ESCROW AGREEMENTEscrow Agreement • December 15th, 1998 • Hauser Chemical Research Inc • Medicinal chemicals & botanical products • Colorado
EXHIBIT GOption Agreement • December 15th, 1998 • Hauser Chemical Research Inc • Medicinal chemicals & botanical products • Colorado
AGREEMENT AND PLAN OF MERGER AGREEMENT AND PLAN OF MERGER, dated as of this 8th day of December, 1999, between Hauser, Inc., a Delaware corporation ("HAUSER- DEL"), and Hauser, Inc., a Colorado corporation ("HAUSER-COL"). HAUSER-DEL and HAUSER-COL are...Merger Agreement • December 14th, 1999 • Hauser Inc • Medicinal chemicals & botanical products
BY AND AMONG HAUSER, INC.,Asset Purchase Agreement • October 27th, 2003 • Hauser Inc • Medicinal chemicals & botanical products • California
RECITALSSubordination Agreement • November 14th, 2000 • Hauser Inc • Medicinal chemicals & botanical products • California
RECITALS --------Credit Agreement • November 14th, 2000 • Hauser Inc • Medicinal chemicals & botanical products
REVOLVING CREDIT NOTERevolving Credit Note • December 6th, 2002 • Hauser Inc • Medicinal chemicals & botanical products
FOR VALUE RECEIVED, the undersigned, HAUSER, INC., a Delaware corporation, HAUSER TECHNICAL SERVICES, INC., a Delaware Corporation, BOTANICALS INTERNATIONAL EXTRACTS, INC., a Delaware corporation, ZETAPHARM, INC., a New York corporation, (collectively, the "Borrowers"), hereby jointly and severally, unconditionally promise to pay to the order of Wells Fargo Bank, National Association (the "Lender"), at c/o Wells Fargo Bank, N.A., 333 South Grand Avenue, 9th Floor, Los Angeles, California 90071, or at such other place as the holder of this Note may direct, on December 31, 2002 (the "Maturity Date") in lawful money of the United States of America and in immediately available funds, the principal amount of (a) EIGHT MILLION SEVEN HUNDRED THOUSAND DOLLARS ($8,700,000), or (b) such other amount as represents the aggregate unpaid principal amount of all Revolving Loans made by the Lender pursuant to the Credit Agreement (referred to below). The Borrowers further agree, jointly and severally,
HAUSER, INC.Term Note • July 29th, 1999 • Hauser Inc • Medicinal chemicals & botanical products • California
This Note is the Term Note referred to in the Credit Agreement dated as of June 11, 1999 (the "Credit Agreement"), among the Borrowers and the Lender, is secured as provided therein and in the Security Documents and is subject to optional and mandatory prepayment as set forth in the Credit Agreement.
R E C I T A L S :Registration Rights Agreement • December 15th, 1998 • Hauser Chemical Research Inc • Medicinal chemicals & botanical products • Colorado
AGREEMENT FOR OPTION TO ACQUIRE COMMON STOCK OF HAUSER, INC. AGREEMENT FOR OPTION TO ACQUIRE COMMON STOCK OF HAUSER, INC., dated as of December 8, 1998 (the "AGREEMENT"), by and between Hauser, Inc., a Colorado corporation (the "COMPANY"), and Zuellig...Option Agreement • December 15th, 1998 • Hauser Chemical Research Inc • Medicinal chemicals & botanical products • Colorado
EXHIBIT EGovernance Agreement • December 15th, 1998 • Hauser Chemical Research Inc • Medicinal chemicals & botanical products • Colorado
GENERAL RELEASEGeneral Release • November 14th, 2000 • Hauser Inc • Medicinal chemicals & botanical products
For good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the undersigned, HAUSER, INC., a Delaware corporation, ZETAPHARM, INC., a New York corporation, WILCOX NATURAL PRODUCTS, INC., a Delaware corporation, SHUSTER LABORATORIES, INC., a Massachusetts corporation, and BOTANICALS INTERNATIONAL EXTRACTS, INC. (collectively, the "RELEASORS"), do hereby release, remise, and forever discharge WELLS FARGO BANK, N.A. (the "BANK"), WELLS FARGO HSBC TRADE BANK, NATIONAL ASSOCIATION, and their respective officers, directors and employees (collectively, the "RELEASEES"), of and from any and all obligations, claims, debts, demands, covenants, contracts, promises, agreements, liabilities, controversies, costs, attorneys' fees, actions, or causes of action which RELEASORS ever had, now have, can or may have, or claim to have for, upon, or by reason of any matter, cause or thing whatsoever from the beginning of the world to the day of the date of these presents,
TABLE OF CONTENTSMerger Agreement • December 15th, 1998 • Hauser Chemical Research Inc • Medicinal chemicals & botanical products • New York
dated as ofCredit Agreement • December 11th, 2001 • Hauser Inc • Medicinal chemicals & botanical products • California
AMENDMENT NO. 5 TO CREDIT AGREEMENT ----------------------------------- AMENDMENT NO. 5 TO AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") is effective as of November 30, 2002, by and among HAUSER, INC., a Delaware corporation (the...Credit Agreement • December 6th, 2002 • Hauser Inc • Medicinal chemicals & botanical products
THIS WARRANT AND THE WARRANT SHARES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR REGISTERED OR QUALIFIED UNDER ANY STATE SECURITIES LAWS, AND MAY NOT BE PLEDGED, HYPOTHECATED, SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF...Warrant Agreement • December 19th, 2001 • Hauser Inc • Medicinal chemicals & botanical products • Delaware
WAIVER AND AMENDMENT NO. 3 TO CREDIT AGREEMENT THIS WAIVER AND AMENDMENT NO. 3 TO CREDIT AGREEMENT (this "Amendment") is entered into as of November 13, 2000, by and among HAUSER, INC., a Delaware corporation (the "Company"), HAUSER TECHNICAL...Credit Agreement • November 14th, 2000 • Hauser Inc • Medicinal chemicals & botanical products
Exhibit 10.4 Exhibit 4.01-A to Credit Agreement SECURITY AGREEMENT dated as of June 11, 1999, among Hauser, Inc., a Colorado corporation, Shuster Laboratories, Inc., a Massachusetts corporation (each, a "Debtor" and collectively, the "Debtors"), and...Security Agreement • July 29th, 1999 • Hauser Inc • Medicinal chemicals & botanical products • California
TERM NOTETerm Note • September 17th, 2002 • Hauser Inc • Medicinal chemicals & botanical products
This Note amends, restates and replaces the Term Note previously issued by Borrower and referred to in the Amended and Restated Credit Agreement by and between
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 6th, 2004 • Hauser Inc • Medicinal chemicals & botanical products • California
Exhibit 10.1 [ ] Paclitaxel Supply Agreement THIS SUPPLY AGREEMENT ("Agreement"), dated February 3, 1999, is entered into by and between [ ], a [ ] corporation ("[ ]"), and HAUSER, INC., a Colorado corporation ("Supplier"). WHEREAS, Supplier is a...Paclitaxel Supply Agreement • March 17th, 1999 • Hauser Inc • Medicinal chemicals & botanical products
Exhibit 10.6 COLLATERAL ASSIGNMENT OF PATENTS AND PATENT APPLICATIONS THIS COLLATERAL ASSIGNMENT OF PATENTS AND PATENT APPLICATIONS is made as of June 11, 1999 between Hauser, Inc., a Colorado corporation (the "Assignor"), and Wells Fargo Bank,...Collateral Assignment of Patents and Patent Applications • July 29th, 1999 • Hauser Inc • Medicinal chemicals & botanical products
AMENDMENT NO. 5 TO CREDIT AGREEMENTCredit Agreement • July 16th, 2001 • Hauser Inc • Medicinal chemicals & botanical products
AMENDMENT NO. 5 TO CREDIT AGREEMENT (this “Amendment”) is entered into as of March 31, 2001, by and among HAUSER, INC., a Delaware corporation (the “Company”), HAUSER TECHNICAL SERVICES, INC., a Delaware corporation (“Technical”), BOTANICALS INTERNATIONAL EXTRACTS, INC., a Delaware corporation, ZETAPHARM, INC., a New York corporation, and WILCOX NATURAL PRODUCTS, INC., a Delaware corporation (collectively, the “Borrowers”), and WELLS FARGO BANK, N.A. (the “Lender”).
EXHIBIT CAgreement Regarding Employees • December 15th, 1998 • Hauser Chemical Research Inc • Medicinal chemicals & botanical products • Colorado
AMENDMENT NO. 1 TO SECURITY AGREEMENT, dated as of September 1, 2000 (this "Amendment"), to that certain Security Agreement, dated as of June 11, 1999 (the "Original Agreement"), among Hauser, Inc., a Colorado corporation ("Hauser"), Shuster...Security Agreement • November 14th, 2000 • Hauser Inc • Medicinal chemicals & botanical products
AMENDMENT NO. 1 TO SECURITY AGREEMENT, dated as of September 1, 2000 (this "Amendment"), to that certain Security Agreement, dated as of June 11, 1999 (the "Original Agreement"), among Hauser, Inc., a Colorado corporation ("Hauser"), Shuster Laboratories, Inc., a Massachusetts corporation (collectively, the "Debtors"), and Wells Fargo Bank, National Association (the "Secured Party").
Exhibit 10.1 CONFIDENTIAL TREATMENT OF REDACTED PORTIONS HAS BEEN GRANTED BY THE SEC Execution Document February 3, 1999 Baker Norton Pharmaceuticals Paclitaxel Supply Agreement THIS SUPPLY AGREEMENT ("Agreement"), dated February 3, 1999, is entered...Paclitaxel Supply Agreement • May 11th, 1999 • Hauser Inc • Medicinal chemicals & botanical products • New York
EXHIBIT 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT ("Agreement"), made as of this 19th day of July, 1995, by and among Hauser Chemical Research, Inc, a Delaware corporation ("HAUSER"), and the persons identified on Exhibit A, (each a...Stock Purchase Agreement • December 14th, 1995 • Hauser Chemical Research Inc • In vitro & in vivo diagnostic substances • Delaware
REVOLVING CREDIT NOTERevolving Credit Note • November 15th, 2002 • Hauser Inc • Medicinal chemicals & botanical products
FOR VALUE RECEIVED, the undersigned, HAUSER, INC., a Delaware corporation, HAUSER TECHNICAL SERVICES, INC., a Delaware Corporation, BOTANICALS INTERNATIONAL EXTRACTS, INC., a Delaware corporation, ZETAPHARM, INC., a New York corporation, (collectively, the “Borrowers”), hereby jointly and severally, unconditionally promise to pay to the order of Wells Fargo Bank, National Association (the “Lender”), at c/o Wells Fargo Bank, N.A., 333 South Grand Avenue, 9th Floor, Los Angeles, California 90071, or at such other place as the holder of this Note may direct, on November 7, 2002 (the “Maturity Date”) in lawful money of the United States of America and in immediately available funds, the principal amount of (a) NINE MILLION DOLLARS ($9,000,000), or (b) such other amount as represents the aggregate unpaid principal amount of all Revolving Loans made by the Lender pursuant to the Credit Agreement (referred to below). The Borrowers further agree, jointly and severally, to pay interest on the u
WAIVER AND AMENDMENT NO. 3 TO CREDIT AGREEMENTCredit Agreement • November 15th, 2002 • Hauser Inc • Medicinal chemicals & botanical products
THIS WAIVER AND AMENDMENT NO. 3 TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Waiver and Amendment”) is entered into as of October 3, 2002, by and among HAUSER, INC., a Delaware corporation (the “Company”), HAUSER TECHNICAL SERVICES, INC., a Delaware corporation (“HTS”), BOTANICALS INTERNATIONAL EXTRACTS, INC., a Delaware corporation, and ZETAPHARM, INC., a New York corporation, (collectively, the “Borrowers”), and WELLS FARGO BANK, N.A. (the “Lender”).
Exhibit 10.10 Waiver and Amendment to Credit Agreement This waiver and amendment to credit agreement (this "Amendment") is entered into as of October 29, 1999, by and among Hauser, Inc. a Colorado corporation (the "Company"), Botanicals International,...Credit Agreement • December 15th, 1999 • Hauser Inc • Medicinal chemicals & botanical products
COLLATERAL ASSIGNMENT OF TRADEMARKS, TRADEMARK APPLICATIONS, PATENTS AND PATENT APPLICATIONSCollateral Assignment of Trademarks and Patents • June 28th, 2002 • Hauser Inc • Medicinal chemicals & botanical products
THIS COLLATERAL ASSIGNMENT OF TRADEMARKS, TRADEMARK APPLICATIONS, PATENTS AND PATENT APPLICATIONS is made as of December 7, 2001 by and among HAUSER, INC., a Delaware corporation, HAUSER TECHNICAL SERVICES, INC., a Delaware Corporation, BOTANICALS INTERNATIONAL EXTRACTS, INC., a Delaware corporation, ZETAPHARM, INC., a New York corporation, (each, an “Assignor” and collectively, the “Assignors”), and Wells Fargo Bank, National Association (the “Assignee”).
ACKNOWLEDGEMENT AND CONSENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • June 28th, 2002 • Hauser Inc • Medicinal chemicals & botanical products
This ACKNOWLEDGEMENT AND CONSENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Acknowledgement and Consent” ) is dated as of December 7, 2001 and entered into by the undersigned, and is made with reference to that certain Amended and Restated Credit Agreement dated as of the date hereof (the “Restated Credit Agreement” ), by and among Hauser, Inc., Hauser Technical Services, Inc., Botanicals International Extracts, Inc., Zetapharm, Inc., Wilcox Natural Products, Inc. (collectively, the “Borrowers”), and Wells Fargo Bank, National Association (the “Lender”), which amends and restates that certain Credit Agreement dated as of June 11, 1999 (as amended, supplemented or otherwise modified prior to the date hereof, the “Original Credit Agreement”) by and among the Borrowers and the Lender. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Restated Credit Agreement.
THIS WARRANT AND THE WARRANT SHARES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR REGISTERED OR QUALIFIED UNDER ANY STATE SECURITIES LAWS, AND MAY NOT BE PLEDGED, HYPOTHECATED, SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF...Warrant Agreement • July 16th, 2001 • Hauser Inc • Medicinal chemicals & botanical products • Delaware
THIS CERTIFIES THAT, for value received, HAUSER, INC., a Delaware corporation (the "Company"), promises to issue to Zatpack Inc., the holder of this Warrant, its nominees, successors or assigns (the "Holder"), 992,789 nonassessable shares of common stock, par value $0.001 per share, of the Company ("Common Stock"), upon the payment by the Holder to the Company of the Warrant Price (as defined below) set forth herein and to deliver to the Holder a certificate or certificates representing the Common Stock purchased. The number of shares of Common Stock purchasable upon exercise of this Warrant and the Warrant Price shall be subject to adjustment from time to time as provided herein. The initial Warrant Price (the "Warrant Price") per share of Common Stock shall be $0.5855 per share, subject to adjustment as provided herein.
Exhibit 10.2 CONFIDENTIAL TREATMENT OF REDACTED PORTIONS HAS BEEN GRANTED BY THE SEC Execution Document February 3, 1999 ESCROW AGREEMENT This Escrow Agreement (this "Agreement") is among Hauser, Inc., a Colorado corporation ("Seller"); Baker Norton...Escrow Agreement • May 11th, 1999 • Hauser Inc • Medicinal chemicals & botanical products • Colorado
AMENDMENT NO. 1 TO PLEDGE AND SECURITY AGREEMENT, dated as of September 1, 2000 (this "Amendment"), to that certain Pledge and Security Agreement, dated as of June 11, 1999 (the "Original Agreement"), made by Hauser, Inc., a Colorado corporation (the...Pledge and Security Agreement • November 14th, 2000 • Hauser Inc • Medicinal chemicals & botanical products
AMENDMENT NO. 1 TO PLEDGE AND SECURITY AGREEMENT, dated as of September 1, 2000 (this "Amendment"), to that certain Pledge and Security Agreement, dated as of June 11, 1999 (the "Original Agreement"), made by Hauser, Inc., a Colorado corporation (the "Pledgor"), in favor of Wells Fargo Bank, National Association (the "Secured Party").
