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 4.9 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...Rights Agreement • August 14th, 2000 • Catalytica Inc • Services-commercial physical & biological research
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
BETWEENSupply Agreement • August 28th, 1998 • Catalytica Inc • Services-commercial physical & biological research • North Carolina
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 10.3 INVESTMENT AGREEMENTInvestment Agreement • August 14th, 1997 • Catalytica Inc • Services-commercial physical & biological research • New York
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
ANDAgreement and Plan of Merger • 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
R E C I T A L S ---------------Control Severance Agreement • March 30th, 1999 • Catalytica Inc • Services-commercial physical & biological research • California
andPreferred Shares Rights Agreement • November 19th, 1996 • Catalytica Inc • Services-commercial physical & biological research • Delaware
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 • August 14th, 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
AMENDMENT NO. 1 TO THE OPERATING AGREEMENT OFCatalytica Inc • March 30th, 1998 • 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...Catalytica Inc • August 19th, 1999 • Services-commercial physical & biological research
