2.5 Stock Options. The Company has previously granted Consultant ------------- options to acquire a total of 423,000 shares of the Company's common stock (the "Stock Options") as set forth on Attachment A hereto pursuant to various stock ------------...Consulting Agreement • March 16th, 2001 • Genaera Corp • Biological products, (no disgnostic substances) • Pennsylvania
Exhibit 1.1 MAGAININ PHARMACEUTICALS, INC. 2,500,000 Shares/1/ Common Stock UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • October 20th, 1997 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances) • California
AGREEMENT ---------Registration Rights Agreement • August 14th, 2000 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
BACKGROUNDLicense Agreement • November 14th, 1996 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances)
AGREEMENTTermination Agreement • May 11th, 2001 • Genaera Corp • Biological products, (no disgnostic substances)
FIRST AMENDMENT TO LEASE THIS FIRST AMENDMENT TO LEASE (this "Amendment") is made as of the 25 day of November, 1998, by and between MAGAININ PHARMACEUTICALS, INC., a Delaware corporation, formerly known as Magainin Sciences, Inc., a Delaware...Lease • March 3rd, 1999 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances)
FIFTEEN PERCENT (15%)). The term "Cash Intake" shall be defined to include cash ----------- or cash equivalents received by or for the benefit of Magainin (or any of its subsidiaries, as limited liability companies, or joint ventures) in any fiscal...Settlement Agreement • September 28th, 1999 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances) • Illinois
CONFIDENTIALConsulting Agreement • March 3rd, 1999 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances) • Pennsylvania
RECITALSCommon Stock Purchase Agreement • August 6th, 1999 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
SUPPLY AGREEMENT ---------------- BETWEEN ------- ABBOTT LABORATORIES INC. ------------------------ AND --- MAGAININ PHARMACEUTICALS INC. -----------------------------Supply Agreement • March 19th, 1999 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances) • Illinois
Exhibit 10.38 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this "Agreement"), dated as of __________, 1999 is entered into by and between _____________________________________ (the "Purchaser"), and Magainin Pharmaceuticals Inc.,...Securities Purchase Agreement • October 13th, 1999 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances) • Pennsylvania
EXHIBIT 10.27 THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. IT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE WARRANT UNDER SUCH ACT OR AN...Warrant Agreement • March 27th, 2002 • Genaera Corp • Biological products, (no disgnostic substances) • Pennsylvania
EXHIBIT 10.5 AMENDED AND RESTATED CONSULTING AGREEMENT ----------------------------------------- THIS AMENDED AND RESTATED CONSULTING AGREEMENT ("Agreement") is made as of this May 16, 2001 by and between Genaera Corporation, a Delaware corporation...Consulting Agreement • March 27th, 2002 • Genaera Corp • Biological products, (no disgnostic substances) • Pennsylvania
WITNESSETH ----------License Agreement • May 11th, 2001 • Genaera Corp • Biological products, (no disgnostic substances) • New York
WITNESSETH:Preferred Stock Purchase Agreement • May 11th, 2001 • Genaera Corp • Biological products, (no disgnostic substances) • Pennsylvania
AMENDMENT TO PATENT LICENSE AGREEMENTPatent License Agreement • August 14th, 2003 • Genaera Corp • Biological products, (no disgnostic substances) • Pennsylvania
BACKGROUNDStock Issuance Agreement • October 21st, 1996 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances) • Pennsylvania
Exhibit 10.1 GENAERA CORPORATION (a Delaware corporation) 4,400,000 Shares of Common Stock (Par Value $.002 Per Share) PLACEMENT AGENCY AGREEMENT --------------------------Placement Agency Agreement • April 8th, 2002 • Genaera Corp • Biological products, (no disgnostic substances) • New York
EXHIBIT 10.2 FORM OF MAY WARRANT THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. IT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE WARRANT...Warrant Agreement • May 28th, 2003 • Genaera Corp • Biological products, (no disgnostic substances) • Pennsylvania
TermsConsent Agreement • June 12th, 2003 • Genaera Corp • Biological products, (no disgnostic substances) • Pennsylvania
WITNESSETH:Preferred Stock and Warrant Purchase Agreement • May 28th, 2003 • Genaera Corp • Biological products, (no disgnostic substances) • Pennsylvania
EXHIBIT 10.3 FORM OF NOVEMBER WARRANT THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. IT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE...Warrant Agreement • May 28th, 2003 • Genaera Corp • Biological products, (no disgnostic substances) • Pennsylvania
Change In Control AgreementChange in Control Agreement • November 9th, 2004 • Genaera Corp • Biological products, (no disgnostic substances) • Delaware
THIS CHANGE IN CONTROL AGREEMENT (this “Agreement”) between Genaera Corporation, a Delaware corporation (the “Company”), and John A. Skolas (the “Employee”) is executed and effective as of August 27, 2004 (the “Effective Date). Certain capitalized terms used herein are defined in Section 21.
AMENDMENT NO. 1 TO SERIES C PREFERRED STOCK AND WARRANT PURCHASE AGREEMENTSeries C Preferred Stock and Warrant Purchase Agreement • June 12th, 2003 • Genaera Corp • Biological products, (no disgnostic substances)
EXHIBIT 10.1 LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENTLicense, Development and Commercialization Agreement • November 13th, 2002 • Genaera Corp • Biological products, (no disgnostic substances)
BETWEENOffice Lease • March 13th, 1998 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances) • Pennsylvania
RECITALSCollaborative Research and Option Agreement • March 15th, 2000 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York
LIQUIDATING TRUST AGREEMENTLiquidating Trust Agreement • June 12th, 2009 • Genaera Corp • Biological products, (no disgnostic substances) • Delaware
AGREEMENT AND DECLARATION OF TRUST, dated as of June 12, 2009, by and among Genaera Corporation., a Delaware corporation (the “Company”), and Argyce LLC, a Delaware limited liability company (the “Trustee”).
1 SECOND ADDENDUMPurchase Order Agreement • May 15th, 1997 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances)
Re: Agreement in the Event of a Change of Control of Genaera CorporationAgreement in the Event of a Change of Control • March 28th, 2008 • Genaera Corp • Biological products, (no disgnostic substances) • Pennsylvania
The following will confirm the agreement of Genaera Corporation, a Delaware corporation (the "Company"), with you concerning the consequences upon certain terminations of your employment in connection with a change in control of the Company.
RECITALS -------- A. The Magainin Pharmaceuticals Inc. 1998 Equity Compensation Plan (the "Plan") provides for the grant of options to purchase shares of common stock of the Company.Non-Qualified Stock Option Grant • August 21st, 1998 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances) • Pennsylvania
EXHIBIT 4.7 Magainin Pharmaceuticals Inc 1998 EQUITY COMPENSATION PLAN Restricted Stock Grant -------------------------------------------------------- ------------------------ This RESTRICTED STOCK GRANT (hereafter "Agreement"), dated as of...Restricted Stock Grant • August 21st, 1998 • Magainin Pharmaceuticals Inc • Biological products, (no disgnostic substances) • Pennsylvania
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 15th, 2005 • Genaera Corp • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this "Agreement") is dated as of September 9, 2005, between Genaera Corporation, a Pennsylvania corporation (the "Company"), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a "Purchaser" and collectively the "Purchasers"); and
EXHIBIT 10.10 Employment Agreement with Michael E. Petrone, M.D. December 20, 2000 Dr. Michael E. Petrone Dear Dr. Petrone: I am pleased to offer you the position of Vice President, Clinical Research with Magainin Pharmaceuticals Inc., reporting to...Employment Agreement • March 27th, 2002 • Genaera Corp • Biological products, (no disgnostic substances)
CONFIDENTIALPlacement Agent Agreement • September 13th, 2005 • Genaera Corp • Biological products, (no disgnostic substances) • New York
