EXCLUSIVE AGREEMENT TO CONDUCT A SEALED-BID AUCTIONExclusive Agreement • May 15th, 2001 • Shaman Pharmaceuticals Inc • Pharmaceutical preparations • California
Shaman Pharmaceuticals, as debtor-in-possession 213 East Grand Avenue South San Francisco, California 94080 Attention: Ms. Lisa Conte Telephone: (650) 266-7466 Fax: (650) 873-8367
Thomas F. White Via Fax: (650) 873-8367Shaman Pharmaceuticals Inc • May 15th, 2001 • Pharmaceutical preparations • California
This letter shall serve as a proposal (hereinafter referred to as “Agreement”) by Sutter Securities Incorporated (“Sutter” or the “Consultant”) to act as the exclusive financial advisor to Shaman Pharmaceuticals, Inc. and its affiliates, divisions and subsidiaries, (collectively the “Company”) to assist the Company in the sale of certain assets identified by the Company and outlined in Schedule A attached, including the Company’s net operating losses, whether such sale be in the form of a merger, acquisition, joint venture or other type of consolidation, and whether such proceeds be in the form of cash, equity, debt, or otherwise, all or any of which are called a “Transaction.”
ASSET PURCHASE AGREEMENT between: SHAMAN PHARMACEUTICALS, INC., A Delaware corporation; and METABOLEX, INC., A Delaware corporationAsset Purchase Agreement • May 15th, 2001 • Shaman Pharmaceuticals Inc • Pharmaceutical preparations • California
THIS ASSET PURCHASE AGREEMENT is entered into as of March 16, 2001, by and between SHAMAN PHARMACEUTICALS, INC., a Delaware corporation (the “Seller”) and METABOLEX, INC., a Delaware corporation (the “Purchaser”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
ContractSecurity Agreement • May 15th, 2001 • Shaman Pharmaceuticals Inc • Pharmaceutical preparations • California
THIS SECURITY AGREEMENT is entered into as of February 28, 2001, between SHAMAN PHARMACEUTICALS, INC., a Delaware corporation (“Debtor”), for the benefit of Anthony Conte (“Secured Party”).
ASSIGNMENT OF LEASEAssignment of Lease • May 15th, 2001 • Shaman Pharmaceuticals Inc • Pharmaceutical preparations
THIS ASSIGNMENT (the “Assignment”), dated as of this 22nd day of March, 2001, is made between Shaman Pharmaceuticals, Inc., a Delaware corporation, (“Assignor”) and Tularik Inc., a Delaware corporation (“Assignee”), with reference to the following:
