ContractWarrant Agreement • April 15th, 2008 • Raptor Pharmaceuticals Corp. • Pharmaceutical preparations • Delaware
NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK ISSUABLE ON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OR ANY OTHER SECURITIES LAWS (THE “ACTS”). NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK PURCHASABLE HEREUNDER MAY BE SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THIS WARRANT OR COMMON STOCK PURCHASABLE HEREUNDER, AS APPLICABLE, UNDER THE ACTS, OR (B) AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE CORPORATION THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACTS.
MERGER AGREEMENTMerger Agreement • April 15th, 2008 • Raptor Pharmaceuticals Corp. • Pharmaceutical preparations • Delaware
This Merger Agreement (this “Agreement”) is dated December 14, 2007 (the “Effective Date”), and is by and among Encode Pharmaceuticals, Inc., a company having a place of business located at 801 Brickell Avenue, Suite 942, Miami, Florida 33131 (hereinafter referred to as “Encode”), Raptor Pharmaceuticals, Corp., a company having a place of business located at 9 Commercial Boulevard, Suite 200, Novato, CA 94949 (hereinafter referred to as “Raptor”), Bennu Pharmaceuticals Inc., a company duly organized and existing under the laws of the State of Delaware, having a place of business located at 9 Commercial Boulevard, Suite 200, Novato, CA 94949 (hereinafter referred to “Bennu”), and Nicholas Stergis, an individual having a place of business at 801 Brickell Avenue, Suite 942, Miami, Florida 33131.
PATHEON PROPOSAL: BNU-FCO1-0401-1107-R0Raptor Pharmaceuticals Corp. • April 15th, 2008 • Pharmaceutical preparations • Ohio
LICENSE AGREEMENT BETWEEN Encode Pharmaceuticals, Inc. AND THE REGENTS OF THE UNIVERSITY OF CALIFORNIA FOR CASE NO. SD2006-092License Agreement • April 15th, 2008 • Raptor Pharmaceuticals Corp. • Pharmaceutical preparations • California
This agreement (“Agreement”) is made by and between Encode Pharmaceuticals, Inc. (EPI), a Delaware corporation having an address at 801 Brickell Avenue, 9th Floor, Miami, FL 33131 (“LICENSEE”) and The Regents of the University of California, a California corporation having its statewide administrative offices at 1111 Franklin Street, Oakland, California 94607-5200 (“UNIVERSITY”), represented by its San Diego campus having an address at University of California, San Diego, Technology Transfer & Intellectual Property Services, Mail Code 0910, 9500 Gilman Drive, La Jolla, California 92093-0910 (“UCSD”).
AMENDMENT NO. 1 to LICENSE AGREEMENT, UC CONTROL NUMBER 2008-03-0236, EFFECTIVE DECEMBER 29, 2006 between ENCODE PHARMACEUTICALS, INC. (ACQUIRED BY BENNU PHARMACEUTICALS, INC.) and THE REGENTS OF THE UNIVERSITY OF CALIFORNIA for: SD2006-092:...Merger Agreement • April 15th, 2008 • Raptor Pharmaceuticals Corp. • Pharmaceutical preparations • California
This amendment (“Amendment”) to the license agreement UC Control No. 2008-03-0236, effective October 31, 2007 (“Agreement”) is made by and between Bennu Pharmaceutical, Inc. (“RECIPIENT”), having an address at 9 Commercial Blvd., Suite 200, Novato, CA 94949 (“Licensee” as of December 14, 2007) and The Regents of the University of California, a California corporation having its statewide administrative offices at 1111 Franklin Street, Oakland, California 94607-5200 (“University”), represented by its San Diego campus having an address at University of California, San Diego, Technology Transfer Office, Mail-code 0910, 9500 Gilman Drive, La Jolla, California 92093-0910 (“UCSD”).
