This VOTING AGREEMENT (this "Agreement"), dated as of August 2, 2000, --------- is entered into by and among Morgan Stanley Capital Partners III, L.P., Morgan Stanley Capital Investors, L.P., MSCP III 892 Investors, L.P., James A. Cusumano and Ricardo...Voting Agreement • August 10th, 2000 • Catalytica Inc • Services-commercial physical & biological research • Delaware
EXHIBIT 4.3 WARRANT AGREEMENT ----------------- AGREEMENT, dated as of August __, 1997, by and among CATALYTICA, INC., a Delaware corporation (the "Corporation"), and CHASEMELLON SHAREHOLDER SERVICES, L.L.P., a [New Jersey L.L.P.], as Warrant Agent...Warrant Agreement • July 31st, 1997 • Catalytica Inc • Services-commercial physical & biological research • Delaware
AMENDMENT NO. 1 TO THE OPERATING AGREEMENT OFOperating Agreement • March 30th, 1998 • Catalytica Inc • Services-commercial physical & biological research
BETWEENSupply Agreement • August 28th, 1998 • Catalytica Inc • Services-commercial physical & biological research • North Carolina
ANDAgreement and Plan of Merger • August 10th, 2000 • Catalytica Inc • Services-commercial physical & biological research • Delaware
EXHIBIT 10.3 INVESTMENT AGREEMENTInvestment Agreement • August 14th, 1997 • Catalytica Inc • Services-commercial physical & biological research • New York
CATALYTICA, INC. CATALYTICA PHARMACEUTICALS, INC. $200,000,000 Credit Agreement July 31, 1997 The Lenders Party Hereto The Chase Manhattan Bank as Administrative Agent and as Documentation Agent Chase Securities Inc. as Arranger [CHASE LOGO]...Credit Agreement • August 14th, 1997 • Catalytica Inc • Services-commercial physical & biological research • New York
EXHIBIT 4.1 STOCK PURCHASE WARRANT TO PURCHASE 2,000,000 SHARES OF COMMON STOCK, $.001 PAR VALUE OF CATALYTICA, INC. THE SALE, ASSIGNMENT OR TRANSFER OF THIS WARRANT IS PROHIBITED OTHER THAN SALES, ASSIGNMENTS OR TRANSFERS THAT ARE IN COMPLIANCE WITH...Stock Purchase Warrant • August 14th, 1997 • Catalytica Inc • Services-commercial physical & biological research
CONFORMED COPY AMENDMENT NO. 1 AND CONSENT dated as of January 6, 1998 (this "Amendment"), to the Credit Agreement dated as of July 31, 1997 (the "Credit Agreement"), among Catalytica, Inc., a Delaware corporation ("Catalytica"); Catalytica...Credit Agreement • March 30th, 1998 • Catalytica Inc • Services-commercial physical & biological research • New York
R E C I T A L S ---------------Change of Control Severance Agreement • March 30th, 1999 • Catalytica Inc • Services-commercial physical & biological research • California
EXHIBIT 4.3 ----------- FORM OF WARRANT AGREEMENT ------------------------- AGREEMENT, dated as of August __, 1997, by and among CATALYTICA, INC., a Delaware corporation (the "Corporation"), and CHASEMELLON SHAREHOLDER SERVICES, L.L.P., a New Jersey...Warrant Agreement • August 11th, 1997 • Catalytica Inc • Services-commercial physical & biological research • Delaware
andPreferred Shares Rights Agreement • November 19th, 1996 • Catalytica Inc • Services-commercial physical & biological research • Delaware
Exhibit 2 AMENDMENT NO. 1 DATED AS OF JULY 28, 1997 TO PREFERRED SHARES RIGHTS AGREEMENT BETWEEN CATALYTICA, INC. AND CHASEMELLON SHAREHOLDER SERVICES, L.L.C. WHEREAS, Catalytica, Inc. (the "Company") and ChaseMellon Shareholder Services, L.L.C., as...Preferred Shares Rights Agreement • July 29th, 1997 • Catalytica Inc • Services-commercial physical & biological research
EXHIBIT 3 AMENDMENT NO. 2 TO PREFERRED SHARES RIGHTS AGREEMENT BETWEEN CATALYTICA, INC. AND CHASEMELLON SHAREHOLDER SERVICES, L.L.C. This Amendment No. 2 to the Preferred Shares Rights Agreement, dated as of October 23, 1996, as amended by Amendment...Preferred Shares Rights Agreement • August 16th, 2000 • Catalytica Inc • Services-commercial physical & biological research
EFFECTIVENESS AGREEMENT dated as of June 4, 1998 (as the same may from time to time be amended, supplemented or otherwise modified, this "Effectiveness Agreement"), among CATALYTICA, INC., a Delaware corporation ("Catalytica"), CATALYTICA...Effectiveness Agreement • August 14th, 1998 • Catalytica Inc • Services-commercial physical & biological research • New York
EXHIBIT 10.5 PLEDGE AGREEMENT dated as of July 31, 1997, among CATALYTICA, INC., a Delaware corporation ("Catalytica"), CATALYTICA PHARMACEUTICALS, INC., a Delaware corporation (the "Borrower"), each Subsidiary of Catalytica listed on Schedule I...Pledge Agreement • August 14th, 1997 • Catalytica Inc • Services-commercial physical & biological research • New York
EXHIBIT 10.26 --------------------------------------- LIMITED LIABILITY OPERATING AGREEMENTLimited Liability Operating Agreement • March 28th, 1997 • Catalytica Inc • Services-commercial physical & biological research • Delaware
EXHIBIT 10.6 SECURITY AGREEMENT dated as of July 31, 1997 among CATALYTICA, INC. a Delaware corporation ("Catalytica"), CATALYTICA PHARMACEUTICALS, INC. (the "Borrower"), each Subsidiary that is a subsidiary of the Borrower listed on Schedule I hereto...Security Agreement • August 14th, 1997 • Catalytica Inc • Services-commercial physical & biological research • New York
Exhibit 8.2 August 18, 1999 Wyckoff Chemical Company, Inc. 1421 Kalamazoo Street South Haven, Michigan 49090 Ladies and Gentlemen: This opinion is being delivered to you pursuant to the Agreement and Plan of Reorganization (the "Agreement"), dated as...Agreement and Plan of Reorganization • August 19th, 1999 • Catalytica Inc • Services-commercial physical & biological research
