NOTE PURCHASE AGREEMENT VALENS OFFSHORE SPV II, CORP. and BIOVEST INTERNATIONAL, INC. Dated: December 10, 2007Note Purchase Agreement • December 11th, 2007 • Biovest International Inc • Pharmaceutical preparations • New York
THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 10, 2007, by and between BIOVEST INTERNATIONAL, INC., a Delaware corporation (the “Company”), and VALENS OFFSHORE SPV II, CORP., a Delaware corporation (the “Purchaser”).
ROYALTY AGREEMENT BETWEEN BIOVEST INTERNATIONAL, INC. AND VALENS OFFSHORE SPV II, CORP.Royalty Agreement • December 11th, 2007 • Biovest International Inc • Pharmaceutical preparations • Delaware
This Royalty Agreement (this “Agreement”) effective as of December 10, 2007, by and between BIOVEST INTERNATIONAL, INC., a Delaware corporation (“Biovest”) and VALENS OFFSHORE SPV II, CORP. (“Valens Offshore”) (collectively the “Parties”).
MASTER SECURITY AGREEMENTMaster Security Agreement • December 11th, 2007 • Biovest International Inc • Pharmaceutical preparations • New York
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • December 11th, 2007 • Biovest International Inc • Pharmaceutical preparations
THIS INTELLECTUAL PROPERTY SECURITY AGREEMENT, dated as of December 10, 2007 is made by Biovest International, Inc., a Delaware corporation (“Grantor”), in favor of LV Administrative Services, Inc., as agent (“Agent”).
GUARANTYBiovest International Inc • December 11th, 2007 • Pharmaceutical preparations • New York
FOR VALUE RECEIVED, and in consideration of note purchases from, or credit otherwise extended or to be extended by LV Administrative Services, Inc., as agent (“Agent”), Valens U.S. SPV I, LLC (“Valens U.S.”) and Valens Offshore SPV II, Corp. (“Valens Offshore” and together with Agent and Valens U.S., the “Creditor Parties”), to or for the account of Biovest International, Inc., a Delaware corporation (the “Company”), from time to time and at any time and for other good and valuable consideration and to induce Creditor Parties, in their discretion, to purchase such notes or make other extensions of credit and to make or grant such renewals, extensions, releases of collateral or relinquishments of legal rights as Creditor Parties may deem advisable, each of the undersigned (and each of them if more than one, the liability under this Guaranty being joint and several) (jointly and severally referred to as “Guarantors “ or “the undersigned”) unconditionally guaranties to Agent and each othe
