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
Contract Type FiledOctober 5th, 2000 Company Industry Jurisdiction
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
Contract Type FiledMarch 2nd, 2001 Company Industry Jurisdiction
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...Alteon Inc /De • January 16th, 1998 • Pharmaceutical preparations
Company FiledJanuary 16th, 1998 Industry
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
Contract Type FiledMarch 15th, 2005 Company Industry
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 19th, 2006 • Alteon Inc /De • Pharmaceutical preparations • New York
Contract Type FiledSeptember 19th, 2006 Company Industry JurisdictionThis 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 16th, 2007 • Alteon Inc /De • Pharmaceutical preparations
Contract Type FiledJanuary 16th, 2007 Company IndustryThis 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”).
BETWEENLicense Agreement • March 2nd, 2001 • Alteon Inc /De • Pharmaceutical preparations • New Jersey
Contract Type FiledMarch 2nd, 2001 Company Industry Jurisdiction
ALTEON INC.Alteon Inc /De • July 26th, 2001 • Pharmaceutical preparations • Minnesota
Company FiledJuly 26th, 2001 Industry Jurisdiction
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
Contract Type FiledOctober 20th, 2003 Company Industry Jurisdiction
ALTEON INC.Alteon Inc /De • March 15th, 2005 • Pharmaceutical preparations • New York
Company FiledMarch 15th, 2005 Industry Jurisdiction
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
Contract Type FiledNovember 10th, 1999 Company Industry
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.Alteon Inc /De • October 5th, 2000 • Pharmaceutical preparations • New York
Company FiledOctober 5th, 2000 Industry Jurisdiction
LEASE FROM:Lease • November 13th, 2003 • Alteon Inc /De • Pharmaceutical preparations
Contract Type FiledNovember 13th, 2003 Company Industry
COMMON STOCK PURCHASE WARRANT To Purchase [__________] Shares of Common Stock of ALTEON INC.Alteon Inc /De • January 16th, 2007 • Pharmaceutical preparations
Company FiledJanuary 16th, 2007 IndustryTHIS 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).
ALTEON INC.Alteon Inc /De • July 25th, 2001 • Pharmaceutical preparations • Minnesota
Company FiledJuly 25th, 2001 Industry Jurisdiction
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
Contract Type FiledMarch 30th, 2000 Company Industry Jurisdiction
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
Contract Type FiledMay 14th, 2002 Company Industry
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
Contract Type FiledNovember 13th, 2003 Company Industry
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
Contract Type FiledDecember 24th, 2002 Company Industry Jurisdiction
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.Alteon Inc /De • October 5th, 2000 • Pharmaceutical preparations • New York
Company FiledOctober 5th, 2000 Industry Jurisdiction
ANDCollaboration and License Agreement • March 2nd, 2001 • Alteon Inc /De • Pharmaceutical preparations • New Jersey
Contract Type FiledMarch 2nd, 2001 Company Industry Jurisdiction
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 31st, 2006 • Alteon Inc /De • Pharmaceutical preparations • New York
Contract Type FiledMay 31st, 2006 Company Industry JurisdictionThis 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”).
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
Contract Type FiledMarch 2nd, 2001 Company Industry Jurisdiction
March 27, 1997 Kenneth Cartwright P.O. Box 612, Round Hill Road Blooming Grove, NY 10914 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...Alteon Inc /De • March 27th, 1997 • Pharmaceutical preparations
Company FiledMarch 27th, 1997 Industry
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
Contract Type FiledJanuary 11th, 2005 Company Industry Jurisdiction
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...Alteon Inc /De • May 9th, 1997 • Pharmaceutical preparations
Company FiledMay 9th, 1997 Industry
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
Contract Type FiledMarch 15th, 2005 Company Industry Jurisdiction
Form OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • April 11th, 2007 • Alteon Inc /De • Pharmaceutical preparations
Contract Type FiledApril 11th, 2007 Company IndustryThis 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”).
AMONG ALTEON INC. ANDCommon Stock and Warrants Purchase Agreement • October 5th, 2000 • Alteon Inc /De • Pharmaceutical preparations • New York
Contract Type FiledOctober 5th, 2000 Company Industry Jurisdiction
FORM OF STOCK PURCHASE AGREEMENTForm of Stock Purchase Agreement • June 28th, 2004 • Alteon Inc /De • Pharmaceutical preparations
Contract Type FiledJune 28th, 2004 Company Industry
1 Exhibit 4.1 STOCKHOLDERS RIGHTS AGREEMENT Dated as of July 27, 1995Stockholders Rights Agreement • March 2nd, 2001 • Alteon Inc /De • Pharmaceutical preparations • Delaware
Contract Type FiledMarch 2nd, 2001 Company Industry Jurisdiction
BETWEEN ALTEON INC. ANDAgreement • November 10th, 1999 • Alteon Inc /De • Pharmaceutical preparations
Contract Type FiledNovember 10th, 1999 Company Industry
June 22, 1998 Mr. Terry J. Shelton Vice President Hoechst Marion Roussel, Inc. 10236 Marion Park Drive Post Office Box 9627 Kansas City, MO 64134-0627 RE: JOINT DEVELOPMENT, MARKETING AND LICENSE AGREEMENT (THE "JOINT DEVELOPMENT AGREEMENT") AND...Marketing and License Agreement • August 14th, 1998 • Alteon Inc /De • Pharmaceutical preparations
Contract Type FiledAugust 14th, 1998 Company Industry
January 17, 1997 Veronica Mallon, Ph.D. 395 North Little Tor Road New City, NY 10965 Dear Ronnie: This letter will confirm certain matters related to your employment by Alteon Inc. (the "Company") and shall constitute an amendment to your employment...Alteon Inc /De • March 27th, 1997 • Pharmaceutical preparations
Company FiledMarch 27th, 1997 Industry
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
Contract Type FiledDecember 10th, 1997 Company Industry