0001193125-06-006435 Sample Contracts

AGREEMENT REGARDING CONVERSION OF PROMISSORY NOTE
Agreement Regarding Conversion of Promissory Note • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 29, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Laury Pensa who is the Holder of Certain Convertible Promissory Note(s) convertible into Biovest Common Stock (hereinafter “Holder”), is as follows:

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AGREEMENT REGARDING CASHLESS WARRANT EXERCISE
Cashless Warrant Exercise Agreement • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 28, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Robert Dillon, who is the Holder of Warrants to purchase 87,500 shares of Biovest Common Stock (hereinafter “Holder”), is as follows:

AGREEMENT REGARDING CASHLESS WARRANT EXERCISE
Cashless Warrant Exercise Agreement • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 28, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Fay Logan and Helen Logan, who are the Holders of Warrants to purchase 12,500 shares of Biovest Common Stock (hereinafter “Holder”), is as follows:

AGREEMENT REGARDING CASHLESS WARRANT EXERCISE
Cashless Warrant Exercise Agreement • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 28, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Christopher Kyriakides, who is the Holder of Warrants to purchase 2,600,000 shares of Biovest Common Stock (hereinafter “Holder”), is as follows:

AGREEMENT REGARDING CASHLESS WARRANT EXERCISE
Cashless Warrant Exercise Agreement • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 28, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Laury Pensa, who is the Holder of Warrants to purchase 81,250 shares of Biovest Common Stock (hereinafter “Holder”), is as follows:

AGREEMENT REGARDING CASHLESS WARRANT EXERCISE
Cashless Warrant Exercise Agreement • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 28, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and David DeFouw, who is the Holder of Warrants to purchase 400,000 shares of Biovest Common Stock (hereinafter “Holder”), is as follows:

January 5, 2006
Private Placement Agency Agreement • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations
AGREEMENT REGARDING CONVERSION OF PROMISSORY NOTE
Agreement Regarding Conversion of Promissory Note • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 29, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Fay Logan and Helen Logan who are the Holders of Certain Convertible Promissory Note(s) convertible into Biovest Common Stock (hereinafter “Holder”), is as follows:

September 22, 2005 Private & Confidential
Private Placement Agency Agreement • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations • Florida

This letter sets forth and confirms the terms and conditions upon which GunnAllen Financial, Inc. (“GAF” or “Placement Agent” or (“we” or “us”)) will act as the exclusive financial advisor and placement agent, for the proposed private offering (the “Offering”) of debt and/or equity securities of BioVest International, Inc. (the “Company” or “you”) in an aggregate amount of up to $10.0 million in gross proceeds. The terms of our engagement are set forth below.

AGREEMENT REGARDING CASHLESS WARRANT EXERCISE
Cashless Warrant Exercise Agreement • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 28, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Peter J. Pappas, Sr., who is the Holder of Warrants to purchase 1,736,667 shares of Biovest Common Stock (hereinafter “Holder”), is as follows:

CLARIFICATION AND MODIFICATION OF AGREEMENT REGARDING CONVERSION OF PROMISSORY NOTE
Agreement Regarding Conversion of Promissory Note • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS CLARIFICATION AND MODIFICATION OF PROMISSORY NOTE hereby amends and supplements that certain AGREEMENT REGARDING CONVERSION OF PROMISSORY NOTE (the “Agreement”) dated as of July 29, 2005, by and between Biovest International, Inc., a Delaware corporation (“Biovest”), and the undersigned (“Holder”) as follows:

AGREEMENT REGARDING CONVERSION OF PROMISSORY NOTE
Conversion Agreement • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 28, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Angelo Tsakopoulos who is the Holder of Certain Convertible Promissory Note(s) convertible into Biovest Common Stock (hereinafter “Holder”), is as follows:

AGREEMENT REGARDING CONVERSION OF PROMISSORY NOTE
Agreement Regarding Conversion of Promissory Note • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 29, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Christos Soras who is the Holder of Certain Convertible Promissory Note(s) convertible into Biovest Common Stock (hereinafter “Holder”), is as follows:

AGREEMENT REGARDING CONVERSION OF PROMISSORY NOTE
Agreement Regarding Conversion of Promissory Note • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 28, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Peter J. Pappas, Sr., who is the Holder of Certain Convertible Promissory Note(s) convertible into Biovest Common Stock (hereinafter “Holder”), is as follows:

AGREEMENT REGARDING CONVERSION OF PROMISSORY NOTE
Agreement Regarding Conversion of Promissory Note • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 29, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and John Lignos and Maria Lignos who are the Holders of Certain Convertible Promissory Note(s) convertible into Biovest Common Stock (hereinafter “Holder”), is as follows:

AGREEMENT REGARDING CASHLESS WARRANT EXERCISE
Cashless Warrant Exercise Agreement • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 29, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Bridge Partners III, LLC, who is the Holder of Warrants to purchase 570,000 shares of Biovest Common Stock (hereinafter “Holder”), is as follows:

AGREEMENT REGARDING CASHLESS WARRANT EXERCISE
Cashless Warrant Exercise Agreement • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 28, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Anaka Prakash, who is the Holder of Warrants to purchase 18,750 shares of Biovest Common Stock (hereinafter “Holder”), is as follows:

AGREEMENT REGARDING CONVERSION OF PROMISSORY NOTE
Agreement Regarding Conversion of Promissory Note • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 29, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Constantine and Mary Soras who are the Holders of Certain Convertible Promissory Note(s) convertible into Biovest Common Stock (hereinafter “Holder”), is as follows:

AGREEMENT REGARDING CONVERSION OF PROMISSORY NOTE
Agreement Regarding Conversion of Promissory Note • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 29, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Robert Dillon who is the Holder of Certain Convertible Promissory Note(s) convertible into Biovest Common Stock (hereinafter “Holder”), is as follows:

AGREEMENT REGARDING CONVERSION OF PROMISSORY NOTE
Agreement Regarding Conversion of Promissory Note • January 13th, 2006 • Biovest International Inc • Pharmaceutical preparations

THIS AGREEMENT dated as of July 29, 2005, by and between Biovest International, Inc. a Delaware corporation (“Biovest”) and Frank & Gwyndolyn Korahais who are the Holders of Certain Convertible Promissory Note(s) convertible into Biovest Common Stock (hereinafter “Holder”), is as follows:

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