3 4 tradable, unrestricted securities in any amount per Share equal to the greater of (x) three (3) times the Warrant Price or (y) the excess (if any) of the Market Value (as defined herein) of the Shares over the Warrant Price. The Market Value of...Ribogene Inc / Ca/ • October 27th, 1997 • California
RIBOGENE, INC.Stock Option Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • California
1 EXHIBIT 4.3 RIBOGENE, INC. NINTH AMENDED AND RESTATED RIGHTS AGREEMENTRights Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • California
1 Exhibit 10.19 RIBOGENE, INC. SUBSCRIPTION AGREEMENT 2 TABLE OF CONTENTSSubscription Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • New York
1 Exhibit 4.9 NEITHER THIS WARRANT NOR THE SHARES OF STOCK ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE, TRANSFER OR OTHER DISPOSITION OF THIS WARRANT OR SAID SHARES MAY BE EFFECTED WITHOUT...Ribogene Inc / Ca/ • October 27th, 1997 • California
LEASE BETWEEN HAYWARD POINT EDEN I LIMITED PARTNERSHIP ("Landlord") and RIBOGENE, INC. ("Tenant")Lease • October 27th, 1997 • Ribogene Inc / Ca/ • California
RIBOGENE, INC.Restricted Stock Purchase Agreement • October 27th, 1997 • Ribogene Inc / Ca/
1 2 1.5 Delivery of Certificate and New Warrant. Promptly after Holder exercises or converts this Warrant; the Company shall deliver to Holder certificates for the Shares acquired and, if this Warrant has not been fully exercised or converted and has...Ribogene Inc / Ca/ • October 27th, 1997 • California
BY AND AMONGAsset Purchase Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • New York
1 Exhibit 10.1 ABBOTT-RIBOGENE LICENSE AGREEMENT 2 Table of ContentsLicense Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • New York
2 - 3 (j) "Purchase Price" shall mean the purchase price to be paid upon exercise of each Warrant in accordance with the terms hereof, which price shall be the lesser of (i) $2.25 and (ii) the effective per share price of the Common Stock sold in the...Warrant Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • New York
1 EXHIBIT 10.16 FIRST AMENDMENT TO LEASE FIRST AMENDMENT TO LEASE ("Amendment") is entered into as of September 24, 1997 between HAYWARD POINT EDEN I LIMITED PARTNERSHIP, a Delaware limited partnership ("Landlord") and RIBOGENE, INC., a California...Ribogene Inc / Ca/ • October 27th, 1997
2- 3 (d) ADJUSTMENT FOR QUALIFIED FINANCING. In the event that (a) the Company consummates a transaction or series of related transactions pursuant to which the Company sells equity securities with an aggregate purchase price of not less than...Ribogene Inc / Ca/ • October 27th, 1997
1 Exhibit 10.2 ABBOTT-RIBOGENE RESEARCH AGREEMENT 2 Table of ContentsResearch Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • New York
LEASE BETWEEN HALL PROPERTIES, INC. ("Landlord") and RIBOGENE, INC. ("Tenant")Lease • October 27th, 1997 • Ribogene Inc / Ca/ • California
1 Exhibit 4.14 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR...Ribogene Inc / Ca/ • October 27th, 1997 • California
RIBOGENE, INC.Consulting Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • California
2- 3 8. Miscellaneous. The provisions of Section 10(b), (c), (d), (e), (f), (h), (i), (j) and (k) of the Purchase Agreement are incorporated herein by reference and made a part hereof (with all references to the "Agreement" therein being construed to...Non-Competition Agreement • October 27th, 1997 • Ribogene Inc / Ca/
EXCLUSIVE PATENT LICENSE AGREEMENTExclusive Patent License Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • Washington
i) the shares of Common Stock issuable or issued upon conversion or exercise of (1) the Series F Shares, (2) the Class A Warrants, (3) 2 the Placement and Advisory Warrants, including without limitation, the shares of Common Stock issuable upon...Investor Rights Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • New York
1 Exhibit 4.10 NEITHER THIS WARRANT NOR THE SHARES OF STOCK ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE, TRANSFER OR OTHER DISPOSITION OF THIS WARRANT OR SAID SHARES MAY BE EFFECTED WITHOUT...Ribogene Inc / Ca/ • October 27th, 1997 • California
RIBOGENE, INC. [VICE PRESIDENTS AND DIRECTORS] CHANGE OF CONTROL AGREEMENTControl Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • California
RIBOGENE, INC [VICE PRESIDENTS AND DIRECTORS] CHANGE OF CONTROL AGREEMENTControl Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • California
RECITALSJoint Collaboration Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • California
RIBOGENE, INC.Ribogene Inc / Ca/ • October 27th, 1997
RIBOGENE, INC. CHANGE OF CONTROL AGREEMENTChange of Control Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • California
RIBOGENE, INC.Agency Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • New York
RIBOGENE, INC. CONSULTING AGREEMENTConsulting Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • California
2- 3 If this agreement is satisfactory, you should execute and return the original and one copy to us, retaining the third copy for your file. Very truly yours, RIBOGENE, INC. By: /s/ [SIGNATURE] ------------------------------- Title: President...Consulting Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • California
1 EXHIBIT 10.28 [RIBOGENE, INC. LETTERHEAD] February 6, 1997 Michael Katze, Ph.D. School of Medicine University of Washington Department of Microbiology SC 42 G3111 Health Sciences Building Seattle, WA 98195 Dear Dr. Katze: This letter agreement...Ribogene Inc / Ca/ • October 27th, 1997
RIBOGENE, INC. SCIENTIFIC ADVISOR AGREEMENTScientific Advisor Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • California
1 Exhibit 4.2 Specimen Stock Certificate For value Received,____________hereby sell, assign and transfer unto ______________________________________________________________Shares of the Common Stock of the within named Corporation, represented by the...Ribogene Inc / Ca/ • October 27th, 1997
1 Exhibit 4.11 NEITHER THIS WARRANT NOR THE SHARES OF STOCK ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE, TRANSFER OR OTHER DISPOSITION OF THIS WARRANT OR SAID SHARES MAY BE EFFECTED WITHOUT...Warrant Purchase Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • California
1 EXHIBIT 10.3 SERIES E PREFERRED STOCK PURCHASE AGREEMENT THIS SERIES E PREFERRED STOCK PURCHASE AGREEMENT (the "Agreement") is made as of 26 April, 1996 by and between RiboGene, Inc., a California corporation (the "COMPANY"), and Abbott...Series E Preferred Stock Purchase Agreement • October 27th, 1997 • Ribogene Inc / Ca/ • California
1 Exhibit 4.19 THE SECURITIES EVIDENCED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. SUCH SECURITIES MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN...Ribogene Inc / Ca/ • October 27th, 1997
