VOTING AGREEMENT ---------------- VOTING AGREEMENT (this "Agreement"), dated as of August 23, 2004, by and among Vyteris, Inc., a Delaware corporation ("Vyteris"), Treasure Mountain Holdings, Inc., a Nevada corporation ("Pubco" or "Treasure...Voting Agreement • August 26th, 2004 • Kimberlin Kevin • Wholesale-chemicals & allied products • New York
NOTE PURCHASE AGREEMENT NOTE PURCHASE AGREEMENT (this "Agreement"), dated as of July 7, 2006, by and between Vyteris Holdings (Nevada), Inc., a Nevada corporation ("Seller"), and Spencer Trask Specialty Group, LLC, a Delaware limited liability company...Note Purchase Agreement • August 22nd, 2006 • Kimberlin Kevin • Pharmaceutical preparations • York
February 26, 2004 Re: Administrative Services Agreement (the "Agreement") --------------------------------------------------- Gentlemen: This letter shall set forth our agreement with respect to services to be provided by George Norman and Lane...Administrative Services Agreement • March 9th, 2004 • Kimberlin Kevin • Wholesale-chemicals & allied products • New York
EXHIBIT 99.48 THE SECURITIES REPRESENTED HEREBY AND THE SECURITIES WHICH MAY BE ISSUED UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES OR BLUE SKY LAWS. NO SALE OR DISTRIBUTION HEREOF...Warrant Agreement • April 14th, 2006 • Kimberlin Kevin • Pharmaceutical preparations • New York
ARTICLE 3 REPRESENTATIONS AND WARRANTIES OF SELLERS AND THE COMPANYCommon Stock Purchase Agreement • March 9th, 2004 • Kimberlin Kevin • Wholesale-chemicals & allied products • New York
Exhibit 7.6 AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT AMENDMENT NO. 1 (this "AMENDMENT") to the SECURITIES PURCHASE AGREEMENT, dated as of January 1, 2006 (the "AGREEMENT"), by and between Kevin Kimberlin Partners, L.P., a Delaware limited...Securities Purchase Agreement • February 21st, 2007 • Kimberlin Kevin • Pharmaceutical preparations • New York
Page 9 THE INTERNATIONAL AIDS CHARITABLE FOUNDATION TRUST AGREEMENT, dated as of December 29, 1989, by and between Kevin B. Kimberlin, whose address is 44 Wall Street, New York, New York 10005 (the "Settlor"), Lynn McClure, whose address is 2300...Trust Agreement • March 17th, 1998 • Kimberlin Kevin • Orthopedic, prosthetic & surgical appliances & supplies • New York
EXHIBIT 99.9 ------------Intellectual Property Security Agreement • November 21st, 2002 • Kimberlin Kevin • Biological products, (no disgnostic substances) • New York
RECITALS:Indemnification Agreement • September 26th, 2005 • Kimberlin Kevin • Pharmaceutical preparations • New York
EXHIBIT 99.49 NOTE AND WARRANT PURCHASE AGREEMENT NOTE AND WARRANT PURCHASE AGREEMENT (this "Agreement"), dated as of January 31, 2006, by and between Vyteris Holdings (Nevada), Inc., a Nevada corporation ("Seller"), and Spencer Trask Specialty Group,...Note and Warrant Purchase Agreement • April 14th, 2006 • Kimberlin Kevin • Pharmaceutical preparations • New York
AMENDMENT NO. 1 TO AMENDED AND RESTATED WARRANT AGREEMENTWarrant Agreement • September 26th, 2005 • Kimberlin Kevin • Pharmaceutical preparations • New York
Exhibit 7.5 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "AGREEMENT"), effective as of January 1, 2006, by and between Kevin Kimberlin Partners, L.P., a Delaware limited partnership (the "PURCHASER"), and Spencer Trask Specialty...Securities Purchase Agreement • February 21st, 2007 • Kimberlin Kevin • Pharmaceutical preparations • New York
EXHIBIT 99.60 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of March 21, 2006, is by and between VYTERIS HOLDINGS (NEVADA), INC., a Nevada corporation (the "COMPANY"), and SPENCER TRASK SPECIALTY GROUP,...Registration Rights Agreement • April 14th, 2006 • Kimberlin Kevin • Pharmaceutical preparations • New York
RECITALSLoan Agreement • May 9th, 1997 • Kimberlin Kevin • Biological products, (no disgnostic substances) • New York
EXHIBIT 99.63 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of April 4, 2006, is by and between VYTERIS HOLDINGS (NEVADA), INC., a Nevada corporation (the "Company"), and SPENCER TRASK SPECIALTY GROUP,...Registration Rights Agreement • April 14th, 2006 • Kimberlin Kevin • Pharmaceutical preparations • New York
EXHIBIT 99.78 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of June 26, 2006, is by and between VYTERIS HOLDINGS (NEVADA), INC., a Nevada corporation (the "COMPANY"), and SPENCER TRASK SPECIALTY GROUP,...Registration Rights Agreement • August 22nd, 2006 • Kimberlin Kevin • Pharmaceutical preparations • New York
KEVIN B. KIMBERLINSchedule 13d Joint Filing Agreement • September 26th, 2005 • Kimberlin Kevin • Pharmaceutical preparations
The undersigned agree that the attached Schedule 13D, dated September 23, 2005, relating to the Common Stock, par value $0.01, of Minrad International, Inc., shall be filed as a joint statement on behalf of the undersigned.
Exhibit 99.3 MERGER AGREEMENT AND PLAN OF REORGANIZATION This Merger Agreement and Plan of Reorganization (the "Agreement") is made as of this 8th day of July, 2004, by and among Treasure Mountain Holdings, Inc., a Nevada corporation having its...Merger Agreement • August 26th, 2004 • Kimberlin Kevin • Wholesale-chemicals & allied products • New York
LETTER AGREEMENT ----------------Letter Agreement • November 21st, 2002 • Kimberlin Kevin • Biological products, (no disgnostic substances)
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 12th, 2008 • Kimberlin Kevin • Pharmaceutical preparations • New York
SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of June 8, 2005, by and among Minrad International, Inc., a Delaware corporation (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").
EXHIBIT 99.50 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of January 31, 2006, is by and between VYTERIS HOLDINGS (NEVADA), INC., a Nevada corporation (the "COMPANY"), and SPENCER TRASK SPECIALTY...Registration Rights Agreement • April 14th, 2006 • Kimberlin Kevin • Pharmaceutical preparations • New York
Exhibit 1 UNIT PURCHASE AGREEMENT THIS UNIT PURCHASE AGREEMENT (the "Agreement") is made as of this 15th day of April, 1997 by and between THE IMMUNE RESPONSE CORPORATION, a Delaware corporation (the "Company"), and KEVIN B. KIMBERLIN, an individual...Unit Purchase Agreement • May 9th, 1997 • Kimberlin Kevin • Biological products, (no disgnostic substances) • Delaware
EXHIBIT 99.81 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of July 7, 2006, is by and between VYTERIS HOLDINGS (NEVADA), INC., a Nevada corporation (the "COMPANY"), and SPENCER TRASK SPECIALTY GROUP,...Registration Rights Agreement • August 22nd, 2006 • Kimberlin Kevin • Pharmaceutical preparations • New York
EXHIBIT 99.57 VYTERIS HOLDINGS (NEVADA), INC. Spencer Trask Specialty Group LLC 535 Madison Avenue New York, New York 10022 Attn: Mr. Bruno Lerer, Esq. Ladies and Gentlemen: This Letter Agreement ("Agreement") is dated as of February 16, 2006 and is...Convertible Subordinated Promissory Note Agreement • April 14th, 2006 • Kimberlin Kevin • Pharmaceutical preparations
This Letter Agreement ("Agreement") is dated as of February 16, 2006 and is by and between Vyteris Holdings (Nevada), Inc. (the "Company"), a Nevada corporation, and Spencer Trask Specialty Group LLC, a Delaware limited liability company (referred to as "STSG").
RECITALSStock Pledge Agreement • May 9th, 1997 • Kimberlin Kevin • Biological products, (no disgnostic substances) • Delaware
AGREEMENT FOR THE PURCHASE AND SALE OF SECURITIESPurchase and Sale of Securities • March 28th, 2008 • Kimberlin Kevin • Hazardous waste management • Massachusetts
This Agreement for the Purchase and Sale of Securities (hereinafter called the “Agreement”) is made and entered into as of the 2nd day of July 2007 (the “Effective Date”) by and among CASTion Corporation, a Massachusetts corporation (“CASTion”), the holders of shares of the capital stock of CASTion identified on Exhibit A attached hereto and made a part hereof (each a “Seller”), and ThermoEnergy Corporation, a Delaware corporation (the “Buyer”). CASTion, the Sellers and the Buyer are hereinafter collectively called the “Parties.”
RECITALSStock Pledge Agreement • May 9th, 1997 • Kimberlin Kevin • Biological products, (no disgnostic substances) • Delaware
