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

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

• Contract Type
  Merger Agreement
• 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”).