OFWarrant Agreement • January 31st, 2007 • Intellect Neurosciences, Inc. • Metal mining • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 31st, 2014 • Intellect Neurosciences, Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 25, 2014, between Intellect Neurosciences, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT INTELLECT NEUROSCIENCES, INC.Security Agreement • December 8th, 2015 • Intellect Neurosciences, Inc. • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [ ] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from INTELLECT NEUROSCIENCES, INC., a Delaware corporation (the “Company”) up to [ ] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
CONFIDENTIALEmployment Agreement • January 31st, 2007 • Intellect Neurosciences, Inc. • Metal mining
WARRANT TO PURCHASE STOCK OFWarrant Agreement • January 31st, 2007 • Intellect Neurosciences, Inc. • Metal mining • New York
OFWarrant Agreement • January 31st, 2007 • Intellect Neurosciences, Inc. • Metal mining • New York
CONVERTIBLE NOTE DUE APRIL ___, 2018Convertible Security Agreement • April 28th, 2016 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
THIS CONVERTIBLE NOTE is one of a series of duly authorized and validly issued Notes of INTELLECT NEUROSCIENCES, INC., a Delaware corporation, (the “Borrower”), having its principal place of business at 550 Sylvan Avenue, Suite 101, Englewood Cliffs, NJ 07632, facsimile: (201) 608-5103, due April ___, 2018 (this note, the “Note” and, collectively with the other notes of such series, the “Notes”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 31st, 2014 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 25, 2014, between Intellect Neurosciences, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 28th, 2016 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April __, 2016, between Intellect Neurosciences, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
MINERAL PROPERTY PURCHASE AGREEMENT THIS AGREEMENT dated for reference June 1, 2005. BETWEEN: Amanda Klaris, of 8080 Jones Road, Suite 111, Richmond, British Columbia, V6Y 4A9; (the "Vendor")Mineral Property Purchase Agreement • September 9th, 2005 • GlobePan Resources, Inc. • British Columbia
SECURITY AGREEMENTSecurity Agreement • April 29th, 2010 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
This SECURITY AGREEMENT, dated as of April 23, 2010 (this “Agreement”), is among Intellect Neurosciences, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and the holders of the Company’s Secured Convertible Notes dated April 23, 2010, in the original aggregate principal amount of $580,000 (collectively, the “Notes”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 8th, 2015 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 30, 2015, between Intellect Neurosciences, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 6th, 2015 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 1, 2015, between Intellect Neurosciences, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • October 13th, 2010 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
This Agreement is made and entered into as of the 23rd day of April, 2010 by and between Intellect Neurosciences, Inc., a Delaware corporation with principal offices at 7 West 18th street, New York, NY 10011 (together with its successors and assigns, "INTELLECT"), and Elliot Maza (the "Executive").
Mayo Foundation for Medical Education and Research Transgenic Animal Non- Exclusive License and Sponsored Research Agreement (LSRA)Transgenic Animal Non-Exclusive License and Sponsored Research Agreement • January 31st, 2007 • Intellect Neurosciences, Inc. • Metal mining • Minnesota
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • January 31st, 2007 • Intellect Neurosciences, Inc. • Metal mining • New York
AGREEMENT, made and entered into as of the 15th day of January, 2007 by and between Intellect Neurosciences, Inc., a Delaware corporation with principal offices at 7 West 18th street, New York, NY 10011 (together with its successors and assigns, “INTELLECT”), and Daniel Chain (the “EXECUTIVE”).
AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • November 10th, 2011 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
This Amended and Restated License Agreement (this “Restated Agreement”) is made and entered into effective as of September 29, 2011 (the “Amendment Effective Date”) by and among New York University (“NYU”), 650 First Avenue, New York, N.Y. 10016, The South Alabama Medical Science Foundation (“SAMSF”), 307 University Boulevard, Mobile, Alabama 36688-0002, and Intellect USA, Inc. (“CORPORATION”), a corporation having an office at 45 West 36th Street, 3rd Floor, New York, New York 10018. NYU, SAMSF and CORPORATION are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
Confidential Treatment Confidential treatment has been requested for portions of this document marked with asterisks.Purchase and Sale Agreement • October 15th, 2007 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
This AGREEMENT FOR THE PURCHASE AND SALE OF MONOCLONAL ANTIBODIES (the “Agreement”), dated and effective as of December 26, 2006 (the “Effective Date”) is by and between INTELLECT NEUROSCIENCES, INC., a Delaware corporation with offices at 7 West 18th Street, New York, NY 10011, USA (“Intellect”), and IMMUNO-BIOLOGICAL LABORATORIES CO., LTD., a Japanese corporation with offices at 5-1 Aramachi, Takasaki-shi, Gunma 370-0831, Japan (“IBL”). Intellect and IBL shall each be a “Party” and together the “Parties”.
OPTION & LICENSE AGREEMENT by and between INTELLECT NEUROSCIENCES, INC. andOption & License Agreement • February 17th, 2009 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
THIS AGREEMENT is made as of October 3, 2008 (the “Effective Date”) by and between INTELLECT NEUROSCIENCES, INC. having a place of business at 7 West 18th St. 9th Fl. New York 10011 (“Intellect”, and following exercise of the Option (as defined below), “Licensor”), and [***], having a place of business at [***] (“[***]”, and following exercise of the Option, “Licensee”).
Form of ] STOCK OPTION AGREEMENT Under the Intellect Neurosciences, Inc. 2005 Stock Option PlanStock Option Agreement • January 31st, 2007 • Intellect Neurosciences, Inc. • Metal mining • Delaware
THIS AGREEMENT dated as of the [DAY] day of [MONTH], 200___, between Intellect Neurosciences, Inc., a Delaware Corporation (the “Company”), and [DIRECTOR] (the “Optionee”).
AGREEMENT AND PLAN OF MERGER by and among GLOBEPAN RESOURCES, INC INS ACQUISITION, INC. and INTELLECT NEUROSCIENCES, INC. January 25, 2007Merger Agreement • January 31st, 2007 • Intellect Neurosciences, Inc. • Metal mining • Delaware
THIS AGREEMENT AND PLAN OF MERGER is entered into as of January 25, 2007 by and among GLOBEPAN RESOURCES, INC, a Delaware corporation (“Parent”), INS ACQUISITION, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Acquisition Corp.”), and INTELLECT NEUROSCIENCES, INC., a Delaware corporation (the “Company”).
AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • November 8th, 2011 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
This Amended and Restated License Agreement (this “Restated Agreement”) is made and entered into effective as of September 29, 2011 (the “Amendment Effective Date”) by and among New York University (“NYU”), 650 First Avenue, New York, N.Y. 10016, The South Alabama Medical Science Foundation (“SAMSF”), 307 University Boulevard, Mobile, Alabama 36688-0002, and Intellect USA, Inc. (“CORPORATION”), a corporation having an office at 45 West 36th Street, 3rd Floor, New York, New York 10018. NYU, SAMSF and CORPORATION are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
ContractWarrant Agreement • July 3rd, 2007 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
THIS WARRANT AND THE SHARES OF CAPITAL STOCK ISSUED UPON ANY EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE SOLD OR OTHERWISE TRANSFERRED BY ANY PERSON, INCLUDING A PLEDGEE, UNLESS (1) EITHER (A) A REGISTRATION WITH RESPECT TO THERETO SHALL BE EFFECTIVE UNDER THE SECURITIES ACT, OR (B) THE COMPANY SHALL HAVE RECEIVED AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT IS AVAILABLE, AND (2) THERE SHALL HAVE BEEN COMPLIANCE WITH ALL APPLICABLE STATE SECURITIES OR “BLUE SKY” LAWS.
EMPLOYMENT AGREEMENTEmployment Agreement • October 14th, 2015 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
Employment Agreement (“Agreement”) made and entered into as of October 12, 2015 by and between Intellect Neurosciences, Inc., a Delaware corporation with offices at 550 Sylvan Avenue, Suite 101, Englewood Cliffs, NJ 07632 (the “Company”), and Elliot Maza, an individual residing at 60 West 66th Street, Apt 32G, New York, NY 10023 (the “Executive”).
LICENSE AGREEMENT By and among INTELLECT NEUROSCIENCES, INC. And AHP MANUFACTURING BV Acting through its Wyeth Medica Ireland Branch And ELAN PHARMA INTERNATIONAL LIMITED May 13, 2008 LICENSE AGREEMENTLicense Agreement • November 6th, 2008 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
This License Agreement ("Agreement") is entered into this day of May, 2008 (the "Execution Date") by and among INTELLECT NEUROSCIENCES, INC., a Delaware corporation, having offices at 7 West Street, 9th Floor, New York, NY 10011, U.S.A. together with its Affiliates (hereinafter, collectively referred to as "Licensor") and AHP MANUFACTURING BV, acting through its Wyeth Medica Ireland Branch, a corporation registered in the Netherlands with offices at Great Comell, Newbridge, County Kildare, Ireland (hereinafter "Wyeth"), and ELAN PHARMA INTERNATIONAL LIMITED, a private company limited by shares organized under the laws of Ireland with offices at Monksland, Athlone, County Westmeath, Ireland (hereinafter "Elan" and, together with Wyeth, referred to herein as "Licensees"). Licensor, Wyeth and Elan may each be referred to herein individually as a "Party" and collectively as the "Parties".
Confidential Treatment has been requested for portions of this document marked with asterisks. RESEARCH AND LICENSE AGREEMENTResearch and License Agreement • January 31st, 2007 • Intellect Neurosciences, Inc. • Metal mining
The South Alabama Medical Science Foundation (hereinafter “SAMSF”), a corporation organized and existing under the laws of the State of Alabama and having a place of business at 307 University Boulevard, Mobile, Alabama 36688-0002.
RESEARCH COLLABORATION AGREEMENTResearch Collaboration Agreement • November 19th, 2008 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • England
This Research Collaboration Agreement is ("Agreement") entered into and effective this day of August 6, 2007 (hereinafter the "Effective Date"), by and between
Intellect Neurosciences, Inc. and CHDI, Inc. Enter Into Compound Testing Agreement to Evaluate OXIGON(TM) as a Potential Treatment for Huntington Disease Thursday September 20, 7:45 am ET Agreement demonstrates broad potential use of Intellect's...Compound Testing Agreement • September 25th, 2007 • Intellect Neurosciences, Inc. • Pharmaceutical preparations
NEW YORK, Sept. 20 /PRNewswire-FirstCall/ — Intellect Neurosciences, Inc. (OTC Bulletin Board: ILNS - News), a biopharmaceutical company focused on the development of disease-modifying therapeutic agents for the treatment and prevention of Alzheimer's disease and related disorders, and CHDI, Inc., a non-profit organization pursuing the discovery and development of drugs to prevent or slow the progression of Huntington disease (HD), announced today that they have entered into an agreement under which CHDI will assess Intellect's OXIGON(TM) as a potential therapy for Huntington disease. CHDI has access to a variety of relevant research tools, including in vitro and in vivo assays and animal models. Intellect has completed Phase I clinical trials for OXIGON(TM) in elderly healthy volunteers.
ContractCollaborative Research Agreement • November 19th, 2008 • Intellect Neurosciences, Inc. • Pharmaceutical preparations
CONFIDENTIAL TREATMENT REQUESTED: Certain portions of this document have been omitted pursuant to a request for confidential treatment and, where applicable, have been marked with an asterisk (“[*****]”) to denote where omissions have been made. The confidential material has been filed separately with the Securities and Exchange Commission.
Form of] INCENTIVE AND NONQUALIFIED STOCK OPTION AGREEMENT Under the Intellect Neurosciences, Inc. 2005 Stock Option PlanIncentive and Nonqualified Stock Option Agreement • January 31st, 2007 • Intellect Neurosciences, Inc. • Metal mining • Delaware
THIS AGREEMENT dated as of the [DAY]th day of [MONTH], 200___, between Intellect Neurosciences, Inc., a Delaware Corporation (the “Company”), and [EMPLOYEE] (the “Optionee”).
Confidential Treatment has been requested for portions of this document marked with asterisks. RESEARCH AND LICENSE AGREEMENTResearch and License Agreement • January 31st, 2007 • Intellect Neurosciences, Inc. • Metal mining
NEW YORK UNIVERSITY (hereinafter “NYU”), a corporation organized and existing under the laws of the State of New York and having a place of business at 70 Washington Square South, New York, New York 10012
ASSIGNMENT AGREEMENTAssignment Agreement • January 31st, 2007 • Intellect Neurosciences, Inc. • Metal mining • New York
This Agreement made as of 6th June 2000 is by and between DR. BENJAMIN CHAIN of 829 Finchley Rd., London NWII 8AJ, UK (the “Assignor”) and MINDSET BIOPHARMACEUTICALS (USA), INC. a Delaware corporation, having an office at c/o Miller, Canfield, Paddock and Stone P.L.L.C., 1450 Broadway, New York, New York 10018 (the “Assignee”)
CONSULTING AGREEMENTConsulting Agreement • January 31st, 2007 • Intellect Neurosciences, Inc. • Metal mining • New York
Consulting Agreement (this “Agreement”), dated as of July 1, 2005 (the “Effective Date”), by and between Intellect Neurosciences, Inc., a Delaware corporation (the “Company”) and Harvey Kellman (the “Consultant”).
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • November 8th, 2011 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
This Exclusive License Agreement (this “Agreement”) is made and entered into effective as of September 29, 2011 (the “Effective Date”) between, on the one hand, Intellect Neurosciences, Inc., a corporation organized under the laws of Delaware (“Intellect Neurosciences”) and Intellect USA, Inc., a corporation organized under the laws of Delaware (“Intellect USA” and, collectively with Intellect Neurosciences, “INS”), and, on the other hand, ViroPharma Incorporated, a corporation organized under the laws of Delaware (“ViroPharma”). INS and ViroPharma are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
EXCHANGE AGREEMENTExchange Agreement • July 16th, 2007 • Intellect Neurosciences, Inc. • Pharmaceutical preparations • New York
This Exchange Agreement (the “Agreement”) is entered into, effective as of May 15, 2007 (the “Effective Date”), between Intellect Neurosciences, Inc. (f/k/a/ GlobePan Resources, Inc.; the “Company”) and [ ] (the “Holder”).
