AUTOVAXID, INC. SECOND-LIEN SECURITY AGREEMENTSecurity Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations
THIS AGREEMENT, made on this 8th day of December, 2006, by and between Biovest International, Inc. (“Biovest”), a Delaware corporation with a place of business at 324 S. Hyde Park Ave., Suite 350, Tampa, FL 33606, and Steven Arikian, with an address of 151 Beach 147th, Neponsit, NY 11694, (“Guarantor”) is as follows:
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations
THIS AGREEMENT, made on this 8th day of December, 2006, by and between Biovest International, Inc. (“Biovest”), a Delaware corporation with a place of business at 324 S. Hyde Park Ave., Suite 350, Tampa FL 33606, and Ronald E. Osman, with an address of 1602 West Kimmel Street, Marion, IL 62959, (“Guarantor”) is as follows:
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations
THIS AGREEMENT, made on this 8th day of December, 2006, by and between Biovest International, Inc. (“Biovest”), a Delaware corporation with a place of business at 324 S. Hyde Park Ave., Suite 350, Tampa FL 33606, and Dennis Ryll, with an address of 2595 Red Springs Drive, Las Vegas, Nevada 89135, (“Guarantor”) is as follows:
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations
THIS AGREEMENT, made on this 8th day of December, 2006, by and between Biovest International, Inc. (“Biovest”), a Delaware corporation with a place of business at 324 S. Hyde Park Ave., Suite 350, Tampa, FL 33606, and Alan Pearce, with an address of 324 S. Hyde Park Ave., Suite 350, Tampa, FL 33606, (“Guarantor”) is as follows:
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations
THIS AGREEMENT, made on this 8th day of December, 2006, by and between Biovest International, Inc. (“Biovest”), a Delaware corporation with a place of business at 324 S. Hyde Park Ave., Suite 350, Tampa, FL 33606, and Steven J. Stogel, with an address of 7777 Bonhomme Ave., Suite 1210, St. Louis, MO 63105, (“Guarantor”) is as follows:
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations
THIS AGREEMENT, made on this 8th day of December, 2006, by and between Biovest International, Inc. (“Biovest”), a Delaware corporation with a place of business at 324 S. Hyde Park Ave., Suite 350, Tampa, FL 33606, and Donald Ferguson, with an address of 11477 Olde Cabin Rd., Suite 110, St. Louis, MO 63141, (“Guarantor”) is as follows:
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations
THIS AGREEMENT, made on this 8th day of December, 2006, by and between Biovest International, Inc. (“Biovest”), a Delaware corporation with a place of business at 324 S. Hyde Park Ave., Suite 350, Tampa FL 33606, and Francis E. O’Donnell Jr., M.D., Hopkins Capital Group II, LLC and The O’Donnell Irrevocable Trust with an address of 709 The Hamptons Lane, Town and Country, MO 63017, (“Guarantor”) is as follows:
GUARANTYGuaranty • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations • Delaware
THIS GUARANTY (this “Guaranty”) is made as of the 8th day of December, 2006 by and among HOPKINS CAPITAL GROUP II, LLC (“Hopkins”), FRANCIS E. O’DONNELL, JR. (“O’Donnell”), KATHLEEN M. O’DONNELL, TRUSTEE OF THE FRANCIS E. O’DONNELL, JR. IRREVOCABLE TRUST (the “O’Donnell Trust”), DENNIS L. RYLL (“Ryll”), RONALD E. OSMAN (“Osman”), ALAN M. PEARCE (“Pearce”), STEVEN ARIKIAN (“Arikian”), STEVEN J. STOGEL (“Stogel”), DONALD L. FERGUSON (“Ferguson”) and DONALD L. FERGUSON, TRUSTEE OF THE DONALD L. FERGUSON REVOCABLE TRUST (the “Ferguson Trust”) (O’Donnell, the O’Donnell Trust, Ryll, Osman, Pearce, Arikian, Stogel, Ferguson and the Ferguson Trust, whether one or more, hereinafter called “Individual Guarantor” in the singular), BIOVEST INTERNATIONAL, INC., a Delaware corporation (“Biovest”) (Biovest and the Individual Guarantors, whether one or more, hereinafter called “Guarantor” in the singular) to and for the benefit of U.S. BANCORP COMMUNITY INVESTMENT CORPORATION, a Delaware corporation (
PUT OPTION AGREEMENTPut Option Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations • Delaware
THIS PUT OPTION AGREEMENT (this “Agreement”), dated as of December 8, 2006, is entered into by and among AutovaxID Investment LLC, a Missouri limited liability company (“Fund”), U.S. Bancorp Community Investment Corporation, a Delaware corporation (“USB CIC”), and Biolender II, LLC, a Delaware limited liability company (“Purchaser”).
LICENSE AND ASSET PURCHASE AGREEMENTLicense and Asset Purchase Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations • Delaware
PURCHASE OPTION AGREEMENTPurchase Option Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations • Delaware
THIS PURCHASE OPTION AGREEMENT (this “Agreement”), dated as of December 8, 2006, is entered into by and between AutovaxID Investment LLC, a Missouri limited liability company (“Fund”), U.S. Bancorp Community Investment Corporation, a Delaware corporation (“USB CIC”), and Biolender II, LLC, a Delaware limited liability company (“Purchaser”).
SUBORDINATION AGREEMENTSubordination Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations • New York
This Subordination Agreement (this “Agreement”) is entered into as of the 8th day of December 2006, by and among Laurus Master Fund, Ltd., a Cayman Islands company (the “Senior Lender”), St. Louis New Markets Tax Credit Fund-II, LLC, a Missouri limited liability company (the “Subordinated Lender”), US Bancorp Community Investment Corporation, a Delaware corporation (“USB”), AutovaxID, Inc., a Florida corporation (the “Company”), and Biovest International, Inc., a Delaware corporation (“Biovest,” and together with the Senior Lender, the Subordinated Lender, USB and the Company, collectively, the “Parties”). Unless otherwise defined herein, capitalized terms used herein shall have the meaning provided such terms in that certain Consent referred to below.
SUBSCRIPTION AGREEMENTSubscription Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations • Delaware
LIMITED LIABILITY COMPANY AGREEMENT OF BIOLENDER II, LLC A DELAWARE LIMITED LIABILITY COMPANYLimited Liability Company Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations • Delaware
The undersigned member (the “Member”) hereby, and with the filing of the certificate of formation (the “Certificate of Formation”), forms a limited liability company pursuant to and in accordance with the Delaware Limited Liability Company Act, as amended from time to time (the “Act”), and hereby declare the following to be the Limited Liability Company Agreement of such limited liability company:
AUTOVAXID, INC. QLICI LOAN AGREEMENT December 8, 2006Qlici Loan Agreement • December 14th, 2006 • Biovest International Inc • Pharmaceutical preparations • Delaware
THIS QLICI LOAN AGREEMENT (this “Agreement”) is made by and between AutovaxID, Inc., a Florida corporation (the “Borrower”), and St. Louis New Markets Tax Credit Fund-II, LLC, a Missouri limited liability company (the “Lender”), as of December 8, 2006.
