ISIS PHARMACEUTICALS, INC. WARRANT TO PURCHASE COMMON STOCKWarrant Agreement • May 10th, 2006 • Isis Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS CERTIFIES THAT, for value received, SYMPHONY GENISIS HOLDINGS LLC, with its principal office at 7361 Calhoun Place, Suite 325, Rockville, MD 20850, or its assigns (the “Holder”), is entitled to subscribe for and purchase at the Exercise Price (defined below) from Isis Pharmaceuticals, Inc., a Delaware corporation, with its principal office at 1896 Rutherford Road, Carlsbad, CA 92008-7208 (the “Company”) up to four million two hundred fifty thousand (4,250,000) shares of the Common Stock of the Company (the “Common Stock”), subject to adjustment as provided herein. This Warrant is being issued pursuant to the terms of the Warrant Purchase Agreement, dated April 7, 2006, by and among the Company and the Holder (the “Warrant Purchase Agreement”). Capitalized terms not otherwise defined herein shall have the respective meanings ascribed to such terms in the Warrant Purchase Agreement.
REGISTRATION RIGHTS AGREEMENT between ISIS PHARMACEUTICALS, INC. andRegistration Rights Agreement • May 10th, 2006 • Isis Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 7, 2006, by and between ISIS PHARMACEUTICALS, INC., a Delaware corporation (“Isis”), and SYMPHONY GENISIS HOLDINGS LLC, a Delaware limited liability company (together with its permitted successors, assigns and transferees, “Holdings”).
PURCHASE OPTION AGREEMENTPurchase Option Agreement • May 10th, 2006 • Isis Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This PURCHASE OPTION AGREEMENT (this “Agreement”) is entered into as of April 7, 2006 (the “Closing Date”) by and among ISIS PHARMACEUTICALS, INC., a Delaware corporation (“Isis”), SYMPHONY GENISIS HOLDINGS LLC, a Delaware limited liability company (“Holdings”), and SYMPHONY GENISIS, INC., a Delaware corporation (“Symphony GenIsis”). Capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in Annex A attached hereto.
NOVATED AND RESTATED TECHNOLOGY LICENSE AGREEMENT dated as of April 7, 2006 among ISIS PHARMACEUTICALS, INC., SYMPHONY GENISIS, INC. and SYMPHONY GENISIS HOLDINGS LLCTechnology License Agreement • May 10th, 2006 • Isis Pharmaceuticals Inc • Pharmaceutical preparations • New York
This NOVATED AND RESTATED TECHNOLOGY LICENSE AGREEMENT (this “Agreement”) is made and effective as of April 7, 2006 by and among, Isis Pharmaceuticals, Inc., a Delaware corporation (the “Licensor”), Symphony GenIsis, Inc., a Delaware corporation (“Symphony GenIsis”) (each of Licensor and Symphony GenIsis being a “Party,” and collectively, the “Parties”), and Symphony GenIsis Holdings LLC, a Delaware limited liability company (“Holdings”).
AMENDED AND RESTATED RESEARCH AND DEVELOPMENT AGREEMENT among ISIS PHARMACEUTICALS, INC.,Research and Development Agreement • May 10th, 2006 • Isis Pharmaceuticals Inc • Pharmaceutical preparations • New York
This AMENDED AND RESTATED RESEARCH AND DEVELOPMENT AGREEMENT (this “Agreement”) is entered into as of April 7, 2006 (the “Closing Date”) by and among ISIS PHARMACEUTICALS, INC., a Delaware corporation (“Isis”), SYMPHONY GENISIS, INC., a Delaware corporation (“Symphony GenIsis”) (each of Isis and Symphony GenIsis being a “Party,” and collectively, the “Parties”), and SYMPHONY GENISIS HOLDINGS LLC, a Delaware limited liability company (“Holdings”) (which shall be a Party to this Agreement solely with respect to Articles 1 and 14 and Sections 5.3, 6.3, 6.4, 6.7 and 7.5). Capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in Annex A attached hereto.
