EXHIBIT 10.8 EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this "Agreement") dated as of September 5, 2003, but effective as of July 15, 2003, is by and between Isolagen Technologies, Inc., a Delaware corporation (together with its...Employment Agreement • September 12th, 2003 • Isolagen Inc • Pharmaceutical preparations • Texas
Standard Settlement Period (as defined in Section 2(d)(i) herein) following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price for the Warrant Shares specified in the applicable Notice of Exercise by wire transfer...Common Stock Purchase Warrant • July 5th, 2018 • Fibrocell Science, Inc. • Pharmaceutical preparations
andRights Agreement • May 15th, 2006 • Isolagen Inc • Pharmaceutical preparations • Delaware
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 3rd, 2010 • Fibrocell Science, Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 2, 2010, between Fibrocell Science, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
EXECUTIVE EMPLOYMENT AGREEMENT FOR WILLIAM K. BOSS, JR. AMENDMENT #1 FEBRUARY 28, 2002Executive Employment Agreement • September 12th, 2003 • Isolagen Inc • Pharmaceutical preparations • Texas
The following exhibit is the form of Indemnification Agreement entered into with Tim L. Hansen, Ray P. Brown and Dr. Chelton Feeny as Indemnitees. INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this "Agreement") is entered into effective as...Indemnification Agreement • February 6th, 2001 • American Financial Holding Inc /De • Life insurance • Delaware
COMMON STOCK PURCHASE WARRANT FIBROCELL SCIENCE, INC.Security Agreement • October 22nd, 2010 • Fibrocell Science, Inc. • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, (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 last day of the calendar month in which occurs the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Fibrocell Science, Inc., a Delaware corporation (the “Company”), up to shares (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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 4th, 2011 • Fibrocell Science, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 3, 2011, between Fibrocell Science, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
AGREEMENT:Assignment Agreement • February 6th, 2001 • American Financial Holding Inc /De • Life insurance • Utah
par value $0.001 per share) Controlled Equity OfferingSM Sales AgreementSales Agreement • January 21st, 2016 • Fibrocell Science, Inc. • Pharmaceutical preparations • New York
Fibrocell Science, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
Exhibit 10.12 Form: 07SL SUBLEASE Leave this space clear. Licence: 01-11-030 Affix additional pages to Licensee: Blake Dawson NEW SOUTH WALES the top left- hand corner. Waldron REAL PROPERTY ACT 1900 PRIVACY NOTE: THIS INFORMATION IS LEGALLY REQUIRED...Sublease • September 12th, 2003 • Isolagen Inc • Pharmaceutical preparations • New South Wales
Standard Settlement Period (as defined in Section 2(d)(i) herein) following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price for the Warrant Shares specified in the applicable Notice of Exercise by wire transfer...Common Stock Purchase Warrant • May 31st, 2018 • Fibrocell Science, Inc. • Pharmaceutical preparations
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 22nd, 2010 • Fibrocell Science, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of _____, 2010, between Fibrocell Science, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
1 EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG AMERICAN FINANCIAL HOLDING, INC., ISO ACQUISITION CORP., ISOLAGEN TECHNOLOGIES, INC., GEMINI IX, INC., AND WILLIAM K. BOSS, JR., OLGA MARKO AND DENNIS MCGILL DATED AS OF AUGUST 1, 2001 TABLE OF...Merger Agreement • August 22nd, 2001 • American Financial Holding Inc /De • Life insurance • Texas
WITNESSETH:Executive Employment Agreement • September 12th, 2003 • Isolagen Inc • Pharmaceutical preparations • Texas
EXHIBIT 10.7 EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this "Agreement") dated as of September 5, 2003, is by and between Isolagen Technologies, Inc., a Delaware corporation (together with its subsidiaries, the "Company" or...Employment Agreement • September 12th, 2003 • Isolagen Inc • Pharmaceutical preparations • Texas
earlier of (i) two (2) Trading Days and (ii) the number of Trading Days comprising the Standard Settlement Period (as defined in Section 2(d)(i) herein) following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price...Placement Agent Common Stock Purchase Warrant • July 5th, 2018 • Fibrocell Science, Inc. • Pharmaceutical preparations
PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (this "Agreement") is entered into effective the 22nd day of January, 2001, by and among AMERICAN FINANCIAL HOLDING, INC., a Delaware corporation (the "Company"), and the persons, whether natural persons or...Purchase Agreement • March 14th, 2001 • American Financial Holding Inc /De • Life insurance • Delaware
11,000,000 Shares Fibrocell Science, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 26th, 2013 • Fibrocell Science, Inc. • Pharmaceutical preparations • New York
Fibrocell Science, Inc., a Delaware corporation (the “Company”), proposes to sell 11,000,000 shares (the “Firm Stock”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”). In addition, the Company proposes to grant to the underwriters (the “Underwriters”) named in Schedule I attached to this agreement (this “Agreement”) an option to purchase up to 1,650,000 additional shares of the Common Stock on the terms set forth in Section 2 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock”. This Agreement is to confirm the agreement concerning the purchase of the Stock from the Company by the Underwriters.
COMMON STOCK PURCHASE WARRANT FIBROCELL SCIENCE, INC.Common Stock Purchase Warrant • December 11th, 2017 • Fibrocell Science, Inc. • Pharmaceutical preparations • New York
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 5:00 p.m. (New York City time) on (1) (the “Termination Date”) but not thereafter, to subscribe for and purchase from Fibrocell Science, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 14th, 2009 • Fibrocell Science, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 13, 2009, between Fibrocell Science, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 9th, 2012 • Fibrocell Science, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 5, 2012, between Fibrocell Science, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 9th, 2012 • Fibrocell Science, Inc. • Pharmaceutical preparations
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (other than Intrexon Corporation) (the “Purchase Agreement”).
THE NUMBER OF SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF.Warrant Agreement • March 8th, 2017 • Fibrocell Science, Inc. • Pharmaceutical preparations • New York
This Warrant is issued pursuant to that certain Securities Purchase Agreement dated March 7, 2017 by and among the Company and the other parties signatory thereto (the “Purchase Agreement”) and is one of a series of similar warrants issued pursuant to that Purchase Agreement (all such warrants are referred to herein collectively as, the “Warrants”). The original issuance of this Warrant and the Warrant Shares issuable upon exercise of this Warrant have been registered by the Company with the Securities and Exchange Commission pursuant to a Registration Statement on Form S-3 (File No. 333-209077) (the “Registration Statement”). In addition, the Warrant Shares issuable upon exercise of this Warrant are subject to the terms of a Registration Rights Agreement, dated September 7, 2016, by and among the Company and the parties thereto. Receipt of this Warrant by the Holder shall constitute acceptance and agreement to all of the terms contained herein.
satisfied or waived, but in no event later than the second (2nd) Trading Day following the date hereof. “Commission” means the United States Securities and Exchange Commission. “Common Stock” means the common stock of the Company, par value $0.001 per...Securities Purchase Agreement • May 31st, 2018 • Fibrocell Science, Inc. • Pharmaceutical preparations • New York
AGREEMENT AND PLAN OF MERGER by and among CASTLE CREEK PHARMACEUTICAL HOLDINGS, INC., CASTLE CREEK MERGER CORP. and FIBROCELL SCIENCE, INC. Dated as of September 12, 2019Merger Agreement • September 13th, 2019 • Fibrocell Science, Inc. • Pharmaceutical preparations • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of September 12, 2019 (this "Agreement"), is made by and among Castle Creek Pharmaceutical Holdings, Inc., a Delaware corporation ("Parent"), Castle Creek Merger Corp., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), and Fibrocell Science, Inc., a Delaware corporation (the "Company"). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.4 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.
COMMON STOCK PURCHASE WARRANT FIBROCELL SCIENCE, INC.Security Agreement • May 15th, 2012 • Fibrocell Science, Inc. • Pharmaceutical preparations • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, (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 Initial Exercise Date (as defined herein) and on or prior to the close of business on the fifth (5th) anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Fibrocell Science, Inc., a Delaware corporation (the “Company”), up to shares (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).
and-Underlease • September 12th, 2003 • Isolagen Inc • Pharmaceutical preparations • England and Wales
satisfied or waived, but in no event later than the second (2nd) Trading Day following the date hereof. “Commission” means the United States Securities and Exchange Commission. “Common Stock” means the common stock of the Company, par value $0.001 per...Securities Purchase Agreement • July 5th, 2018 • Fibrocell Science, Inc. • Pharmaceutical preparations • New York
ContractWarrant Agreement • June 1st, 2012 • Fibrocell Science, Inc. • Pharmaceutical preparations
THIS WARRANT IS ISSUED IN EXCHANGE FOR THE 12.5% PROMISSORY NOTE ORIGINALLY ISSUED ON SEPTEMBER 3, 2009 BY THE COMPANY TO THE HOLDER (AS SUCH TERMS ARE DEFINED BELOW), WITHOUT ANY ADDITIONAL CONSIDERATION. FOR PURPOSES OF RULE 144, THIS WARRANT SHALL BE DEEMED TO HAVE BEEN ISSUED ON SUCH DATE.
7,714,156 Shares of Common Stock Pre-Funded Warrants to Purchase 5,922,208 Shares of Common Stock and Warrants to Purchase 13,636,364 Shares of Common Stock Fibrocell Science, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • December 11th, 2017 • Fibrocell Science, Inc. • Pharmaceutical preparations • New York
7,000,000 Shares1 ISOLAGEN, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • June 8th, 2004 • Isolagen Inc • Pharmaceutical preparations • New York
CIBC World Markets Corp. Legg Mason Wood Walker, Incorporated Adams, Harkness & Hill, Inc. As Representatives of the several Underwriters named in Schedule I hereto c/o CIBC World Markets Corp. 417 5th Avenue, 2nd Floor New York, New York 10016
EMPLOYMENT AGREEMENTEmployment Agreement • June 9th, 2006 • Isolagen Inc • Pharmaceutical preparations • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) dated as of June 5, 2006 (the “Effective Date”), is by and between Isolagen, Inc., a Delaware corporation (together with its subsidiaries, the "Company” or “Isolagen"), and Nicholas L. Teti, an individual residing in Santa Barbara, California (the "Executive”).
SECOND AMENDMENT TO EXCLUSIVE CHANNEL COLLABORATION AGREEMENTExclusive Channel Collaboration Agreement • January 13th, 2014 • Fibrocell Science, Inc. • Pharmaceutical preparations
THIS SECOND AMENDMENT is entered into as of this 10th day of January, 2014 and serves to amend the Exclusive Channel Collaboration Agreement entered into by and between Intrexon Corporation (“Intrexon”) and Fibrocell Science, Inc. (“Fibrocell”), on October 5, 2012 and first amended on June 28, 2013 (as amended, the “Agreement”). All capitalized terms not defined herein shall have the meaning set forth in the Agreement.
EXHIBIT 10.13 INTELLECTUAL PROPERTY PURCHASE AGREEMENT DATED AS OF JANUARY 31, 2003, BY AND BETWEEN ISOLAGEN TECHNOLOGIES, INC., A DELAWARE CORPORATION, AS "PURCHASER",Intellectual Property Purchase Agreement • October 24th, 2003 • Isolagen Inc • Pharmaceutical preparations • Delaware
