Exhibit 10.7 EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement"), made in Hingham, Massachusetts as of the 15th day of March, 2005, between Pathogenics, Inc. a Delaware corporation having its executive offices and principal place of business at 99...Employment Agreement • March 18th, 2005 • Pathogenics, Inc. • Massachusetts
AMONGAgreement and Plan of Reorganization • March 18th, 2005 • Pathogenics, Inc. • Delaware
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT ----------------------------- THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of February 18, 2005, by and among Pathogenics, Inc., a Delaware corporation, with headquarters located at 28 Old...Securities Purchase Agreement • March 18th, 2005 • Pathogenics, Inc. • Delaware
By: /s/ Frederic P. Zotos By: /s/ Frederic P. Zotos --------------------------- --------------------------------- Name: Frederic P. Zotos, Esq. Name: Frederic P. Zotos, Esq. Title: President & CEO Title: President & CEO Date: Date:...Assignment Agreement • July 5th, 2005 • Pathogenics, Inc. • Medicinal chemicals & botanical products • Massachusetts
ARTICLE 1 DEFINITIONSLicense Agreement • March 18th, 2005 • Pathogenics, Inc. • New York
EXHIBIT 10.8 EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • July 5th, 2005 • Pathogenics, Inc. • Medicinal chemicals & botanical products • Massachusetts
EXHIBIT 10.10 CONSULTANCY AGREEMENT --------------------- CONSULTANCY AGREEMENT (the "Agreement") dated as of May 25, 2005 (the "Effective Date"), by and between Pathogenics, Inc., a Delaware corporation (the "Corporation"), having a place of business...Consultancy Agreement • July 5th, 2005 • Pathogenics, Inc. • Medicinal chemicals & botanical products
RECITALSMerger Agreement • May 5th, 2006 • Pathogenics, Inc. • Medicinal chemicals & botanical products • Delaware
Exhibit 10.5 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into as of the 18th day of February, 2005 by and among PATHOGENICS, INC., a Delaware corporation (the "Company"), and William K....Registration Rights Agreement • March 18th, 2005 • Pathogenics, Inc. • Delaware
LICENSE AGREEMENTLicense Agreement • June 27th, 2006 • Pathogenics, Inc. • Medicinal chemicals & botanical products • Delaware
License (this “Agreement”) made as of April 13, 2006, by and between Acuity Pharmaceuticals, Inc., a Delaware corporation, with its principal offices at 3701 Market Street, Philadelphia, PA, 19104 (“Acuity”) and Pathogenics, Inc., a Delaware Corporation with its principal offices at 99 Derby Street, Suite 200, Hingham, MA 02043 (“Pathogenics”). (Acuity and Pathogenics are sometimes referred to herein individually as a “Party” and collectively as the “Parties”).
Frederic P. Zotos, Esq. President & CEO Pathogenics, Inc.Consulting Agreement • June 27th, 2006 • Pathogenics, Inc. • Medicinal chemicals & botanical products • New York
Exhibit 10.6 William K. Mackey 9632 N.W. 7th Circle, Ste 1724 Plantation, Fl. 33324 September 29, 2004 Frederic P. Zotos, Esquire 28 Old Coach Road Cohasset, Ma. 02025 Re: Service Agreement Dear Fred, This letter agreement ("Agreement ") outlines the...Service Agreement • March 18th, 2005 • Pathogenics, Inc. • New York
AMENDMENT No. 2 to LICENSE AGREEMENTLicense Agreement • March 15th, 2007 • Pathogenics, Inc. • Medicinal chemicals & botanical products
Amendment No. 2 to License (this “Amendment”) made as of March 8, 2007, by and between Acuity Pharmaceuticals, Inc., a Delaware corporation, with its principal offices at 3701 Market Street, Philadelphia, PA, 19104 (“Acuity”) and Pathogenics, Inc., a Delaware Corporation with its principal offices at 99 Derby Street, Suite 200, Hingham, MA 02043 (“Pathogenics”).
Exhibit 10.3 ASSIGNMENT AGREEMENT THIS AGREEMENT is made and entered into as of this 18th day of December 2002 ("Effective Date") by and between ATLANTIC TECHNOLOGY VENTURES, INC., a Delaware corporation having offices at 350 Fifth Avenue, Empire...Assignment Agreement • March 18th, 2005 • Pathogenics, Inc. • New York
AMENDMENT NO. 1 TO LICENSE AGREEMENTLicense Agreement • March 15th, 2007 • Pathogenics, Inc. • Medicinal chemicals & botanical products
Amendment No. 1 to License (this “Amendment”) made as of August 2, 2006, by and between Acuity Pharmaceuticals, Inc., a Delaware corporation, with its principal offices at 3701 Market Street, Philadelphia, PA, 19104 (“Acuity”) and Pathogenics, Inc., a Delaware Corporation with its principal offices at 99 Derby Street, Suite 200, Hingham, MA 02043 (“Pathogenics”).
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 4th, 2006 • Pathogenics, Inc. • Medicinal chemicals & botanical products • Delaware
THIS AMENDED AND RESTATEDAGREEMENT AND PLAN OF MERGER (this "Agreement") is entered into as of November 28, 2006, by and between Pathogenics, Inc., a Delaware corporation ("Pathogenics"), and Egenix, Inc., a Delaware corporation ("Egenix").
License AgreementLicense Agreement • June 27th, 2006 • Pathogenics, Inc. • Medicinal chemicals & botanical products • New York
This Agreement is made and entered into between individuals Dr. Waldemar Gottardi, Hoher Weg 13, A-6020 Innsbruck, Austria, and Dr. Markus Nagl, Hintermetzentaler 4, A-6094 Axams, Austria (“LICENSORS”) and Pathogenics, Inc., a Delaware Corporation (“LICENSEE”), having offices at 99 Derby Street, Suite 200, Hingham, MA 02043.
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 15th, 2007 • Pathogenics, Inc. • Medicinal chemicals & botanical products
THIS SECOND AMENDMENT (the “Second Amendment”) to the EMPLOYMENT AGREEMENT (the “Agreement”), is made in Hingham, Massachusetts as of the 1st day of January 2007, between Pathogenics, Inc. a Delaware corporation having its executive offices and principal place of business at 99 Derby Street, Suite 200, Hingham, MA 02043 (the “Company”), and Frederic P. Zotos, an individual currently residing at 1623 Avalon Drive, Hull, MA 02045 (“Employee”).
CONSULTANCY AGREEMENTConsultancy Agreement • June 27th, 2006 • Pathogenics, Inc. • Medicinal chemicals & botanical products • New York
CONSULTANCY AGREEMENT (the “Agreement”) dated as of January 1st, 2006 (the “Effective Date”), by and between Pathogenics, Inc., a Delaware corporation (the “Corporation”), having a place of business at 99 Derby Street, Suite 200, Hingham, MA 02043, and Michael L. Ferrari (the “Consultant”), an individual residing at 2-47 150th Street, Whitestone, NY 11357.
REVOCATION OF ASSIGNMENTRevocation of Assignment • June 27th, 2006 • Pathogenics, Inc. • Medicinal chemicals & botanical products • Massachusetts
THIS REVOCATION (the “Revocation of Assignment”) to the ASSIGNMENT AGREEMENT (the “Assignment”) is effective as of the 1st day of June 2005 (“Effective Date”) by and between FIRST COVENTRY CORPORATION, a Delaware corporation having offices at 99 Derby Street, Suite 200, Hingham, MA 02043 (“FIRST COVENTRY”), and PATHOGENICS CORPORATION, a Delaware corporation having offices at 99 Derby Street, Suite 200, Hingham, MA 02043 (“PATHOGENICS”).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • June 27th, 2006 • Pathogenics, Inc. • Medicinal chemicals & botanical products
THIS FIRST AMENDMENT (the “First Amendment”) to the EMPLOYMENT AGREEMENT (the “Agreement”), is made in Hingham, Massachusetts as of the 1st day of January, 2006, between Pathogenics, Inc. a Delaware corporation having its executive offices and principal place of business at 99 Derby Street, Suite 200, Hingham, MA 02043 (the “Company”), and Frederic P. Zotos, an individual currently residing at 1623 Avalon Drive, Hull, MA 02045 (“Employee”).
FIRST AMENDMENT TO CONSULTANCY AGREEMENTConsultancy Agreement • March 15th, 2007 • Pathogenics, Inc. • Medicinal chemicals & botanical products
THIS FIRST AMENDMENT (the “First Amendment”) to the CONSULTANCY AGREEMENT (the “Agreement”), is made in Hingham, Massachusetts as of the 1st day of January, 2007, by and between Pathogenics, Inc. a Delaware corporation having its executive offices and principal place of business at 99 Derby Street, Suite 200, Hingham, MA 02043 (the “Corporation”), and Michael L. Ferrari (the “Consultant”), an individual residing at 6488 84th Street, Middle Vlg, NY 11379.
