THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUED UPON ITS EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 5 OF THIS WARRANTCommon Stock Purchase Warrant • September 21st, 2007 • Nile Therapeutics, Inc. • Services-business services, nec • Delaware
Nile Therapeutics, Inc., a Delaware corporation (the “Company”), for value received, hereby certifies that [ ], or its registered assigns (the “Registered Holder”), is entitled, subject to the terms and conditions set forth below, to purchase from the Company, at any time or from time to time on or after [ ], 200[ ] and on or before 5:00 p.m. (Eastern time) on [ ], 201[ ] (the “Exercise Period”), [ ] shares of Common Stock, $0.001 par value per share, of the Company (“Common Stock”), at a purchase price of $[ ] per share. The shares purchasable upon exercise of this Warrant, and the purchase price per share, each as adjusted from time to time pursuant to the provisions of this Warrant, are hereinafter referred to as the “Warrant Shares” and the “Purchase Price,” respectively. This Warrant is one of a series of Warrants issued by the Company, all with the same Original Issue Date and of like tenor, except as to the number of Warrant Shares subject thereto (the “Company Warrants”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 21st, 2007 • Nile Therapeutics, Inc. • Services-business services, nec • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is made this 19th day of January, 2007, by and between NILE PHARMACEUTICALS, INC., a Delaware corporation with principal executive offices at 689 5th Avenue, 12th Floor, New York, NY 10022 (the “Company”), and MR. DARON EVANS, residing at 3029 Riverside Ave., Jacksonville, FL 32205 (the“Executive”).
SUBSCRIPTION AGREEMENTSubscription Agreement • September 21st, 2007 • Nile Therapeutics, Inc. • Services-business services, nec • Delaware
This Subscription Agreement (this “Agreement”) is made as of the date set forth on the signature page of this Agreement by and between Nile Therapeutics, Inc., a Delaware corporation (the “Company”), and each party who is a signatory hereto (individually, a “Subscriber” and collectively with other signatories of similar subscription agreements entered into in connection with the Offering described below, the “Subscribers”).
Nile Therapeutics, Inc. Incentive Stock option AgreementIncentive Stock Option Agreement • September 21st, 2007 • Nile Therapeutics, Inc. • Services-business services, nec • Delaware
This Incentive Stock Option Agreement is made and entered into as of the __ day of _____________________, 200__ (the “Grant Date”), between _____________________ (“Employee”) and Nile Therapeutics, Inc., a Delaware corporation (the “Company”).
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • September 21st, 2007 • Nile Therapeutics, Inc. • Services-business services, nec
THIS AGREEMENT (“Agreement”) by and among DR. CESARE CASAGRANDE, having an address at Via Campogallo, 21/67, 20020 Arese, Milan, Italy and NILE THERAPEUTICS, INC., a corporation organized and existing under the laws of the State of Delaware, with principal offices located at 2850 Telegraph Avenue, Suite 310, Berkeley, CA 94705 (“LICENSEE”) is effective as of the date of final execution below (“EFFECTIVE DATE”).
Amendment No. 1 to EMPLOYMENT AGREEMENTEmployment Agreement • September 21st, 2007 • Nile Therapeutics, Inc. • Services-business services, nec
This Amendment No. 1 (the “Amendment”) made this 19th day of August, hereby amends that certain EMPLOYMENT AGREEMENT (the “Agreement”) dated January 19, 2007, by and between NILE PHARMACEUTICALS, INC., a Delaware corporation with principal executive offices at 2850 Telegraph Ave., Berkeley, CA 94704 (the “Company”), and MR. DARON EVANS, residing at 3029 Riverside Avenue, Jacksonville, FL 32205 (the“Executive”). Capitalized terms used herein but not otherwise defined shall have the meaning ascribed to such terms in the Agreement.
Nile Therapeutics, Inc. Stock Option Agreement (Non-Statutory)Stock Option Agreement • September 21st, 2007 • Nile Therapeutics, Inc. • Services-business services, nec • Delaware
This Stock Option Agreement is made and entered into as of the ___ day of _____________________, 200__, between _____________________ (“Employee”) and Nile Therapeutics, Inc., a Delaware corporation (the “Company”).
TECHNOLOGY LICENSE AGREEMENT*Technology License Agreement • September 21st, 2007 • Nile Therapeutics, Inc. • Services-business services, nec • Minnesota
MAYO FOUNDATION FOR MEDICAL EDUCATION AND RESEARCH, a Minnesota charitable corporation, located at 200 First Street SW, Rochester, Minnesota 55905-0001 (“MAYO”); and
LEASE AGREEMENTLease Agreement • September 21st, 2007 • Nile Therapeutics, Inc. • Services-business services, nec
THIS OFFICE LEASE (the "Lease") is made as of the 21st day of March, 2007 (dated for reference purposes only) between SEAGATE TELEGRAPH ASSOCIATES, LLC, a California limited liability corporation (the "Landlord"), and NILE THERAPEUTICS, a Delaware corporation as named in the Schedule below. The term "Project" means the six story office building and other improvements commonly known as 2850 Telegraph Avenue located in the City of Berkeley ("City"), County of Alameda ("County"), California, as more particularly described in EXHIBIT A. The "Premises" means that portion of the Building described in the SCHEDULE. The Building in which the Premises are located shall be collectively referred to herein as the "Building." The following schedule (the "Schedule") is an integral part of this Lease. Terms defined in this Schedule shall have the same meaning throughout the Lease.
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement • September 21st, 2007 • Nile Therapeutics, Inc. • Services-business services, nec • New York
This Separation Agreement and General Release (this "Agreement") is entered into on August 10, 2007, between NILE THERAPEUTICS, INC. (the "Company"), and ALLAN GORDON, M.D. (the "Executive").
