherwise modified from time to time, the “Facility Agreement”), between Hana Biosciences Inc. (the “Borrower”) and Deerfield Private Design Fund, L.P. (“Deerfield Private Design Fund”), Deerfield Special Situation Fund, L.P. (“Deerfield Special Situation Fund”), Deerfield Special Situations Fund International Limited (“Deerfield International”) and Deerfield Private Design International, L.P. (“Deerfield Private Design International” and, together with Deerfield Private Design Fund, Deerfield Special Situation Fund and Deerfield International, the “Lenders”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Facility Agreement.
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 11th, 2010 • Hana Biosciences Inc • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made as of the 7th day of 2010 by and between Hana Biosciences, Inc., a Delaware corporation (the “Company”), and [__________] (the “Indemnitee”).
AMENDMENT NO. 1 TO THE INVESTMENT AGREEMENTInvestment Agreement • July 5th, 2012 • Talon Therapeutics, Inc. • Pharmaceutical preparations • Delaware
AMENDMENT NO. 1 (this “Amendment”), dated as of July 3, 2012, to the Investment Agreement, dated as of January 9, 2012 (the “Investment Agreement”), by and among Talon Therapeutics, Inc., a Delaware corporation (formerly Hana Biosciences, Inc.) (the “Company”), Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (“WPX”), Warburg Pincus X Partners, L.P., a Delaware limited partnership (“WP Partners”, and together with WPX, each a “WP Purchaser” and collectively the “WP Purchasers”), Deerfield Private Design Fund, L.P., a Delaware limited partnership (“Deerfield Private Design”), Deerfield Private Design International, L.P., a limited partnership organized under the laws of the British Virgin Islands (“Deerfield Private Design International”), Deerfield Special Situations Fund, L.P., a Delaware limited partnership (“Deerfield Special Situations”), and Deerfield Special Situations Fund International Limited, an entity organized under the laws of the British Virgin Island
TRANSACTION AGREEMENTTransaction Agreement • August 14th, 2006 • Hana Biosciences Inc • Pharmaceutical preparations • Washington
INEX PHARMACEUTICALS CORPORATION, a company amalgamated under the laws of British Columbia company and having an office at #200 - 8900 Glenlyon Parkway, Burnaby, British Columbia, Canada V5J 5J8
AMENDMENT NO. 2 TO LICENSE AND DEVELOPMENT AGREEMENTLicense and Development Agreement • April 2nd, 2007 • Hana Biosciences Inc • Pharmaceutical preparations • Delaware
THIS AMENDMENT NO. 2 TO LICENSE AND DEVELOPMENT AGREEMENT (this “Amendment”), dated as of May 15, 2006, is entered into by and between NovaDel Pharma, Inc., a Delaware corporation (“NovaDel”), and Hana Biosciences, Inc., a Delaware corporation (the “Licensee”). NovaDel and Licensee each may be referred to herein individually as a “Party,” or collectively as the “Parties.”
AMENDMENT NO. 3 TO EMPLOYMENT AGREEMENTEmployment Agreement • August 14th, 2006 • Hana Biosciences Inc • Pharmaceutical preparations
THIS AMENDMENT NO. 3 made as of June 30, 2006 (the “Amendment”), to the EMPLOYMENT AGREEMENT dated November 1, 2003, as amended October 21, 2004 and December 16, 2005 (the “Agreement”), by and between Hana Biosciences, Inc. (formerly Hudson Health Sciences, Inc.), a Delaware corporation (the “Company”), and Mark J. Ahn, Ph.D. (“Executive”).
FACILITY AGREEMENTFacility Agreement • March 31st, 2008 • Hana Biosciences Inc • Pharmaceutical preparations • New York
FACILITY AGREEMENT (this “Agreement”), dated as of October 30, 2007, between Hana Biosciences Inc., a Delaware corporation (the “Borrower”), and Deerfield Private Design Fund, L.P. (“Deerfield Private Design Fund”), Deerfield Special Situations Fund L.P., a limited partnership organized under the laws of Delaware, Deerfield Special Situations Fund International Limited, a company organized under the laws of the British Virgin Islands (“Deerfield International”) and Deerfield Private Design International, L.P. (“Deerfield Private Design International” and together with Deerfield International, the “Offshore Lenders”), a limited partnership organized under the laws of the British Virgin Islands (together the “Lenders” and, together with the Lenders, the “Parties”).
AMENDMENT TO NO. 3 TO LICENSE AND DEVELOPMENT AGREEMENTLicense and Development Agreement • April 2nd, 2007 • Hana Biosciences Inc • Pharmaceutical preparations • Delaware
THIS AMENDMENT NO. 3 TO LICENSE AND DEVELOPMENT AGREEMENT (this “Amendment”), dated as of December 22, 2006, is entered into by and between NOVADEL PHARMA, INC., a Delaware corporation (“NovaDel”), and HANA BIOSCIENCES, INC., a Delaware corporation (the “Licensee”). NovaDel and Licensee each may be referred to herein individually as a “Party,” or collectively as the “Parties.”
