EXHIBIT B REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of March 31, 2005 among Nutrition 21, Inc., a New York corporation (the "Company"), and the purchasers signatory hereto (each...Registration Rights Agreement • April 4th, 2005 • Nutrition 21 Inc • Biological products, (no disgnostic substances)
OFNutrition 21 Inc • May 23rd, 2006 • Biological products, (no disgnostic substances) • New York
ARTICLE I DEFINITIONSSecurities Purchase Agreement • May 9th, 2005 • Nutrition 21 Inc • Biological products, (no disgnostic substances) • New York
EXHIBIT 4.5 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of May __, --------- 2006, by and among Nutrition 21, Inc., a New York corporation (the "Company"), and CD Investment Partners,...Registration Rights Agreement • May 23rd, 2006 • Nutrition 21 Inc • Biological products, (no disgnostic substances) • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 12th, 2007 • Nutrition 21 Inc • Biological products, (no disgnostic substances)
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 11, 2007, between Nutrition 21, Inc., a New York corporation (the “Company”) and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
EXHIBIT 10.64 LICENSE AGREEMENT This Agreement is entered into as of August 2, 2000 between Licensor AMBI Inc., a New York corporation ("AMBI"), and Licensee Biosynexus Incorporated, a Delaware corporation ("BIO") (collectively the "parties")....License Agreement • September 22nd, 2000 • Ambi Inc • Biological products, (no disgnostic substances) • New York
LEASE ---------------------------------------Lease • September 28th, 1995 • Applied Microbiology Inc • Biological products, (no disgnostic substances) • New York
PURCHASE AGREEMENTPurchase Agreement • August 25th, 1997 • Ambi Inc • Biological products, (no disgnostic substances) • California
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of November 24, 1998, by and among AMBI Inc., a New York corporation, with headquarters located at 4 Manhattanville Road, Purchase, New York 10577 (the...Registration Rights Agreement • December 11th, 1998 • Ambi Inc • Biological products, (no disgnostic substances) • New York
EXHIBIT C NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER...Nutrition 21 Inc • April 4th, 2005 • Biological products, (no disgnostic substances)
RECITALSCommon Stock Purchase Agreement • October 14th, 2003 • Nutrition 21 Inc • Biological products, (no disgnostic substances) • New York
COMMON STOCK PURCHASE WARRANT NUTRITION 21, INC.Nutrition 21 Inc • October 24th, 2007 • Biological products, (no disgnostic substances)
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 March 11, 2008 (the “Initial Exercise Date”) and on or prior to the close of business on the fifth year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Nutrition 21, Inc., a New York 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).
EXHIBIT 4 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER...Nutrition 21 Inc • May 9th, 2005 • Biological products, (no disgnostic substances)
SUBLEASE BetweenAmbi Inc • October 9th, 1998 • Biological products, (no disgnostic substances) • New York
andRights Agreement • September 18th, 2002 • Nutrition 21 Inc • Biological products, (no disgnostic substances) • New York
LICENSE AGREEMENT This Agreement is entered into as of December 12, 1996 between Licensee Aplin & Barrett, Limited, a corporation incorporated under the laws of England and Wales ("A&B"), and Licensor Applied Microbiology, Inc., a New York corporation...License Agreement • December 27th, 1996 • Ambi Inc • Biological products, (no disgnostic substances) • New York
OFNutrition 21 Inc • May 23rd, 2006 • Biological products, (no disgnostic substances) • New York
Exhibit 10.58 Certain portions of this Exhibit have been filed separately with the Commission and are subject to a request for confidential treatment. STOCK PURCHASE AGREEMENT AGREEMENT FOR THE PURCHASE AND SALE OF STOCK dated as of September 17,...Stock Purchase Agreement • November 16th, 1998 • Ambi Inc • Biological products, (no disgnostic substances) • New York
AGREEMENTCommon Stock and Warrant Purchase Agreement • May 23rd, 2006 • Nutrition 21 Inc • Biological products, (no disgnostic substances) • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 19th, 2007 • Nutrition 21 Inc • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 10, 2007, between Nutrition 21, Inc., a New York corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
May 17, 2006 Mr. Paul Intlekofer Chief Executive Officer Nutrition 21, Inc. 4 Manhattanville Road Purchase, NY 10577-2197 Dear Paul: This letter ("Letter Agreement") represents our understanding of the basis upon which C.E. Unterberg, Towbin, LLC, a...Letter Agreement • May 23rd, 2006 • Nutrition 21 Inc • Biological products, (no disgnostic substances) • New York
ANDRevolving Loan and Security Agreement • December 27th, 1996 • Ambi Inc • Biological products, (no disgnostic substances) • New York
Exhibit 2.1 AGREEMENT OF PURCHASE AND SALE OF ASSETS AGREEMENT OF PURCHASE AND SALE OF ASSETS ("Agreement") is made January 19, 1999 by and among DEAN RADETSKY and CHERYL RADETSKY (each, a "Shareholder" and collectively the "Shareholders"), OPTIMUM...Agreement of Purchase and Sale of Assets • February 3rd, 1999 • Ambi Inc • Biological products, (no disgnostic substances) • New York
Nutrition 21 Gail Montgomery President & CEO 4 Manhattanville Road Purchase, NY 10577 (914) 701-4500Letter Agreement • October 15th, 2002 • Nutrition 21 Inc • Biological products, (no disgnostic substances)
EXCHANGE AGREEMENT EXCHANGE AGREEMENT (the "Agreement"), dated as of November 24, 1998, by and among AMBI Inc., a New York corporation, with headquarters located at 4 Manhattanville Road, Purchase, New York 10577 (the "Company"), and the investors...Exchange Agreement • December 11th, 1998 • Ambi Inc • Biological products, (no disgnostic substances) • New York
BACKGROUNDStrategic Alliance Agreement • September 27th, 1999 • Ambi Inc • Biological products, (no disgnostic substances) • Pennsylvania
GUARANTY (Corporate)Nutrition 21 Inc • July 31st, 2007 • Biological products, (no disgnostic substances) • New York
FOR VALUE RECEIVED, and in consideration of loans made or to be made or credit otherwise extended or to be extended by GERBER FINANCE INC. (“Lender”) to or for the account of NUTRITION 21, INC. and ICELAND HEALTH, INC. (collectively “Borrower”) from time to time and at any time and for other good and valuable consideration and to induce Lender, in its discretion, to make such loans or extensions of credit and to make or grant such renewals, extensions, releases of collateral or relinquishments of legal rights as Lender may deem advisable, the undersigned (and each of them if more than one, the liability under this Guaranty being joint and several) (jointly and severally referred to as “Guarantor” or “the undersigned”) unconditionally guaranties to Lender, its successors, endorsees and assigns the prompt payment when due (whether by acceleration or otherwise) of all present and future obligations and liabilities of any and all kinds of Borrower to Lender and of all instruments of any na
EXHIBIT 10.65 LICENSE AND SUBLICENSE AGREEMENT This Agreement is entered into as of August 2, 2000 between Licensor AMBI Inc., a New York corporation ("AMBI"), and Licensee Biosynexus Incorporated, a Delaware corporation ("BIO") (collectively the...License and Sublicense Agreement • September 22nd, 2000 • Ambi Inc • Biological products, (no disgnostic substances) • New York
Nutrition 21, Inc. and American Stock Transfer & Trust Co., as Rights Agent dated as of September 12, 2002, amended and restatted as of August 15, 2010Rights Agreement • August 19th, 2010 • Nutrition 21 Inc • Biological products, (no disgnostic substances) • New York
RIGHTS AGREEMENT dated as of September 12, 2002, as amended and restated as of August 15, 2010, between NUTRITION 21, INC., a New York corporation (the "Company"), and AMERICAN STOCK TRANSFER & TRUST COMPANY, a New York corporation (the "Rights Agent").
SHARE PURCHASE AGREEMENTShare Purchase Agreement • December 27th, 1996 • Ambi Inc • Biological products, (no disgnostic substances) • New York
betweenRevolving Credit • August 25th, 1997 • Ambi Inc • Biological products, (no disgnostic substances) • Massachusetts
Consulting AgreementConsulting Agreement • March 26th, 2008 • Nutrition 21 Inc • Biological products, (no disgnostic substances) • New York
This Consulting Agreement is entered into, effective as of the 21st day of March 2008, by and between Nutrition 21, Inc., having an office at 4 Manhattanville Road, Purchase, NY 10577 (the “Company”), and Michael A. Fink (“Consultant”).
SUPPLY AGREEMENTSupply Agreement • January 28th, 2010 • Nutrition 21 Inc • Biological products, (no disgnostic substances) • Florida
THIS SUPPLY AGREEMENT (this “Agreement”), made and effective the 29th day of December, 2009 (the “Effective Date”), is by and between NUTRITION 21, INC. (hereinafter referred to as “Nutrition 21”), a New York corporation, having a place of business at 4 Manhattanville Road, Purchase, NY 10577 and NATURE’S PRODUCTS, INC., a Florida corporation, having a place of business at 1301 Sawgrass Corporate Parkway, Sunrise, FL 33323.
Consulting Agreement Parties:Consulting Agreement • April 14th, 2008 • Nutrition 21 Inc • Biological products, (no disgnostic substances) • New York
This Consulting Agreement is entered into, effective as of the 15th day of April 2008, by and between Nutrition 21, Inc., having an office at 4 Manhattanville Road, Purchase, NY 10577 (“N21”), and Peter C. Mann, Clinton (Consultant”).
New York, NY 10017Letter Agreement • September 12th, 2007 • Nutrition 21 Inc • Biological products, (no disgnostic substances) • New York
This letter (“Letter Agreement”) represents our understanding of the basis upon which C.E. Unterberg, Towbin, LLC, a Delaware limited liability company (“CEUT”), is engaged to provide financial advisory and investment banking services to Nutrition 21, Inc. (the “Company”). This letter solely relates to such financial advisory and investment banking services and not to any potential investment in the Company by CEUT.
