INVESTMENT AND EXCHANGE AGREEMENTInvestment and Exchange Agreement • September 30th, 2005 • Emisphere Technologies Inc • Pharmaceutical preparations
THIS AGREEMENT (this “Agreement”) is made as of September 26, 2005, by and between Emisphere Technologies, Inc., a Delaware corporation (the “Company”), and (i) MHR Capital Partners (500) LP, a Delaware limited partnership, (ii) MHR Capital Partners (100) LP, a Delaware limited partnership, (iii) MHR Institutional Partners II LP, a Delaware limited partnership and (iv) MHR Institutional Partners IIA LP, a Delaware limited partnership (collectively, and including any of their respective Affiliates (as defined below), the “Investor”).
EXHIBIT 10.7 PLEDGE AND SECURITY AGREEMENT DATED AS OF SEPTEMBER 26, 2005Pledge and Security Agreement • September 30th, 2005 • Emisphere Technologies Inc • Pharmaceutical preparations • New York
SENIOR SECURED TERM LOAN AGREEMENT U.S.$15,000,000 Dated as of September 26, 2005 between EMISPHERE TECHNOLOGIES, INC., as Borrower and MHR INSTITUTIONAL PARTNERS IIA LP, as LenderSenior Secured Term Loan Agreement • September 30th, 2005 • Emisphere Technologies Inc • Pharmaceutical preparations
This SENIOR SECURED TERM LOAN AGREEMENT (this “Agreement”) dated as of September 26, 2005 between Emisphere Technologies, Inc., a Delaware corporation (the “Borrower”) and MHR Institutional Partners IIA LP, a Delaware limited partnership (the “Lender”).
