EXHIBIT 4.2 STOCK OPTION AGREEMENT (NON-STATUTORY STOCK OPTION) This STOCK OPTION AGREEMENT (this "OPTION AGREEMENT") is made and entered into as of the 15th day of October, 2001, by and between BIOSOURCE INTERNATIONAL, INC. (the "COMPANY"), and...Stock Option Agreement • March 29th, 2002 • Biosource International Inc • In vitro & in vivo diagnostic substances • California
TABLE OF CONTENTS Page ---- 1. DEFINITIONS...........................................................1 1.1 Definitions...............................................1 ----------- SECTION 2. SALE AND TRANSFER OF...Asset Purchase Agreement • April 16th, 1999 • Biosource International Inc • In vitro & in vivo diagnostic substances • Delaware
EXHIBIT 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this "AGREEMENT") is made and entered into as of this 15th day of February, 2004, by and between BioSource International, Inc., a Delaware corporation (the "COMPANY") and...Executive Employment Agreement • May 14th, 2004 • Biosource International Inc • In vitro & in vivo diagnostic substances • California
EXHIBIT 2.1 STOCK PURCHASE AGREEMENT BY AND AMONG BIOSOURCE INTERNATIONAL, INC., QUALITY CONTROLLED BIOCHEMICALS, INC., THE STOCKHOLDERS OF QUALITY CONTROLLED BIOCHEMICALS, INC., JAVELLE PHARMACEUTICALS, INC., AND THE STOCKHOLDERS OF JAVELLE...Stock Purchase Agreement • February 22nd, 1999 • Biosource International Inc • In vitro & in vivo diagnostic substances • California
EXHIBIT 1.1 BIOSOURCE INTERNATIONAL, INC. 4,000,000 Shares/1/ Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • April 13th, 2000 • Biosource International Inc • In vitro & in vivo diagnostic substances • California
EXHIBIT 4.2 AMENDMENT TO SECURITIES PURCHASE AGREEMENT THIS AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this "Amendment") is entered into as this 28th day of September, 2000, by and among BioSource International, Inc., a Delaware corporation (the...Securities Purchase Agreement • October 26th, 2000 • Biosource International Inc • In vitro & in vivo diagnostic substances
EXHIBIT 4.7 RIGHTS AGREEMENT AMENDMENT Rights Agreement Amendment, dated as of January 10, 2000 (this "Amendment"), to the Rights Agreement dated as of February 25, 1999 (the "Rights Agreement"), between Biosource International, Inc., a Delaware...Rights Agreement • October 26th, 2000 • Biosource International Inc • In vitro & in vivo diagnostic substances • Delaware
ARTICLE I.Securities Purchase Agreement • October 26th, 2000 • Biosource International Inc • In vitro & in vivo diagnostic substances • California
EXHIBIT 10.19 SECURITIES PURCHASE AGREEMENT ----------------------------- SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of January 10, 2000, by and among BIOSOURCE INTERNATIONAL, INC., a corporation organized under the laws of the State...Securities Purchase Agreement • March 23rd, 2000 • Biosource International Inc • In vitro & in vivo diagnostic substances • California
AMENDMENT TO INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • October 26th, 2000 • Biosource International Inc • In vitro & in vivo diagnostic substances
EXHIBIT 1 RIGHTS AGREEMENT This Rights Agreement, dated as of February 25, 1999, is made between Biosource International, Inc., a Delaware corporation (the "Company"), and U.S. Stock Transfer Corporation, as Rights Agent (the "Rights Agent"), W I T N...Rights Agreement • March 1st, 1999 • Biosource International Inc • In vitro & in vivo diagnostic substances • Delaware
LOGO OF UNION BANK OF CALIFORNIA] EXHIBIT 10.18 LOAN AGREEMENT THIS LOAN AGREEMENT ("Agreement") is made and entered into as of November 27, 1998 by and between BIOSOURCE INTERNATIONAL, INC., a Delaware corporation ("Borrower"), and UNION BANK OF...Loan Agreement • April 16th, 1999 • Biosource International Inc • In vitro & in vivo diagnostic substances • California
Exhibit 10.15 SECURITIES PURCHASE AGREEMENT ----------------------------- SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of January 10, 2000, by and among BIOSOURCE INTERNATIONAL, INC., a corporation organized under the laws of the State...Securities Purchase Agreement • March 27th, 2001 • Biosource International Inc • In vitro & in vivo diagnostic substances • California
AMENDMENT NO. 1 TO WARRANT TO PURCHASE COMMON STOCK OF BIOSOURCE INTERNATIONAL, INC.Warrant Amendment • June 8th, 2004 • Biosource International Inc • In vitro & in vivo diagnostic substances
EXHIBIT 10.2 MANAGEMENT AGREEMENT BETWEEN: BIOSOURCE EUROPE S.A., having its registered seat Rue de l'Industrie, 8, 1400 Nivelles, Belgium, here represented by Mr/Ms Kevin Reagan, acting in the capacity of Director, hereafter referred to as...Management Agreement • August 13th, 2004 • Biosource International Inc • In vitro & in vivo diagnostic substances
AMENDMENT NO. 1 TO WARRANT TO PURCHASE COMMON STOCK OF BIOSOURCE INTERNATIONAL, INC.Warrant to Purchase Common Stock • June 8th, 2004 • Biosource International Inc • In vitro & in vivo diagnostic substances
RECITALS:Separation and Release Agreement • March 29th, 2004 • Biosource International Inc • In vitro & in vivo diagnostic substances • California
RECITALSSeparation and Consulting Agreement • March 27th, 2001 • Biosource International Inc • In vitro & in vivo diagnostic substances • California
EXHIBIT 10.3 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this "AGREEMENT") is made and entered into as of this 6th day of May, 2004, by and between BioSource International, Inc., a Delaware corporation (the "COMPANY") and Alan...Executive Employment Agreement • August 13th, 2004 • Biosource International Inc • In vitro & in vivo diagnostic substances • California
AGREEMENT AND PLAN OF MERGER Dated as of July 25, 2005 among INVITROGEN CORPORATION, ERROL ACQUISITION CORPORATION and BIOSOURCE INTERNATIONAL, INC.Merger Agreement • July 26th, 2005 • Biosource International Inc • In vitro & in vivo diagnostic substances • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of July 25, 2005 (this “Agreement”), is among INVITROGEN CORPORATION, a Delaware corporation (“Parent”), ERROL ACQUISITION CORPORATION, a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and BIOSOURCE INTERNATIONAL, INC., a Delaware corporation (the “Company”). Certain terms used in this Agreement are used as defined in Section 8.11.
BIOSOURCE INTERNATIONAL, INC. EXECUTIVE SEVERANCE AGREEMENTExecutive Severance Agreement • June 13th, 2005 • Biosource International Inc • In vitro & in vivo diagnostic substances • California
THIS AGREEMENT between Alan I. Edrick (the “Executive”) and BioSource International, Inc. (the “Company”) has been entered into as of June 7, 2005. This Agreement requires the Company to pay Severance Benefits upon termination of the Executive’s employment with the Company in connection with a Change in Control under the circumstances described below. Capitalized terms not otherwise defined in this Agreement are defined in the Appendix to this Agreement.
EXHIBIT 4.1 INVESTOR RIGHTS AGREEMENT INVESTOR RIGHTS AGREEMENT (this "Agreement"), dated as of February 15, 2000, by and among BIOSOURCE INTERNATIONAL, INC., a corporation organized under the laws of the State of Delaware (the "Company"), and GENSTAR...Investor Rights Agreement • May 15th, 2000 • Biosource International Inc • In vitro & in vivo diagnostic substances • California
BIOSOURCE INTERNATIONAL 820 Flynn Road Camarillo, CA 93012Employment Agreement • March 27th, 2001 • Biosource International Inc • In vitro & in vivo diagnostic substances
BioSource International, Inc. 540 Flynn Road Camarillo, California 93012Letter Agreement • March 27th, 2001 • Biosource International Inc • In vitro & in vivo diagnostic substances
WAIVER TO INVESTOR RIGHTS AGREEMENTWaiver to Investor Rights Agreement • October 26th, 2000 • Biosource International Inc • In vitro & in vivo diagnostic substances
THIRD AMENDMENT TO RIGHTS AGREEMENTRights Agreement • July 26th, 2005 • Biosource International Inc • In vitro & in vivo diagnostic substances • Delaware
This Third Amendment to Rights Agreement (this “Amendment”), dated as of July 25, 2005, to the Rights Agreement, dated as of February 25, 1999, between BioSource International, Inc., a Delaware corporation (the “Company”), and U.S. Stock Transfer Corporation (“USSTC”), as Rights Agent, as amended on January 10, 2000 and as further amended on September 28, 2000 (as amended, the “Rights Agreement”).
BioSource International, Inc. 540 Flynn Road Camarillo, California 93012Letter Agreement • March 27th, 2001 • Biosource International Inc • In vitro & in vivo diagnostic substances
EXHIBIT 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this "AGREEMENT") is made and entered into as of this 1st day of April, 2004 (the "EFFECTIVE DATE"), by and between BioSource International, Inc., a Delaware corporation...Executive Employment Agreement • August 13th, 2004 • Biosource International Inc • In vitro & in vivo diagnostic substances • California
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 26th, 2005 • Biosource International Inc • In vitro & in vivo diagnostic substances • Delaware
This Indemnification Agreement (this “Agreement”) is made as of this ___day of ___, 2005, by and between BioSource International, Inc., a Delaware corporation (the “Company”), and ___, an individual (“Indemnitee”).
