REGISTRATION RIGHTS AGREEMENT by and among IMCLONE SYSTEMS INCORPORATED as Issuer, and MORGAN STANLEY & CO. INCORPORATED and UBS SECURITIES LLC as the Initial Purchasers Dated as of May 7, 2004Registration Rights Agreement • August 5th, 2004 • Imclone Systems Inc/De • Biological products, (no disgnostic substances) • New York
THIS REGISTRATION RIGHTS AGREEMENT is made and entered into as of May 7, 2004, by and among ImClone Systems Incorporated, a Delaware corporation (the "Company"), and Morgan Stanley & Co. Incorporated and UBS Securities LLC (together, the "Initial Purchasers"), pursuant to the Purchase Agreement dated May 3, 2004 (the "Purchase Agreement") among the Company and the Initial Purchasers. In order to induce the Initial Purchasers to enter into the Purchase Agreement, the Company has agreed to provide the registration rights set forth in this Agreement. The execution of this Agreement is a condition to the closing under the Purchase Agreement.
