ARTES MEDICAL, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • March 14th, 2008 • Artes Medical Inc • Surgical & medical instruments & apparatus • California
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made and entered into as of June 23, 2006, by and among Artes Medical, Inc., a Delaware corporation (the “Company”), and each of the individuals or entities whose names are set forth on Schedule A hereto (each, a “Stockholder” and collectively, the “Stockholders”).
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • March 14th, 2008 • Artes Medical Inc • Surgical & medical instruments & apparatus • New York
This INVESTOR RIGHTS AGREEMENT (as the same may be amended, supplemented or otherwise modified from time to time, this “Agreement”) is made as of February 12, 2008, between Artes Medical, Inc., a Delaware corporation (the “Company”) and Cowen Healthcare Royalty Partners, L.P., a Delaware limited partnership (together with its affiliates, “CHRP”).
ContractSecurities Agreement • March 14th, 2008 • Artes Medical Inc • Surgical & medical instruments & apparatus
THIS SECURITY AND THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED EXCEPT (1) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OR (2) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, IN EACH CASE IN ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS OF THE STATES AND OTHER JURISDICTIONS, AND IN THE CASE OF A TRANSACTION EXEMPT FROM REGISTRATION, UNLESS THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO IT THAT SUCH TRANSACTION DOES NOT REQUIRE REGISTRATION UNDER THE SECURITIES ACT AND SUCH OTHER APPLICABLE LAWS.
ContractSecurity Agreement • March 14th, 2008 • Artes Medical Inc • Surgical & medical instruments & apparatus
THIS SECURITY AND THE SECURITIES INTO WHICH THIS SECURITY IS EXERCISABLE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED EXCEPT (1) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OR (2) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, IN EACH CASE IN ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS OF THE STATES AND OTHER JURISDICTIONS, AND IN THE CASE OF A TRANSACTION EXEMPT FROM REGISTRATION, UNLESS THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO IT THAT SUCH TRANSACTION DOES NOT REQUIRE REGISTRATION UNDER THE SECURITIES ACT AND SUCH OTHER APPLICABLE LAWS.
REVENUE INTEREST FINANCING AND WARRANT PURCHASE AGREEMENT Dated as of January 28, 2008 between ARTES MEDICAL, INC., and COWEN HEALTHCARE ROYALTY PARTNERS, L.P.Revenue Interest Financing and Warrant Purchase Agreement • March 14th, 2008 • Artes Medical Inc • Surgical & medical instruments & apparatus • New York
This REVENUE INTEREST FINANCING AND WARRANT PURCHASE AGREEMENT (as amended, supplemented or otherwise modified from time to time, this “Agreement”) is made and entered into as of January 28, 2008 by and between Artes Medical, Inc., a Delaware corporation, (the “Company”), and Cowen Healthcare Royalty Partners, L.P., a Delaware limited partnership (“CHRP”).
ARTES MEDICAL, INC. $6,500,000 10% Senior Secured Note due on the fifth (5th) anniversary of the Closing Date and Common Stock Purchase Warrant for 1,300,000 Shares of Common Stock NOTE AND WARRANT PURCHASE AGREEMENT Dated as of January 28, 2008Note and Warrant Purchase Agreement • March 14th, 2008 • Artes Medical Inc • Surgical & medical instruments & apparatus • New York
Artes Medical, Inc., a Delaware corporation (the “Company”), agrees with Cowen Healthcare Royalty Partners, L.P., a Delaware limited partnership (“you” or “CHRP”), as follows:
