SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 13th, 2012 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 12, 2012, between Cardium Therapeutics, 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”).
CASMYN CORP. STOCK OPTION AGREEMENT This Stock Option Agreement (the "Agreement") is made as of the 18th day of January, 1999 ("Effective Date") by and between CASMYN CORP., a Colorado corporation (the "Corporation"), and Mark S. Zucker ("Optionee")....Stock Option Agreement • January 14th, 2003 • Aries Ventures Inc • Metal mining • Colorado
AGREEMENT FOR PURCHASE AND SALE OF ASSETS -----------------------------------------Purchase and Sale Agreement • January 17th, 1997 • Casmyn Corp • Metal mining • Nevada
EXHIBIT 10.14 SERVICES AGREEMENT This SERVICES AGREEMENT ("Agreement") is made as of the 1st day of October 1998 (the "Effective Date") by and between CASMYN CORP., a Colorado corporation (the "Company") and EAGLESCLIFF CORPORATION fka Dahya...Services Agreement • January 14th, 2003 • Aries Ventures Inc • Metal mining • Nevada
WARRANT TO PURCHASE _____ SHARES of FLOATING RESET CONVERTIBLE PREFERRED STOCKStock Purchase Warrant • May 22nd, 1997 • Casmyn Corp • Metal mining • Colorado
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 5th, 2013 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 4, 2013, between Cardium Therapeutics, 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”).
COMMON STOCK PURCHASE WARRANT CARDIUM THERAPEUTICS, INC.Common Stock Purchase Warrant • June 16th, 2009 • Cardium Therapeutics, Inc. • 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 commencing on the Initial Exercise Date and through and including June 11, 2014 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Cardium Therapeutics, 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).
RIGHTS AGREEMENT by and between CARDIUM THERAPEUTICS, INC. and COMPUTERSHARE TRUST COMPANY, INC. AS RIGHTS AGENT dated as of July 10, 2006Rights Agreement • July 11th, 2006 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
RIGHTS AGREEMENT, dated as of July 10, 2006 (the “Agreement”), by and between Cardium Therapeutics, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, Inc., a Colorado limited purpose trust company (the “Rights Agent”).
PLACEMENT AGENCY AGREEMENT April 4, 2013Placement Agency Agreement • April 5th, 2013 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
RECITALSEmployment Agreement • January 14th, 2003 • Aries Ventures Inc • Metal mining
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 15th, 2009 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 15, 2009, between Cardium Therapeutics, 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”).
Mr. Christopher J. Reinhard February 16, 2010 President and CEO Cardium Therapeutics, Inc. 12255 El Camino Real, Suite 250 San Diego, CA 92130Placement Agent Agreement • February 18th, 2010 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
The purpose of this letter agreement (“Agreement”) is to confirm the engagement of Dawson James Securities, Inc. (“DJS” or the “Placement Agent”) by Cardium Therapeutics, Inc. (the “Company”) to act, subject to the terms of this Agreement, as the exclusive Placement Agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of up to $10 million of the Company’s registered securities (the “Securities”). The terms of such Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” or an “Investor” and collectively, the “Purchasers” or the “Investors”) and nothing herein constitutes that DJS would have the power or authority to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or complete the Placement. This Agreement and the documents executed and delivered by the Company and the Purchasers in connection with the Placement shall be c
COMMON STOCK PURCHASE WARRANT CARDIUM THERAPEUTICS, INC.Common Stock Purchase Warrant • March 5th, 2009 • Cardium Therapeutics, Inc. • 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 the date hereof (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 Cardium Therapeutics, 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 • June 30th, 2008 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 27, 2008, between Cardium Therapeutics, 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”).
RECITALSEmployment Agreement • January 14th, 2003 • Aries Ventures Inc • Metal mining
EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13D/A with respect to the Common Stock of Aries Ventures Inc., dated September__ 2002 is, and any further amendments thereto signed by each of the undersigned...Joint Filing Agreement • September 25th, 2002 • Aries Ventures Inc • Metal mining
The undersigned hereby agree that the Statement on Schedule 13D/A with respect to the Common Stock of Aries Ventures Inc., dated September__ 2002 is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.
Shares of Common Stock, $0.0001 par value SALES AGREEMENT September 28, 2010Sales Agreement • September 29th, 2010 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
THIS SALES AGREEMENT (the “Agreement”) dated as of September 28, 2010 is made and entered into by and between Brinson Patrick Securities Corporation, having its principal office at 1515 Broadway, 11th Floor, New York, New York 10036 (the “Sales Manager”) and Cardium Therapeutics, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”).
AGREEMENT FOR PURCHASE AND SALE OF ASSETS THIS AGREEMENT is made and entered into this 18th day of October, 1996, by and between CASMYN CORP., a Colorado corporation ("Seller") and NEWGOLD, INC., a Nevada corporation ("Buyer"). WITNESSETH: This...Purchase and Sale Agreement • December 23rd, 1997 • Casmyn Corp • Metal mining • Nevada
EMPLOYMENT AGREEMENTEmployment Agreement • October 26th, 2005 • Aries Ventures Inc • Metal mining • California
This Employment Agreement (“Agreement”) is made and entered into effective as of October 20, 2005 (“Effective Date”), by and between Tyler M. Dylan (“Employee”), and Aries Ventures Inc., a Nevada corporation (“Company”) (on behalf of itself and its subsidiary Cardium Therapeutics, Inc., a Delaware corporation). The Company and Employee may be referred to herein collectively as the “Parties.”
ARTICLE IPreferred Stock Investment Agreement • May 22nd, 1997 • Casmyn Corp • Metal mining • California
OFFICE LEASE BETWEEN PASEO DEL MAR CA, LLC (“LANDLORD”) AND CARDIUM THERAPEUTICS, INC. (“TENANT”)Office Lease • November 14th, 2007 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances)
This Office Lease (this “Lease”) is entered into by and between PASEO DEL MAR CA, LLC, a Delaware limited liability company (“Landlord”), and CARDIUM THERAPEUTICS, INC., a Delaware corporation (“Tenant”), and shall be effective as of the date set forth below Landlord’s signature (the “Effective Date”).
Empire Asset Management CompanyPlacement Agent Agreement • July 21st, 2008 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This letter (the “Agreement”) constitutes the agreement between Empire Asset Management Company (“Empire” or the “Placement Agent”) and Cardium Therapeutics, Inc. (the “Company”), that Empire shall serve as the exclusive placement agent for the Company, on a “reasonable efforts” basis, in connection with the proposed placement (the “Placement”) of up to $3,340,380 of registered securities (the “Securities”) of the Company, including shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) and warrants to purchase shares of Common Stock (the “Warrants”). The terms of such Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that Empire would have the power or authority to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or complete the Placement. This Agreement and the docume
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 15th, 2006 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • California
FORM OF CHANGE IN CONTROL SEVERANCE AGREEMENT WITH OFFICERS AND EMPLOYEESChange in Control Severance Agreement • July 12th, 2010 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • California
THIS CHANGE IN CONTROL SEVERANCE AGREEMENT (this “Agreement”), dated as of , is made by and between Cardium Therapeutics, Inc., a Delaware corporation (the “Company”), and (“Executive”).
SECURITY AGREEMENTSecurity Agreement • March 5th, 2009 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
THIS SECURITY AGREEMENT (this “Agreement”), dated as of February 27, 2009, is made by and between InnerCool Therapies, Inc., a Delaware corporation (“InnerCool”), Tissue Repair Company, a Delaware corporation (“TRC”) and Cardium Therapeutics, Inc., a Delaware corporation (“Cardium” or the “Company” and, together with InnerCool and TRC, individually, a “Grantor,” and collectively, the “Grantors”) and Dr. Robert Marshall, in his capacity as collateral agent (the “Collateral Agent”) for the benefit of the holders of those certain notes described below in the aggregate principal amount of up to $3,500,000 (each an “Investor” and collectively, the “Investors”) to be issued by Grantors from time to time on and after the date hereof, pursuant to that certain Note and Warrant Purchase Agreement of even date by and among Grantors and each of the Investors (the “Purchase Agreement”).
Empire Asset Management Company New York, NY 10006Placement Agency Agreement • March 5th, 2009 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
The undersigned, Cardium Therapeutics, Inc., a Delaware corporation (the “Cardium”), together with its wholly-owned subsidiaries InnerCool Therapies, Inc. and Tissue Repair Company (collectively, the “Subsidiaries” and together with Cardium, the “Borrowers”) desire to offer for sale (the “Offering”) to certain “accredited investors” (each, an “Investor” and, collectively, the “Investors”) through Empire Asset Management Company (“Empire” or the “Placement Agent”) a minimum of $2,500,000 of principal amount of Senior Subordinated Secured Promissory Notes (the “Minimum Amount”) and up to a maximum of $3,500,000 of principal amount of Senior Secured Promissory Notes (the “Maximum Amount”). Each Senior Subordinated Secured Promissory Note is sometimes referred to as a “Note” and collectively as the “Notes”). In connection with its investment, Cardium will issue to the Investors warrants to purchase shares of its common stock, par value $0.0001 per share (the “Common Stock”) equal to Forty
NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • March 5th, 2009 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
THIS NOTE AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is made as of February 27, 2009 by and among InnerCool Therapies, Inc., a Delaware corporation (“InnerCool”), Tissue Repair Company, a Delaware corporation (“TRC”) and Cardium Therapeutics, Inc., a Delaware corporation (“Cardium” or the “Company” and, together with InnerCool and TRC, individually, a “Borrower,” and collectively, the “Borrowers”), and the investors listed on Schedule A hereto, each of which is herein referred to as an “Investor.”
AGREEMENT AND PLAN OF MERGERMerger Agreement • January 18th, 2006 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • Nevada
This AGREEMENT AND PLAN OF MERGER (hereinafter referred to as the “Agreement”) dated as of January 17, 2006, is made and entered into by and between Aries Ventures Inc., a Nevada corporation (the “Parent”) and Cardium Therapeutics, Inc., a Delaware corporation (the “Subsidiary”).
Transfer, Consent to Transfer, Amendment and Assumption of License AgreementTransfer, Consent to Transfer, Amendment and Assumption of License Agreement • October 26th, 2005 • Aries Ventures Inc • Metal mining
This Transfer, Consent to Transfer, Amendment and Assumption of License Agreement (“Transfer & Assumption Agreement”), effective as of July 31, 2005 (the “Effective Date”), is entered into by and among the Regents of the University of California, a California corporation (“Licensor”), Collateral Therapeutics, Inc., a Delaware corporation (“Transferor”), and Cardium Therapeutics, Inc., a Delaware Corporation (“Transferee”), each a Party, collectively Parties hereto, in each case including its respective corporate affiliates, successors and assigns.
Cardium Therapeutics, Inc. and Computershare Trust Company, N.A., Warrant Agent Warrant Agreement Dated as of March 12, 2010Warrant Agreement • March 15th, 2010 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
WARRANT AGREEMENT, dated as of March 12, 2010 (“Agreement”), between Cardium Therapeutics, Inc., a Delaware corporation (the “Company”), Computershare, Inc., a Delaware corporation and its wholly owned subsidiary Computershare Trust Company, N.A., national banking association (collectively, the “Warrant Agent” or individually “Computershare” and the “Trust Company”, respectively).
DISTRIBUTION AND LICENSE AGREEMENTDistribution and License Agreement • May 28th, 2020 • Gene Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
THIS DISTRIBUTION AND LICENSE AGREEMENT (“Agreement”) dated as of April 10, 2020, is entered into between Angionetics Inc., a Delaware corporation having its principal place of business at 11568 Sorrento Valley Rd., Suite 14, San Diego, CA 92121 (“Angionetics”), a wholly-owned subsidiary of Gene Biotherapeutics, Inc., and Shanxi Taxus Pharmaceuticals Co., Ltd. (“Licensee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 6th, 2007 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement, dated on and as of the latest date set forth on the signature page hereto (this “Agreement”), is made between Cardium Therapeutics, Inc., a Delaware corporation (the “Company”), the undersigned purchaser(s) (each a “Purchaser” and collectively, the “Purchasers”) and each assignee of a Purchaser who becomes a party hereto.
EXCHANGE AND REDEMPTION AGREEMENTExchange and Redemption Agreement • September 27th, 2016 • Taxus Cardium Pharmaceuticals Group Inc. • Biological products, (no disgnostic substances) • New York
THIS EXCHANGE AND REDEMPTION AGREEMENT (the “Agreement”), dated as of September 23, 2016, is entered into by and between Taxus Cardium Pharmaceuticals Group Inc., a Delaware Company (the “Company”), and the party identified as “Holder” on the signature page hereto (the “Holder”).
STRATEGIC PARTNERSHIP AGREEMENTStrategic Partnership Agreement • March 30th, 2012 • Cardium Therapeutics, Inc. • Biological products, (no disgnostic substances) • California
This Strategic Partnership Agreement (the “Agreement”) is made and entered into as of the 20th of December, 2011 (the “Effective Date”), by and between MedPodium Health Products, Inc., a Delaware corporation with offices at 12255 El Camino Real, Suite 250, San Diego, CA 92130, and its parent company MedPodium Health Sciences, Inc., a Delaware corporation with offices at 12255 El Camino Real, Suite 250, San Diego, CA 92130, and its parent company Cardium Therapeutics, Inc., a Delaware corporation with offices at 12255 El Camino Real, Suite 250, San Diego, CA 92130, each on behalf of itself and its affiliates (individually and collectively referred to hereafter as “Cardium”), and Source One Global Partners, LLC, an Illinois limited liability company with offices at 445 E. Illinois, Suite 345, Chicago, IL 60611 (“SourceOne”). Cardium and SourceOne are each referred to as a party and collectively parties to this Agreement.
WITNESSETHExploration Agreement • January 14th, 2003 • Aries Ventures Inc • Metal mining
