CONSULTING AGREEMENT BETWEEN FRANK MARESCA AND XECHEM INTERNATIONAL, INC.Consulting Agreement • October 17th, 2001 • Xechem International Inc • Biological products, (no disgnostic substances) • New York
EXHIBIT 4.1 NOTE PURCHASE AGREEMENT This Note Purchase Agreement (this "Agreement") is made as of April 23, 2004 (the "Closing Date") by and between Ceptor Corporation, a Delaware corporation (the "Company"), and the persons or entities listed as...Note Purchase Agreement • May 28th, 2004 • Xechem International Inc • Biological products, (no disgnostic substances) • Delaware
RECITALS:Stock Option Agreement • March 9th, 2005 • Xechem International Inc • Biological products, (no disgnostic substances) • Delaware
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • March 4th, 2005 • Xechem International Inc • Biological products, (no disgnostic substances)
Exhibit 10.1 CONSULTING AGREEMENT This Consulting Agreement (the "Consulting Agreement") made as of March 25, 2002 by and between Peter Benz, 543 Virginia Street, San Mateo, CA 94402, ("Consultant") and XECHEM International Inc. located at 100 Jersey...Consulting Agreement • April 8th, 2002 • Xechem International Inc • Biological products, (no disgnostic substances) • New York
EXHIBIT 4.3 ----------- SUBSCRIPTION AGREEMENT ---------------------- Dear Subscriber: You, together with other subscribers (each a "Subscriber") hereby agree to purchase, and Xechem International, Inc., a Delaware corporation (the "Company"), hereby...Subscription Agreement • July 30th, 2002 • Xechem International Inc • Biological products, (no disgnostic substances) • New York
EXHIBIT 4.5 ----------- THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT...Warrant Agreement • July 30th, 2002 • Xechem International Inc • Biological products, (no disgnostic substances) • New York
EXHIBIT 10.1 AGREEMENT AND PLAN OF MERGER AGREEMENT AND PLAN OF MERGER DATED AS OF DECEMBER 23, 2003Merger Agreement • February 3rd, 2004 • Xechem International Inc • Biological products, (no disgnostic substances) • Delaware
RECITALS:Employment Agreement • March 9th, 2005 • Xechem International Inc • Biological products, (no disgnostic substances) • Maryland
RECITALSRegistration Rights Agreement • February 3rd, 2004 • Xechem International Inc • Biological products, (no disgnostic substances) • Delaware
NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Convertible Security Agreement • December 31st, 2007 • Xechem International Inc • Biological products, (no disgnostic substances) • New York
EXHIBIT 4.4Registration Rights Agreement • March 4th, 2005 • Xechem International Inc • Biological products, (no disgnostic substances) • Delaware
WITNESSETH:Securities Purchase Agreement • June 23rd, 2005 • Xechem International Inc • Biological products, (no disgnostic substances) • New York
EXHIBIT 4.2Stock Pledge and Escrow Agreement • March 4th, 2005 • Xechem International Inc • Biological products, (no disgnostic substances) • New York
RECITALS:Ceptor Agreement • March 9th, 2005 • Xechem International Inc • Biological products, (no disgnostic substances) • Delaware
RECITALSRoyalty, Distribution Rights and Joint Cooperation Agreement • March 9th, 2005 • Xechem International Inc • Biological products, (no disgnostic substances) • Delaware
RECITALS:Ceptor Agreement • December 20th, 2004 • Xechem International Inc • Biological products, (no disgnostic substances)
EXHIBIT 4.3 WAIVER OF RIGHTS UNDER NOTE The undersigned holders of Notes of Ceptor Corporation are party to a certain Note Agreement (the "Note") and Note Purchase Agreement ("Purchase Agreement") by and among Ceptor Corporation, Xechem International,...Note Waiver Agreement • May 28th, 2004 • Xechem International Inc • Biological products, (no disgnostic substances)
EXHIBIT 4.4 WAIVER OF CONTINGENT CONSIDERATION The undersigned party to a Merger Agreement dated as of December 23, 2003 by and between Xechem International, Inc. ("Xechem"), Ceptor Acquisition, Inc., and Ceptor Corporation (the "Merger Agreement")...Waiver of Contingent Consideration • May 28th, 2004 • Xechem International Inc • Biological products, (no disgnostic substances)
The undersigned party to a Merger Agreement dated as of December 23, 2003 by and between Xechem International, Inc. ("Xechem"), Ceptor Acquisition, Inc., and Ceptor Corporation (the "Merger Agreement") pursuant to which, in Section 1.7 thereof, the undersigned is entitled to payment of certain Contingent Consideration upon the occurrence of certain Award Events, as such terms are defined in the Merger Agreement. The undersigned hereby represents and warrants that he has neither pledged or assigned his rights in the Contingent Consideration and hereby waives and releases Xechem from any and all obligation with respect to payment of the Contingent Consideration on the basis of the representation of Ceptor to provide the undersigned with reasonably equivalent benefits, provided, however, that such benefits shall be payable in shares of the common stock of Ceptor, and that such release of Xechem is not conditioned upon Ceptor's provision of such replacement benefits or that the undersigned
ARTICLE IUnsecured Convertible Note • July 30th, 2002 • Xechem International Inc • Biological products, (no disgnostic substances) • New York
