Employment AgreementEmployment Agreement • January 5th, 2006 • Acorda Therapeutics Inc • Biological products, (no disgnostic substances) • New York
We are delighted to present this letter agreement, setting out the terms of your continued employment with Acorda Therapeutics, Inc. (the “Company”) as Executive Vice President, General Counsel and Corporate Secretary. If these terms are acceptable, please sign and date the copy of this letter provided herewith and return it to me at your first convenience. If you accept the terms offered herein, this Agreement shall he deemed to be effective as of December 19, 2005 (the “Effective Date”).
NOTE MODIFICATION AND AMENDMENTNote Modification and Amendment • January 5th, 2006 • Acorda Therapeutics Inc • Biological products, (no disgnostic substances)
This NOTE MODIFICATION AND AMENDMENT is made this day of December, 2005, by and between Acorda Therapeutics, Inc., a Delaware corporation (the “Maker”), and Elan Pharma International Limited a private limited company incorporated under the laws of Ireland (the “Holder”).
WARRANTWarrant Agreement • January 5th, 2006 • Acorda Therapeutics Inc • Biological products, (no disgnostic substances) • Delaware
THIS CERTIFIES THAT, for value received, General Electric Capital Corporation (“Holder”) is entitled to subscribe for and purchase at the Warrant Price (as hereinafter defined) the number of Warrant Shares (as hereinafter defined) of Acorda Therapeutics, Inc., a Delaware corporation (the “Company”), equal to Three Hundred Thousand and 00/100 Dollars ($300,000) divided by the Warrant Price, subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Warrant Shares” shall mean (i) to the extent the Company has consummated a Qualifying Equity Round (as defined below), but has not consummated its IPO (as defined below), on or before February 28, 2006, shares of the series of the Company’s Preferred Stock, $.001 par value (the “Preferred Stock”) issued and sold in the Qualifying Equity Round; (ii) to the extent the Company has consummated its IPO (as defined below) on or before February 28, 2006, shares of Common Stock (as hereinafter defined
ContractStock Warrant Agreement • January 5th, 2006 • Acorda Therapeutics Inc • Biological products, (no disgnostic substances) • Delaware
THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “ACT”). THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER THE ACT OR AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED.
REVENUE INTERESTS ASSIGNMENT AGREEMENTRevenue Interests Assignment Agreement • January 5th, 2006 • Acorda Therapeutics Inc • Biological products, (no disgnostic substances) • New York
This REVENUE INTERESTS ASSIGNMENT AGREEMENT (as amended, supplemented or otherwise modified from time to time, this “Agreement”) is made and entered into as of December 23, 2005 by and between Acorda Therapeutics, Inc., a Delaware corporation (“Acorda”), and King George Holdings Luxembourg IIA S.à r.l., a Luxembourg private limited company (together with its permitted successors and assigns, “PRF”) and an Affiliate of Paul Royalty Fund II, L.P.
