REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 1st, 2010 • Invivo Therapeutics Holdings Corp. • Wholesale-furniture & home furnishings • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of October 26, 2010 (the “Effective Date”) between InVivo Therapeutics Holdings Corp. (f/k/a Design Source, Inc.), a Nevada corporation (the “Company”), and the persons who have executed the signature page(s) hereto (each, a “Purchaser” and collectively, the “Purchasers”).
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION AMONG INVIVO THERAPEUTICS HOLDINGS CORP. INVIVO THERAPEUTICS ACQUISITION CORP. AND INVIVO THERAPEUTICS CORPORATION October 26, 2010Agreement and Plan of Merger and Reorganization • November 1st, 2010 • Invivo Therapeutics Holdings Corp. • Wholesale-furniture & home furnishings • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 26, 2010, by and among InVivo Therapeutics Holdings Corp. (f/k/a Design Source, Inc.), a Nevada corporation (the “Parent”), InVivo Therapeutics Acquisition Corp., a Delaware corporation (the “Acquisition Subsidiary”) and InVivo Therapeutics Corporation, a Delaware corporation (the “Company”). The Parent, the Acquisition Subsidiary and the Company are each a “Party” and referred to collectively herein as the “Parties.”
NON-QUALIFIED STOCK OPTION AGREEMENT INVIVO THERAPEUTICS CORPORATIONNon-Qualified Stock Option Agreement • November 1st, 2010 • Invivo Therapeutics Holdings Corp. • Wholesale-furniture & home furnishings • Delaware
AGREEMENT made as of the __ day of _________ 200_, between InVivo Therapeutics Corporation (the “Company”), a Delaware corporation having a principal place of business at 7 Fort Washington Place, Cambridge, MA 02139, and _______________ of ___________ (the “Participant”).
INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • November 1st, 2010 • Invivo Therapeutics Holdings Corp. • Wholesale-furniture & home furnishings • Delaware
AGREEMENT made as of the ___ day of __________, between InVivo Therapeutics Corporation (the “Company”), a Delaware corporation having a principal place of business at 7 Fort Washington Place, Cambridge, MA 02139, and ________________ of___________, an employee of the Company (the “Employee”).
SPLIT-OFF AGREEMENTSplit-Off Agreement • November 1st, 2010 • Invivo Therapeutics Holdings Corp. • Wholesale-furniture & home furnishings • New York
This SPLIT-OFF AGREEMENT, dated as of October __, 2010 (this “Agreement”), is entered into by and among InVivo Therapeutics Holding Corp. (f/k/a Design Source, Inc.), a Nevada corporation (“Seller”), DSource Split Corp., a Delaware corporation (“Split-Off Subsidiary”) and Peter Reichard, Peter Coker and Lawrence Reichard (“Buyers”).
InVivo Therapeutics Corporation One Broadway, 14th Floor Cambridge, MA 02142Invivo Therapeutics Holdings Corp. • November 1st, 2010 • Wholesale-furniture & home furnishings • Delaware
This letter is to confirm our understanding with respect to (i) your future employment by InVivo Therapeutics Corporation or any present or future parent, subsidiary or affiliate thereof (collectively, the “Company”), (ii) your agreement not to compete with the Company, (iii) your agreement to protect and preserve information and property which is confidential and proprietary to the Company and (iv) your agreement with respect to the ownership of inventions, ideas, copyrights and patents which may be used in the business of the Company (the terms and conditions agreed to in this letter are hereinafter referred to as the “Agreement”). In consideration of the mutual promises and covenants contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby mutually acknowledged, we have agreed as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 1st, 2010 • Invivo Therapeutics Holdings Corp. • Wholesale-furniture & home furnishings • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of the___ day of August, 2010, by and between InVivo Therapeutics Corporation, a Delaware corporation (the “Company”), and the investors listed on the Schedule of Investors attached hereto (each an “Investor” and collectively, the “Investors”).
INVIVO THERAPEUTICS CORPORATION SCIENTIFIC ADVISORY BOARD AGREEMENTScientific Advisory Board Agreement • November 1st, 2010 • Invivo Therapeutics Holdings Corp. • Wholesale-furniture & home furnishings • Massachusetts
This Scientific Advisory Board Agreement (this “Agreement”) between [insert name], having an address at [insert address] (the “Member”), and InVivo Therapeutics Corporation, (the “Company”), a Delaware corporation having a principal place of business at One Broadway 14th Floor, Cambridge, MA 02142, is made effective as of September 25, 2008 (the “Effective Date”). In connection with the appointment of the Member to the Advisory Board (the “SAB”) of the Company and the mutual promises of the parties hereunder, it is agreed as follows:
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • November 1st, 2010 • Invivo Therapeutics Holdings Corp. • Wholesale-furniture & home furnishings • Massachusetts
This RESTRICTED STOCK AGREEMENT (the ”Agreement”), made as of this 1st day of November, 2006, by and among and InVivo Therapeutics Corporation, a Delaware corporation (the “Company”), among Francis M. Reynolds (“Reynolds”), Yang D. Teng (“Teng”) and Robert S. Langer (“Langer”, together with Reynolds and Teng, the “Stockholders”, and singularly the “Stockholder”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • November 1st, 2010 • Invivo Therapeutics Holdings Corp. • Wholesale-furniture & home furnishings
THIS AMENDMENT (the “Amendment”) to the Employment Agreement (as such term is defined below) is entered into as of the 1st day of November, 2009 (the “Amendment Effective Date”) by and between InVivo Therapeutics Corporation, a Delaware corporation (the “Company”), and Frank Reynolds (“you” or “Executive”). The Company and Executive are occasionally referred to collectively herein as the “Parties.”
GENERAL RELEASE AGREEMENTGeneral Release Agreement • November 1st, 2010 • Invivo Therapeutics Holdings Corp. • Wholesale-furniture & home furnishings • New York
This GENERAL RELEASE AGREEMENT (this “Agreement”), dated as of October __, 2010, is entered into by and among InVivo Therapeutics Holding Corp., a Nevada corporation (“Seller”), DSource Split Corp., a Delaware corporation (“Split-Off Subsidiary”), and Peter Reichard, Peter Coker and Lawrence Reichard (“Buyers”). In consideration of the mutual benefits to be derived from this Agreement, the covenants and agreements set forth herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the execution and delivery hereof, the parties hereto hereby agree as follows:
