EXHIBIT 10.8 LICENSE AGREEMENTLicense Agreement • January 29th, 2001 • North American Scientific Inc • In vitro & in vivo diagnostic substances • California
Shares NORTH AMERICAN SCIENTIFIC, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • October 19th, 2000 • North American Scientific Inc • In vitro & in vivo diagnostic substances • New York
EXHIBIT 10.1Common Stock Purchase Agreement • November 24th, 1997 • North American Scientific Inc • In vitro & in vivo diagnostic substances • California
RECITALSAgreement and Plan of Merger • October 19th, 2000 • North American Scientific Inc • In vitro & in vivo diagnostic substances • Delaware
EXHIBIT 10.9License Agreement • January 29th, 2001 • North American Scientific Inc • In vitro & in vivo diagnostic substances • Washington
EXHIBIT 10.7 LICENSE AGREEMENTLicense Agreement • January 29th, 2001 • North American Scientific Inc • In vitro & in vivo diagnostic substances • Washington
EXHIBIT 10.1Standard Industrial/Commercial Single-Tenant Lease-Net • March 3rd, 1999 • North American Scientific Inc • In vitro & in vivo diagnostic substances
EXHIBIT 10.2Note Purchase Agreement • October 9th, 1997 • North American Scientific Inc • In vitro & in vivo diagnostic substances • Massachusetts
WARRANT AGREEMENTWarrant Agreement • December 13th, 2007 • North American Scientific Inc • Electromedical & electrotherapeutic apparatus • New York
WARRANT AGREEMENT dated as of [__], 2007 between North American Scientific, Inc., a Delaware corporation (the “Company”), and [Computershare Investor Services, a ___________ corporation] (the “Warrant Agent”).
EXHIBIT 10.2 STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE--GROSS (Do not use this form for Multi-Tenant Property) 1. BASIC PROVISIONS ("BASIC PROVISIONS") 1.1 PARTIES: This Lease ("LEASE"), dated for reference purposes only, NOVEMBER 30, 1995,...Lease Agreement • January 29th, 1998 • North American Scientific Inc • In vitro & in vivo diagnostic substances
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 13th, 2007 • North American Scientific Inc • Electromedical & electrotherapeutic apparatus • New York
In connection with the sale of our shares, the selling stockholders may enter into hedging transactions with broker-dealers or other financial institutions, which may in turn engage in short sales of the common stock in the course of hedging the positions they assume. The selling stockholders may also sell shares of our common stock short and deliver these securities to close out their short positions, or loan or pledge the common stock to broker-dealers that in turn may sell these securities. The selling stockholders may also enter into option or other transactions with broker-dealers or other financial institutions or the creation of one or more derivative securities which require the delivery to such broker-dealer or other financial institution of shares offered by this prospectus, which shares such broker-dealer or other financial institution may resell pursuant to this prospectus (as supplemented or amended to reflect such transaction).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 15th, 1997 • North American Scientific Inc • In vitro & in vivo diagnostic substances • California
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 30th, 2009 • North American Scientific Inc • Electromedical & electrotherapeutic apparatus • California
THIS ASSET PURCHASE AGREEMENT (the “Agreement”) is made as of March 26, 2009, by and between North American Scientific, Inc., a Delaware corporation (the “Parent”), North American Scientific, Inc., a California corporation and wholly-owned subsidiary of Parent (the “Company”), and Portola Medical, Inc., a Delaware corporation (the “Purchaser”).
Partners for Growth Loan and Security AgreementLoan and Security Agreement • April 3rd, 2006 • North American Scientific Inc • Electromedical & electrotherapeutic apparatus • Delaware
THIS LOAN AND SECURITY AGREEMENT is entered into on the above date between PARTNERS FOR GROWTH II, L.P. (“PFG”), whose address is 180 Pacific Avenue, San Francisco, CA 94111 and the borrower(s) named above (jointly and severally, the “Borrower”), whose chief executive office is located at the above address (“Borrower’s Address”). The Schedule to this Agreement (the “Schedule”) being signed by the parties concurrently, is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 8 below.)
SIXTH AMENDMENT AND FORBEARANCE TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 29th, 2008 • North American Scientific Inc • Electromedical & electrotherapeutic apparatus • California
THIS SIXTH AMENDMENT AND FORBEARANCE to Loan and Security Agreement (this “Amendment and Forbearance”) is entered into on October 29, 2007, by and between
RIGHTS AGREEMENTRights Agreement • October 16th, 1998 • North American Scientific Inc • In vitro & in vivo diagnostic substances • Delaware
FIRST AMENDMENT TO EXCLUSIVE MARKETING AND DISTRIBUTION AGREEMENT BETWEEN NORTH AMERICAN SCIENTIFIC, INC. AND MENTOR CORPORATIONExclusive Marketing and Distribution Agreement • December 11th, 2000 • North American Scientific Inc • In vitro & in vivo diagnostic substances
SEPARATION AGREEMENT AND RELEASE OF ALL CLAIMSSeparation Agreement • March 1st, 2004 • North American Scientific Inc • In vitro & in vivo diagnostic substances • California
This Separation Agreement and Release of All Claims (“Agreement”) is made and entered into by and between Alan Edrick (“Employee”) and North American Scientific, Inc. (“Company”).
ELEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 15th, 2008 • North American Scientific Inc • Electromedical & electrotherapeutic apparatus
and the following (collectively, jointly and severally, the "Borrower") whose address is 20200 Sunburst Street, Chatsworth, California 91311:
April 23, 2007 Michael Ryan c/o NOMOS CorporationAmendment to Employment Agreement • December 7th, 2007 • North American Scientific Inc • Electromedical & electrotherapeutic apparatus
AMENDMENT TWO TO LIMITED EXCLUSIVE PATENT, COPYRIGHT AND TRADEMARK LICENSE AGREEMENT FOR PEREGRINE(TM) DOSE CALCULATION SYSTEM FOR RADIATION TREATMENT PLANNING BETWEEN THE REGENTS OF THE UNIVERSITY OF CALIFORNIA AND NOMOS CORPORATION LLNL CASE NO....Limited Exclusive Patent, Copyright and Trademark License Agreement • January 26th, 2004 • North American Scientific Inc • In vitro & in vivo diagnostic substances
This Amendment Two to the License Agreement by and between The Regents of the University of California ("THE REGENTS") and NOMOS Corporation ("LICENSEE") will be effective as of the date of execution of this Amendment by both Parties. This Amendment and the associated License Agreement are subject to overriding obligations to the Federal Government pursuant to the provisions of THE REGENTS' Contract No. W-7405-ENG-48 with the United States Department of Energy ("DOE") for the operation of the Lawrence Livermore National Laboratory ("LLNL").
FIRST AMENDMENT TO RIGHTS AGREEMENTRights Agreement • April 30th, 2004 • North American Scientific Inc • In vitro & in vivo diagnostic substances • Delaware
This FIRST AMENDMENT (this “Amendment”) dated as of April 28, 2004 to the Rights Agreement, dated as of October 12, 1998 (the “Rights Agreement”), by and between North American Scientific, Inc., a Delaware corporation (the “Company”), and U.S. Stock Transfer Corporation, a California corporation (the “Rights Agent”) is entered into between such parties. Capitalized terms used but not defined herein are used herein as defined in the Rights Agreement.
NINTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 16th, 2008 • North American Scientific Inc • Electromedical & electrotherapeutic apparatus
and the following (collectively, jointly and severally, the "Borrower") whose address is 20200 Sunburst Street, Chatsworth, California 91311:
SERVICE CONTRACT THIS AGREEMENT made this 6th day of February, 1998 by and between North American Scientific, Inc., a California corporation with a principal place of business at 7435 Greenbush Avenue, North Hollywood, California 91605 ("NASI"), and...Service Contract • February 19th, 1998 • North American Scientific Inc • In vitro & in vivo diagnostic substances • Massachusetts
Lock-Up AgreementLock-Up Agreement • November 26th, 2003 • North American Scientific Inc • In vitro & in vivo diagnostic substances
The undersigned is an owner of record of certain shares of capital stock of NOMOS Corporation, a Delaware corporation (the "Company"), or securities convertible into or exercisable for shares of capital stock of the Company ("Company Capital Stock"). North American Scientific, Inc., a Delaware corporation (the "Acquiror"), and the Company are parties to an Agreement and Plan of Merger, dated as of October 26, 2003 (the "Merger Agreement"), pursuant to which the shares of Company Capital Stock held by the undersigned are to be converted into the right to receive, as consideration or a portion of the consideration for such shares of Company Capital Stock, shares of common stock, par value $0.01 per share, of the Acquiror (the "Acquiror Common Stock"), in accordance with the terms of the Merger Agreement. Capitalized terms that are used but not defined in this Agreement are used herein as defined in the Merger Agreement.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • December 31st, 2008 • North American Scientific Inc • Electromedical & electrotherapeutic apparatus
THIS AMENDMENT (this “Amendment”) to that certain Employment Agreement dated March 22, 2007 (the “Original Agreement”), is entered into by and between North American Scientific, Inc., a Delaware corporation (the “Company”) and John Rush (the “Executive”), effective as of December 31, 2008, on the following terms and conditions.
EMPLOYMENT AGREEMENTEmployment Agreement • August 28th, 2002 • North American Scientific Inc • In vitro & in vivo diagnostic substances • California
This Employment Agreement ("Agreement") is entered into effective on April 1, 2002 by and between L. Michael Cutrer, an individual ("Executive), and North American Scientific, Inc., a Delaware corporation (the "Company").
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • March 11th, 2005 • North American Scientific Inc • In vitro & in vivo diagnostic substances
This First Amendment to Lease Agreement (this “Amendment”) is entered into as of the 27th day of September, 2002, by and between CRANBERRY 200 VENTURE, L.P., a Pennsylvania limited partnership, having its principal office at Suite 1410, USX Tower, Pittsburgh, PA 15219 (hereinafter called “Lessor”) and NOMOS CORPORATION, a Delaware Corporation whose principle office is 2591 Wexford Bayne Road, Sewickley, PA. (hereinafter called “Lessee”).
AGENCY AGREEMENTAgency Agreement • March 22nd, 2004 • North American Scientific Inc • In vitro & in vivo diagnostic substances • Delaware
This AGENCY AGREEMENT (this "Agreement") is entered into and effective as of this 17th day of March, 2004, by and between NORTH AMERICAN SCIENTIFIC, INC., a Delaware corporation ("NASI"), and NOMOS CORPORATION, a Delaware corporation ("NOMOS").
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 18th, 2006 • North American Scientific Inc • Electromedical & electrotherapeutic apparatus • Delaware
and the following (collectively, jointly and severally, the “Borrower”) whose address is 20200 Sunburst Street, Chatsworth, California 91311:
FIRST AMENDMENT TO LOAN AGREEMENTLoan Agreement • October 24th, 2007 • North American Scientific Inc • Electromedical & electrotherapeutic apparatus
This First Amendment to Loan Agreement is entered into as of October 18, 2007 (the “Amendment”), by and between AGILITY CAPITAL, LLC (“Agility”) and NORTH AMERICAN SCIENTIFIC, INC. (“Borrower”).
LETTERHEAD OF THE COMPANY]Merger Agreement • November 26th, 2003 • North American Scientific Inc • In vitro & in vivo diagnostic substances • California
Affiliate LetterAffiliate Agreement • November 26th, 2003 • North American Scientific Inc • In vitro & in vivo diagnostic substances
The undersigned has been advised that, as of the date of this letter agreement, the undersigned may be deemed to be an "affiliate" of NOMOS Corporation, a Delaware corporation (the "Company"), as the term "affiliate" is defined for purposes of paragraphs (c) and (d) of Rule 145 of the Rules and Regulations (the "Rules and Regulations") of the Securities and Exchange Commission (the "Commission") promulgated under the Securities Act of 1933, as amended (the "Securities Act"). Pursuant to the terms of the Agreement and Plan of Merger, dated as of October 26, 2003 (the "Merger Agreement"), among the Company, North American Scientific, Inc., a Delaware corporation ("Acquiror") and AM Capital I, Inc., a Delaware corporation and wholly-owned subsidiary of Acquiror ("Merger Sub"), the Company will merge with and into the Merger Sub (the "Merger"). All capitalized terms used but not defined herein shall be used herein as defined in the Merger Agreement.
INDEMNIFICATION ESCROW AGREEMENTIndemnification Escrow Agreement • November 26th, 2003 • North American Scientific Inc • In vitro & in vivo diagnostic substances • Delaware
This INDEMNIFICATION ESCROW AGREEMENT, dated as of , 200 (this "Agreement"), is made and entered into by and among NOMOS Corporation, a Delaware corporation (the "Company"), John A. Friede, on behalf of the Company's stockholders (the "Stockholder Representative"), North American Scientific, Inc., a Delaware corporation ("Acquiror"), and U.S. Bank National Association, a national banking association ("Escrow Agent"), in connection with the Agreement and Plan of Merger, dated as of October , 2003 (the "Merger Agreement"), among the Company, Acquiror and AM Capital I, Inc., a Delaware corporation and wholly-owned subsidiary of Acquiror ("Merger Sub").
EMPLOYMENT AGREEMENTEmployment Agreement • March 12th, 2003 • North American Scientific Inc • In vitro & in vivo diagnostic substances • California
This Employment Agreement (“Agreement”) is entered into on February 20, 2003 by and between Elliot Lebowitz, Ph.D. an individual (“Lebowitz”), and North American Scientific, Inc., a Delaware corporation (the “Company”).
