EMPLOYMENT AGREEMENTEmployment Agreement • August 26th, 2004 • Biodelivery Sciences International Inc • Pharmaceutical preparations • New Jersey
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective as of August 24, 2004 by and between Mark A. Sirgo (“Employee”) and BioDelivery Sciences International, Inc. (the “Company”). As used in Sections 5 through 14 hereof, the term “Company” includes BioDelivery Sciences International, Inc. and its subsidiaries, including Arius (as defined below).
CONFIDENTIALITY AND INTELLECTUAL PROPERTY AGREEMENTConfidentiality and Intellectual Property Agreement • August 26th, 2004 • Biodelivery Sciences International Inc • Pharmaceutical preparations • New Jersey
This CONFIDENTIALITY AND INTELLECTUAL PROPERTY AGREEMENT (this “Agreement”) is entered into effective for all purposes as of August 24, 2004 by Andrew L. Finn (“Employee”) in favor of BioDelivery Sciences International, Inc., a Delaware corporation (the “Company”). As used herein, the term “Company” includes BioDelivery Sciences International, Inc. and its subsidiaries, including Arius Pharmaceuticals, Inc.
LOAN AGREEMENTLoan Agreement • August 26th, 2004 • Biodelivery Sciences International Inc • Pharmaceutical preparations • Florida
THIS LOAN AGREEMENT (this “Agreement”) is made and entered into effective as of the 22nd day of April, 2003 (the “Effective Date”), by and between BIODELIVERY SCIENCES INTERNATIONAL, INC., a Delaware corporation (the “Borrower”), and GOLD BANK, a Florida banking corporation, its successors and assigns (“Bank”). Capitalized terms used in this Agreement have the meanings assigned to them in Section 1 hereof.
VOTING AGREEMENTVoting Agreement • August 26th, 2004 • Biodelivery Sciences International Inc • Pharmaceutical preparations • Delaware
This VOTING AGREEMENT (this “Agreement”) is made as of the 24th day of August, 2004, by Hopkins Capital Group II, LLC, Dr. Raphael J. Mannino, Donald L. Ferguson and James A. McNulty (the “Stockholders”) in favor of BioDelivery Sciences International, Inc. (the “Parent”) and Mark A. Sirgo and Andrew L. Finn (the “Arius Stockholders”).
SECURITY AGREEMENTSecurity Agreement • August 26th, 2004 • Biodelivery Sciences International Inc • Pharmaceutical preparations • Florida
THIS SECURITY AGREEMENT (this “Security Agreement”) is entered into as of April 22, 2003 by BIODELIVERY SCIENCES INTERNATIONAL, INC., a Delaware corporation (the “Debtor”) and GOLD BANK, a Florida banking corporation, its successors and assigns (the “Secured Party”).
Hopkins Capital Group II, LLC St. Louis, MO 63017 BINDING LETTER OF INTENT AND TERMINATION AGREEMENT August 23, 2004Termination Agreement • August 26th, 2004 • Biodelivery Sciences International Inc • Pharmaceutical preparations • New Jersey
Reference is made to that certain Facility Loan Agreement, dated August 2, 2004 (the “Loan Agreement”), by and between BioDelivery Sciences International, Inc. (“BDSI”) and Hopkins Capital Group II, LLC (“HCG”). Subject to formal approval of BDSI’s Board of Directors and completion of legal documentation satisfactory to all parties, we are pleased to provide you with this letter agreement (this “Agreement”) to set forth the agreement of BDSI and HCG with respect to: (i) the termination of the Loan Agreement and (ii) the entry into by the parties of an Equity Line of Credit Agreement (the “Equity Line Agreement”) to replace the Loan Agreement upon the terms set forth herein.
VOTING AGREEMENTVoting Agreement • August 26th, 2004 • Biodelivery Sciences International Inc • Pharmaceutical preparations • Delaware
This VOTING AGREEMENT (this “Agreement”) is made as of the 24th day of August, 2004, by Mark A. Sirgo and Andrew L. Finn (the “Stockholders”) in favor of BioDelivery Sciences International, Inc. (the “Parent”).
LIMITED WAIVER AND FORBEARANCE AGREEMENTLimited Waiver and Forbearance Agreement • August 26th, 2004 • Biodelivery Sciences International Inc • Pharmaceutical preparations • Florida
This Limited Waiver and Forbearance Agreement is entered into this 14th day of May, 2004 to be effective for all purposes as of May 14, 2004 by and between BIODELIVERY SCIENCES INTERNATIONAL, INC., a Delaware corporation (the “Borrower”) and GOLD BANK, a Florida banking corporation, its successors and assigns (“Bank”) in connection with that certain Loan Agreement dated as of April 22, 2003 between Borrower and Bank (the “Loan Agreement”) and the documents related thereto (collectively, the “Loan Documents”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 26th, 2004 • Biodelivery Sciences International Inc • Pharmaceutical preparations • New Jersey
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into effective as of August 24, 2004, by and between BioDelivery Sciences International, Inc., a Delaware corporation (the “Company”) and the other persons and entities signatory hereto (collectively, the “Series A Stockholders”).
