AGREEMENT OF MERGER AND PLAN OF REORGANIZATION By and Among AUTO SEARCH CARS, INC. (a Nevada corporation), AUTO SEARCH CARS ACQUISITION CORP. (a Delaware corporation), and CURAXIS PHARMACEUTICAL CORPORATION (a Delaware corporation) February 8, 2010Merger Agreement • February 12th, 2010 • Auto Search Cars, Inc. • Services-business services, nec • Delaware
THIS AGREEMENT OF MERGER AND PLAN OF REORGANIZATION is made and entered into on February 8, 2010, by and among AUTO SEARCH CARS, INC., a Nevada corporation (the “Parent”), AUTO SEARCH CARS ACQUISITION CORP., a Delaware corporation (the “Acquisition Corp.”), which is a wholly-owned subsidiary of the Parent, and CURAXIS PHARMACEUTICAL CORPORATION, a Delaware corporation (the “Company”).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 8th, 2010 • CURAXIS PHARMACEUTICAL Corp • Pharmaceutical preparations • New York
This Registration Rights Agreement (“Agreement”), dated December 6, 2010, is made by and between CURAXIS PHARMACEUTICAL CORPORATION, a NEVADA corporation (“Company”), and SOUTHRIDGE PARTNERS II, LP, a Delaware limited partnership (the “Investor”).
AMENDED AND RESTATED EQUITY CREDIT AGREEMENT BY AND BETWEEN CURAXIS PHARMACEUTICAL CORPORATION AND SOUTHRIDGE PARTNERS II, LP Dated December 6, 2010Equity Credit Agreement • December 8th, 2010 • CURAXIS PHARMACEUTICAL Corp • Pharmaceutical preparations • Connecticut
THIS AMENDED AND RESTATED EQUITY CREDIT AGREEMENT entered into as of the 6th day of December, 2010 (this “AGREEMENT”), by and between SOUTHRIDGE PARTNERS II, LP, Delaware limited partnership (“INVESTOR”), and CURAXIS PHARMACEUTICAL CORPORATION, a corporation organized and existing under the laws of the State of Nevada (the “COMPANY”).
FEASIBILITY, DEVELOPMENT AND COMMERCIALIZATION AGREEMENTFeasibility, Development and Commercialization Agreement • June 22nd, 2010 • Auto Search Cars, Inc. • Pharmaceutical preparations • Delaware
This Feasibility, Development and Commercialization Agreement (this “Agreement”) is made as of July 22, 2002, by and between Voyager Pharmaceutical Corporation, a Delaware corporation with its principal place of business at 8540 Colonnade Center Drive, Raleigh, NC 27615 (“Voyager”), and Southern Biosystems, Inc., an Alabama corporation with its principal place of business at 756 Tom Martin Drive, Birmingham, Alabama 35211 (“SBS”).
SUPPLY AGREEMENTSupply Agreement • June 22nd, 2010 • Auto Search Cars, Inc. • Pharmaceutical preparations • Delaware
This Agreement (this "Agreement") is made effective as of this 1st day of January, 2009 between ,Voyager, Inc., 8540 Colonnade Center Drive, Suite 490, Raleigh, North Carolina 23615 ("Voyager") and Mallincicrodt Inc., 675 McDonnell Blvd., Hazelwood, Missouri 63042 ("Mallinckrodt").
AMENDMENT NO. 1 TO FEASIBILITY, DEVELOPMENT AND COMMERCIALIZATION AGREEMENTFeasibility, Development and Commercialization Agreement • June 22nd, 2010 • Auto Search Cars, Inc. • Pharmaceutical preparations • Delaware
This Amendment No. 1 to Feasibility, Development And Commercialization Agreement ("Amendment No. 1") is entered into effective January 23, 2007 (the "Amendment Date") by and between DURECT Corporation ("DURECT") and Voyager Pharmaceutical Corporation ("Voyager").
INVESTOR DEVELOPMENT & CORPORATE IMAGING AGREEMENTInvestor Development & Corporate Imaging Agreement • June 22nd, 2010 • Auto Search Cars, Inc. • Pharmaceutical preparations • New York
This Investor Development and Corporate Imaging Agreement ("Agreement") is made as of the day of , 2009 ("Effective Date") by and between GroupMark Financial Services Ltd, a Hong Kong corporation (the "Investor Development Manager"), and Voyager Pharmaceutical Corporation (the "Company"), a Delaware Corporation.
AGREEMENT AND PLAN OF MERGERMerger Agreement • July 30th, 2010 • CURAXIS PHARMACEUTICAL Corp • Pharmaceutical preparations • Nevada
THIS AGREEMENT AND PLAN OF MERGER, dated as of July 30, 2010 (the “Agreement”), by and between Auto Search Cars, Inc., a Nevada corporation (the “Parent”) and Curaxis Pharmaceutical Corporation, a Nevada corporation, and subsidiary of the Parent (the “Subsidiary”).
TRANSACTION MANAGEMENT AGREEMENTTransaction Management Agreement • June 22nd, 2010 • Auto Search Cars, Inc. • Pharmaceutical preparations • Connecticut
This Transaction Management Agreement ("Agreement") is made as of the 28th day of May, 2009 (“Effective Date”) by and between Southridge Business Solutions Group LLC (the “Transaction Manager”), a Delaware Limited Liability Company with principal office at 90 Grove Street, Ridgefield CT 06877 and Voyager Pharmaceutical Corporation (the Company”) a Delaware Corporation, with principal office at 51 Berkshire Street, Swampscott, MA 01907.
SERIES B CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENTSeries B Convertible Preferred Stock Purchase Agreement • October 1st, 2010 • CURAXIS PHARMACEUTICAL Corp • Pharmaceutical preparations • Nevada
This Series B Convertible Preferred Stock Purchase Agreement, dated as of the 30th day of September, 2010 (this “Agreement”), by and between Curaxis Pharmaceutical Corporation, a Nevada corporation (the “Company”) and C P Acquisition Partners LP (the “Purchaser”). The Company and the Purchaser are individually referred to herein as a “Party” and collectively, as the “Parties.”
AMENDED AND RESTATED AGREEMENT OF MERGER AND PLAN OF REORGANIZATION By and Among AUTO SEARCH CARS, INC. (a Nevada corporation), AUTO SEARCH CARS ACQUISITION CORP. (a Delaware corporation), and CURAXIS PHARMACEUTICAL CORPORATION (a Delaware...Agreement of Merger and Plan of Reorganization • July 30th, 2010 • CURAXIS PHARMACEUTICAL Corp • Pharmaceutical preparations • Delaware
THIS AGREEMENT OF MERGER AND PLAN OF REORGANIZATION is made and entered into on February 8, 2010, by and among AUTO SEARCH CARS, INC., a Nevada corporation (the “Parent”), AUTO SEARCH CARS ACQUISITION CORP., a Delaware corporation (the “Acquisition Corp.”), which is a wholly-owned subsidiary of the Parent, and CURAXIS PHARMACEUTICAL CORPORATION, a Delaware corporation (the “Company”).
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • May 15th, 2008 • Auto Search Cars, Inc. • New York
THIS SUBSCRIPTION AGREEMENT made this ___ day of February, 2008, by and between Auto Search Cars, Inc., a Nevada corporation (the "Company"), and the undersigned (the "Subscriber"), who, for and in consideration of the mutual promises and covenants set forth herein, do hereto agree as follows:
SERIES A CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENTSeries a Convertible Preferred Stock Purchase Agreement • October 1st, 2010 • CURAXIS PHARMACEUTICAL Corp • Pharmaceutical preparations • Nevada
This Series A Convertible Preferred Stock Purchase Agreement, dated as of the 30th day of September, 2010 (this “Agreement”), by and between Curaxis Pharmaceutical Corporation, a Nevada corporation (the “Company”) and C P Acquisition Partners LP (the “Purchaser”). The Company and the Purchaser are individually referred to herein as a “Party” and collectively, as the “Parties.”
SERIES C CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENTSeries C Convertible Preferred Stock Purchase Agreement • May 12th, 2011 • CURAXIS PHARMACEUTICAL Corp • Pharmaceutical preparations • Nevada
This Series C Convertible Preferred Stock Purchase Agreement, dated as of the 30th day of March, 2011 (this “Agreement”), by and between Curaxis Pharmaceutical Corporation, a Nevada corporation (the “Company”) and C P Acquisition Partners LP (the “Purchaser”). The Company and the Purchaser are individually referred to herein as a “Party” and collectively, as the “Parties.”
AGREEMENT AND PLAN OF MERGERMerger Agreement • November 10th, 2011 • CURAXIS PHARMACEUTICAL Corp • Pharmaceutical preparations • Nevada
THIS AGREEMENT AND PLAN OF MERGER, dated as of August 11, 2011 (the “Agreement”), by and between CURAXIS PHARMACEUTICAL CORPORATION, a Nevada corporation (the “Parent”) and CURAXIS PHARMA CORPORATION, a Delaware corporation, and subsidiary of the Parent (the “Subsidiary”).
