Exhibit 10.1 REGISTRATION RIGHTS AGREEMENT Registration Rights Agreement (this "Agreement"), made and entered into as of May 24, 2006, by and among Castle & Morgan Holdings, Inc. (the "Company") and the shareholders signatory hereto (each such...Registration Rights Agreement • May 31st, 2006 • Osteologix, Inc. • Retail-nonstore retailers • New York
BACKGROUNDStock Purchase Agreement • March 16th, 2005 • Castle & Morgan Holdings Inc • Retail-nonstore retailers • New York
FORM OF OSTEOLOGIX, INC. SUBSCRIPTION AGREEMENTSubscription Agreement • May 31st, 2006 • Osteologix, Inc. • Retail-nonstore retailers • New York
FORM OFRegistration Rights Agreement • May 31st, 2006 • Osteologix, Inc. • Retail-nonstore retailers • New York
TLA VIDEO AFFILIATE AGREEMENT To become an affiliate with TLA Video, please: 1. Read this agreement 2. Acknowledge that you understand and agree to the terms of this agreement by filling out and sending the sign-up form at the bottom of the page or...Affiliate Agreement • February 12th, 2004 • Castle & Morgan Holdings Inc • Pennsylvania
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT AGREEMENT dated as of May 31, 2005, by and among Castle & Morgan Holdings, Inc., a Delaware Corporation ("CSMH"), Gaha Ventures, LLC, a New York limited liability company, Altitude Group, LLC, a New York...Securities Purchase Agreement • June 17th, 2005 • Castle & Morgan Holdings Inc • Retail-nonstore retailers • New York
LOAN AGREEMENTAssignment of Promissory Note • March 16th, 2005 • Castle & Morgan Holdings Inc • Retail-nonstore retailers
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 2nd, 2008 • Osteologix, Inc. • Pharmaceutical preparations • Delaware
This Securities Purchase Agreement (the “Agreement”) is dated as of March 27, 2008, by and among Osteologix, Inc., a Delaware corporation (the “Company”), and the purchasers named on the signature page hereto (each a “Purchaser” and collectively, the “Purchasers”).
BACKGROUNDShare and Warrant Exchange Agreement • May 31st, 2006 • Osteologix, Inc. • Retail-nonstore retailers • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 11th, 2010 • Osteologix, Inc. • Pharmaceutical preparations • Delaware
This Securities Purchase Agreement (the “Agreement”) is dated as of June 9, 2010, by and among Osteologix, Inc., a Delaware corporation (the “Company”), and the purchasers named on the signature page hereto (each a “Purchaser” and collectively, the “Purchasers”).
LICENSE AGREEMENT BY AND BETWEEN OSTEOLOGIX LIMITED AND LES LABORATOIRES SERVIER AND INSTITUT DE RECHERCHES INTERNATIONALES SERVIER July 30, 2010License Agreement • November 15th, 2010 • Osteologix, Inc. • Pharmaceutical preparations
THIS LICENSE AGREEMENT (the “Agreement”) is made effective as of July 30, 2010 (the “Effective Date”) by and between OSTEOLOGIX Limited, a private company organized under the laws of the Republic of Ireland, having offices at , (“OSTEOLOGIX”), and Les Laboratoires SERVIER, a company organized under the laws of France, having offices at 22 rue Garnier, 92200 Neuilly sur Seine Cedex, France and Institut de Recherches Internationales SERVIER, a company organized under the laws of France, having offices at 6, Place des Pléiades, 92415 Courbevoie (hereinafter collectively referred to as “SERVIER”). OSTEOLOGIX and SERVIER are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
Exhibit 10.1 April 15, 2008 Matthew M. Loar Re: Transition Agreement Dear Matt: This letter confirms our mutual agreement concerning your departure from Osteologix, Inc. (the "Company"), including the consulting arrangement we would like to offer to...Transition Agreement • April 18th, 2008 • Osteologix, Inc. • Pharmaceutical preparations • California
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 25th, 2008 • Osteologix, Inc. • Pharmaceutical preparations
THIS AMENDMENT TO EMPLOYMENT AGREEMENT dated as of December 12, 2007 (this “Amendment”) is made by and between Osteologix, Inc., a Delaware corporation (the “Company”), and Mr. Philip J. Young (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 3rd, 2007 • Osteologix, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT is made and entered into effective as of April 3, 2007 by and between Osteologix, Inc., a Delaware corporation (the “Company”), and Mr. Philip J. Young (the “Executive”).
EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENTStock Option Agreement • September 5th, 2006 • Osteologix, Inc. • Pharmaceutical preparations
Osteologix, Inc. (the “Company”), pursuant to its Equity Incentive Plan (the “Plan”), hereby grants to the Optionee listed below (“Optionee”), an option to purchase the number of shares of the Company’s Common Stock set forth below, subject to the terms and conditions of the Plan and this Stock Option Agreement. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Stock Option Agreement.
Preliminary Binding Agreement Between Osteologix, Inc. and Charles CasamentoPreliminary Binding Agreement • April 3rd, 2007 • Osteologix, Inc. • Pharmaceutical preparations
The following, when signed by Osteologix, Inc. (the “Company”) and Charles Casamento is intended to be a binding agreement between the parties. However, the parties intend to supersede this Preliminary Binding Agreement by definitive written documents; however, if the parties are unable to complete such definitive written documents, then this Preliminary Binding Agreement will be binding and enforceable, and either party may bring an action in a court of competent jurisdiction to enforce the terms hereof.
ASSIGNMENT AND NOMINEE OWNER AGREEMENTAssignment and Nominee Owner Agreement • April 25th, 2008 • Osteologix, Inc. • Pharmaceutical preparations • Delaware
This Assignment and Nominee Owner Agreement (the “Agreement”) is entered into effective as of November 9, 2006 (the “Effective Date”), by and between Jeremy Curnock Cook (“Nominee”) and BML Healthcare I, LP (the “LP”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 11th, 2010 • Osteologix, Inc. • Pharmaceutical preparations • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this June 9, 2010, by and among Osteologix, Inc., a Delaware corporation (the “Company”), and each Affiliated Holder (as defined hereinafter).
OSTEOLOGIX, INC. AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENTEmployment Agreement • June 11th, 2008 • Osteologix, Inc. • Pharmaceutical preparations
This Amendment No. 2 to Employment Agreement is dated as of June 5, 2008 (this “Amendment”), by and between Osteologix, Inc., a Delaware Corporation (the “Company”), and Mr. Philip J. Young (the “Executive”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 4th, 2010 • Osteologix, Inc. • Pharmaceutical preparations • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this December 29, 2009, by and among Osteologix, Inc., a Delaware corporation (the “Company”), and the “Holders” executing this Agreement and named in that certain Purchase Agreement by and among the Company and the Holders dated the date hereof (the “Purchase Agreement”).
OSTEOLOGIX, INC. EMPLOYMENT AGREEMENTEmployment Agreement • November 14th, 2007 • Osteologix, Inc. • Pharmaceutical preparations • California
This Employment Agreement (“Agreement”) is made and entered into as of September 14, 2007 by and between Osteologix, Inc., a Delaware corporation (the “Company”), and Matthew M. Loar (the “Employee”).
JOINT FILING AGREEMENTJoint Filing Agreement • April 25th, 2008 • Osteologix, Inc. • Pharmaceutical preparations
The undersigned agree that the statement on Schedule 13D dated April 23, 2008 with respect to the common stock of Osteologix, Inc. is, and any amendments hereto signed by each the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13(d) under the Securities Exchange Act of 1934, as amended.
Osteologix, Inc. Consulting Agreement with Stephan Christgau The consulting agreement by and between Osteologix, Inc. and Stephan Christgau consists of two parts (attached):Consulting Agreement • November 14th, 2007 • Osteologix, Inc. • Pharmaceutical preparations
Dr. Christgau was entitled to earn a performance bonus for work as an employee of Osteologix Inc. The calculation of the bonus was approved by the Board of Directors Compensation Committee as follows:
SEPARATION AGREEMENT AND MUTUAL GENERAL RELEASESeparation Agreement • June 15th, 2007 • Osteologix, Inc. • Pharmaceutical preparations • California
SEPARATION AGREEMENT AND MUTUAL GENERAL RELEASE (“Agreement”), effective as of April 3, 2007 (the “Effective Date”), by and between Osteologix, Inc. (hereinafter referred to as “Company”) and Charles Casamento (“Employee”) (collectively, “the Parties” and, each, a “Party”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 25th, 2008 • Osteologix, Inc. • Pharmaceutical preparations
THIS AMENDMENT TO EMPLOYMENT AGREEMENT dated as of December 12, 2007 (this “Amendment”) is made by and between Osteologix, Inc., a Delaware corporation (the “Company”), and Matthew M. Loar (the “Employee”).
AGREEMENT AND PLAN OF MERGER OFMerger Agreement • February 12th, 2004 • Castle & Morgan Holdings Inc
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 2nd, 2008 • Osteologix, Inc. • Pharmaceutical preparations • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 27th day of March, 2008, by and among Osteologix, Inc., a Delaware corporation (the “Company”), and the “Holders” executing this Agreement and named in that certain Purchase Agreement by and among the Company and the Holders dated the date hereof (the “Purchase Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 7th, 2007 • Osteologix, Inc. • Pharmaceutical preparations • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 4th day of June, 2007 by and among Osteologix, Inc., a Delaware corporation (the “Company”), and the “Holders” executing this Agreement and named in that certain Purchase Agreement by and among the Company and the Holders dated the date hereof (the “Purchase Agreement”).
Exhibit 10.3 ALLONGE AND PARTIAL ASSIGNMENT OF CONVERTIBLE NOTE 1. Assignment. For value received and pursuant to Section 3(c) of that certain Securities Purchase Agreement (the "Securities Purchase Agreement"), dated as of May 31, 2005, by and among...Allonge and Partial Assignment of Convertible Note • June 17th, 2005 • Castle & Morgan Holdings Inc • Retail-nonstore retailers
