0000914760-05-000216 Sample Contracts

AGREEMENT AND PLAN OF MERGER by and among CLINICAL DATA, INC., IRIDES ACQUISITION CORP. and ICORIA, INC. Dated as of September 19, 2005

Agreement and Plan of Merger • September 22nd, 2005 • Clinical Data Inc • Laboratory analytical instruments • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  September 22nd, 2005
• Company
  Clinical Data Inc
• Industry
  Laboratory analytical instruments
• Jurisdiction
  Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of September 19, 2005, is by and among Clinical Data, Inc., a Delaware corporation (the “Parent”), Irides Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of the Parent (the “Transitory Subsidiary”), and Icoria, Inc., a Delaware corporation (the “Company”).

STOCKHOLDER AGREEMENT

Stockholder Agreement • September 22nd, 2005 • Clinical Data Inc • Laboratory analytical instruments • Delaware

• Contract Type
  Stockholder Agreement
• Filed
  September 22nd, 2005
• Company
  Clinical Data Inc
• Industry
  Laboratory analytical instruments
• Jurisdiction
  Delaware

THIS STOCKHOLDER AGREEMENT (this “Agreement”) is made and entered into as of September 19, 2005, by and among Clinical Data, Inc., a Delaware corporation (“Clinical Data”), Icoria, Inc., a Delaware corporation (“Icoria”), and the stockholders of Icoria identified in Schedule A hereto (each, a “Stockholder” and collectively, the “Stockholders”).