1 Exhibit 4.1 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of September 29, 2000 among Alteon Inc., a Delaware corporation (the "Company"), and each of the purchasers executing this...Registration Rights Agreement • October 5th, 2000 • Alteon Inc /De • Pharmaceutical preparations • New York
Alteon Inc. 170 William Drive - Ramsey, NJ 07446 (201) 934-5000- Fax (201) 934-8880 DISTRIBUTION AGREEMENT THIS AGREEMENT is made this 25th day of September, 1995 by and between ALTEON INC. of 170 Williams Drive, Ramsey, New Jersey 07446, USA...Distribution Agreement • March 2nd, 2001 • Alteon Inc /De • Pharmaceutical preparations • New Jersey
Exhibit 10.20 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this "Agreement"), dated as of February 11, 2005, by and between Alteon Inc., a Delaware corporation (the "Company"), and Judith S. Hedstrom (the...Employment Agreement • March 15th, 2005 • Alteon Inc /De • Pharmaceutical preparations
LEASE FROM:Lease Agreement • November 13th, 2003 • Alteon Inc /De • Pharmaceutical preparations
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 16th, 2007 • Alteon Inc /De • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 11, 2007, among Alteon Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each such purchaser is a “Purchaser” and collectively, the “Purchasers”).
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. IT MAY NOT BE SOLD OR OFFERED FOR SALE EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT AND ANY APPLICABLE STATE...Common Stock Purchase Warrant • January 16th, 1998 • Alteon Inc /De • Pharmaceutical preparations
COMMON STOCK PURCHASE WARRANT To Purchase [__________] Shares of Common Stock of ALTEON INC.Security Agreement • January 16th, 2007 • Alteon Inc /De • Pharmaceutical preparations
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 May 31, 2007 (the “Initial Exercise Date”) and on or prior to the close of business on the fifth anniversary of the closing of the transactions contemplated by the Purchase Agreement (as defined below), subject to earlier expiration as discussed below (the “Termination Date”) but not thereafter, to subscribe for and purchase from Alteon Inc., a Delaware corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock, par value $0.01 per share, of the Company (the “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).
Exhibit 10.19 CONSULTING AGREEMENT This Agreement is made and entered into as of December 15, 1998 by and between Alteon Inc., a Delaware corporation whose principal address is 170 Williams Drive, Ramsey, New Jersey 07446 (the "Company"), and Mark...Consulting Agreement • March 2nd, 2001 • Alteon Inc /De • Pharmaceutical preparations • New Jersey
STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (the "Agreement") is dated as of October 15, 2003, by and among Alteon Inc., a corporation organized under the laws of the State of Delaware (the "Company,") and each of the Purchasers whose names...Stock Purchase Agreement • October 20th, 2003 • Alteon Inc /De • Pharmaceutical preparations • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 19th, 2006 • Alteon Inc /De • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 13, 2006, among Alteon 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”).
1 Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement"), dated as of June 2, 1999, by and between Alteon Inc., a Delaware corporation (the "Company"), and F. Kenneth Andrews (the "Employee"). WHEREAS, the Company wishes to...Employment Agreement • November 10th, 1999 • Alteon Inc /De • Pharmaceutical preparations
Exhibit 10.2 [ALTEON LETTERHEAD] EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement"), dated as of February 11, 2002, by and between Alteon Inc., a Delaware corporation (the "Company"), and Judith S. Hedstrom (the "Employee"). WHEREAS,...Employment Agreement • May 14th, 2002 • Alteon Inc /De • Pharmaceutical preparations
Exhibit 10.12 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement"), dated as of October 21, 2000, by and between Alteon Inc., a Delaware corporation (the "Company"), and Elizabeth A. O'Dell (the "Employee"). WHEREAS, the Company wishes to...Employment Agreement • March 2nd, 2001 • Alteon Inc /De • Pharmaceutical preparations
BETWEENLicense Agreement • March 2nd, 2001 • Alteon Inc /De • Pharmaceutical preparations • New Jersey
Exhibit 10.2 AMENDMENT TO STOCK PURCHASE AGREEMENT THIS AMENDMENT TO STOCK PURCHASE AGREEMENT (this "Amendment") is dated as of October 24, 2003 by and among Alteon Inc., a corporation organized under the laws of the State of Delaware (the "Company,")...Stock Purchase Agreement • November 13th, 2003 • Alteon Inc /De • Pharmaceutical preparations
ALTEON INC.Underwriting Agreement • July 26th, 2001 • Alteon Inc /De • Pharmaceutical preparations • Minnesota
EXHIBIT 10.28 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this "Agreement") is dated as of December 15, 1998 by and between Alteon Inc., a Delaware corporation (the "Company"), and Kenneth I. Moch (the...Employment Agreement • March 30th, 2000 • Alteon Inc /De • Pharmaceutical preparations • New Jersey
2 3 Warrant on such date. Until the Current Warrant Price is adjusted pursuant to the terms herein, the initial Current Warrant Price shall be $3.40 per share.Warrant Agreement • October 5th, 2000 • Alteon Inc /De • Pharmaceutical preparations • New York
EXHIBIT 10.1 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (the "Agreement") is dated as of December 20, 2002, by and among Alteon Inc., a corporation organized under the laws of the State of Delaware (the "Company,") and each of the...Stock Purchase Agreement • December 24th, 2002 • Alteon Inc /De • Pharmaceutical preparations • New York
1 Exhibit 10.32 January 29, 1997 Ms. Elizabeth A. O'Dell 100 Inwood Avenue Upper Montclair, NJ 07043 Dear Liz: This letter is to amend your Employment Agreement with the Company dated October 21, 1995. Subject to your acceptance, Paragraph 11 of your...Employment Agreement • March 27th, 1997 • Alteon Inc /De • Pharmaceutical preparations
Exhibit 10.19 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this "Agreement") is dated as of December 15, 2004 by and between Alteon Inc., a Delaware corporation (the "Company"), and Kenneth I. Moch (the...Employment Agreement • March 15th, 2005 • Alteon Inc /De • Pharmaceutical preparations • New Jersey
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 31st, 2006 • Alteon Inc /De • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 19, 2006, among Alteon 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”).
FORM OF STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 28th, 2004 • Alteon Inc /De • Pharmaceutical preparations
Form OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 11th, 2007 • Alteon Inc /De • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of [_________ __], 2007, among Alteon Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each such purchaser is a “Purchaser” and collectively, the “Purchasers”).
ALTEON INC.Underwriting Agreement • July 25th, 2001 • Alteon Inc /De • Pharmaceutical preparations • Minnesota
EXHIBIT 1.1 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this "Agreement") is dated January 6, 2005 between _________________ ("Purchaser") and Alteon Inc. ("Company"). The parties hereto agree as follows: The Purchaser shall buy and the...Stock Purchase Agreement • January 11th, 2005 • Alteon Inc /De • Pharmaceutical preparations • Delaware
ANDResearch Collaboration and License Agreement • March 2nd, 2001 • Alteon Inc /De • Pharmaceutical preparations • New Jersey
COMMON STOCK PURCHASE WARRANT To Purchase __________ Shares of Common Stock of ALTEON INC.Security Agreement • September 19th, 2006 • Alteon Inc /De • Pharmaceutical preparations
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 181st day after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Alteon Inc., a Delaware corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock, par value $0.01 per share, of the Company (the “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).
AMONG ALTEON INC. ANDCommon Stock and Warrants Purchase Agreement • October 5th, 2000 • Alteon Inc /De • Pharmaceutical preparations • New York
1 Exhibit 4.1 STOCKHOLDERS RIGHTS AGREEMENT Dated as of July 27, 1995Stockholders Rights Agreement • March 2nd, 2001 • Alteon Inc /De • Pharmaceutical preparations • Delaware
AMENDMENT TO STOCKHOLDERS' RIGHTS AGREEMENT BETWEEN ALTEON INC. AND REGISTRAR AND TRANSFER COMPANY, AS RIGHTS AGENTStockholders' Rights Agreement • December 10th, 1997 • Alteon Inc /De • Pharmaceutical preparations
BETWEEN ALTEON INC. ANDExclusive Option Agreement • November 10th, 1999 • Alteon Inc /De • Pharmaceutical preparations
September 15, 1997 Mr. Kenneth I. Moch 68 Willow Avenue Larchmont, NY 10538 Dear Ken: This letter will confirm certain matters related to your employment by Alteon Inc. (the "Company") and shall constitute an amendment to your employment agreement...Employment Agreement • March 31st, 1998 • Alteon Inc /De • Pharmaceutical preparations
Kenneth Moch June 15, 2004 President Alteon Inc. 6 Campus Drive Parsippany, NJ 07054 Dear Mr. Moch: The purpose of this letter agreement (the "Agreement") is to set forth the terms and conditions pursuant to which Rodman & Renshaw, LLC ("R&R") shall...Introduction Agreement • June 28th, 2004 • Alteon Inc /De • Pharmaceutical preparations
October 21, 1997 Ms. Elizabeth A. O'Dell 100 Inwood Avenue Upper Montclair, NJ 07043 Dear Liz: This letter will confirm certain matters related to your employment by Alteon Inc. (the "Company") and shall constitute an amendment to your employment...Employment Agreement • November 12th, 1997 • Alteon Inc /De • Pharmaceutical preparations
This letter will confirm certain matters related to your employment by Alteon Inc. (the "Company") and shall constitute an amendment to your employment agreement with the Company dated October 21, 1995 (the "Employment Agreement"), and as amended by letter dated January 29, 1997.
