Exhibit 10.7 LICENSE AGREEMENT ----------------- This License Agreement (hereinafter referred to as the "Agreement"), effective as of the 20th day of March, 1996 is by and between The Charlotte-Mecklenburg Hospital Authority, a public authority having...License Agreement • January 7th, 1997 • Discovery Laboratories Inc • North Carolina
WITNESSETH:Subscription Agreement • January 7th, 1997 • Discovery Laboratories Inc • New York
RECITALSRegistration Rights Agreement • January 7th, 1997 • Discovery Laboratories Inc • New York
MANAGEMENT AGREEMENT This Management Agreement (the "Agreement") is entered into as of June 1, 1996 by and between Discovery Laboratories, Inc., a Delaware corporation (the "Company"), and Evan Myrianthopoulos ("Executive"). WHEREAS, the Company and...Management Agreement • January 7th, 1997 • Discovery Laboratories Inc • New York
Agreement No. 96-0155A AMENDMENT TO LICENSE AGREEMENT This Amendment to License Agreement ("Amendment") is made effective as of the 31st day of October, 1996, by and between the Wisconsin Alumni Research Foundation ("WARF"), a nonstock, nonprofit...License Agreement • January 7th, 1997 • Discovery Laboratories Inc
SUBLICENSE AGREEMENT AGREEMENT made effective this 28th day of October, 1996 BY AND BETWEEN: JOHNSON & JOHNSON, a company organized under the laws of the State of New Jersey, U.S.A., and having executive offices at One Johnson & Johnson Plaza, New...Sublicense Agreement • January 7th, 1997 • Discovery Laboratories Inc • New Jersey
DISCOVERY LABORATORIES, INC. STOCK OPTION AGREEMENT RECITALS A. The Board has approved the issuance of stock option grants for the purpose of retaining the services of selected Employees, non-employee members of the Board or the board of directors of...Discovery Laboratories Inc • January 7th, 1997 • Delaware
EMPLOYMENT AGREEMENT Agreement, dated April 4, 1996, effective as of April 15, 1996, by and between Discovery Pharmaceuticals, Inc., a Delaware corporation having a place of business at 375 Park Avenue, Suite 1501, New York, New York 10151 (the...Employment Agreement • January 7th, 1997 • Discovery Laboratories Inc • New York
EXECUTION COPY CO-SALE AGREEMENT This Co-Sale Agreement is made as of the 28th day of October, 1996 by and among Acute Therapeutics, Inc. (the "Company") and the shareholders set forth on Schedule A attached hereto (the "Shareholders"). In...Co-Sale Agreement • January 7th, 1997 • Discovery Laboratories Inc • New York
EXECUTION COPY FOUNDER/EMPLOYEE STOCK PURCHASE AGREEMENT THIS AGREEMENT is made as of the 10th day of October 1996, by and between ACUTE THERAPEUTICS, INC., a Delaware corporation (the "Company"), and Charles Cochrane, M.D. ("Founder"). WHEREAS, the...Employee Stock Purchase Agreement • January 7th, 1997 • Discovery Laboratories Inc • New York
EXECUTION COPY SERIES A PREFERRED STOCK PURCHASE AGREEMENT THIS AGREEMENT is made this 28th day of October, 1996, by and between ACUTE THERAPEUTICS, INC., a Delaware corporation (the "Company"), and DISCOVERY LABORATORIES, INC., a Delaware corporation...Series a Preferred Stock Purchase Agreement • January 7th, 1997 • Discovery Laboratories Inc • California
CONSULTING SERVICES AGREEMENT This Consulting Agreement (the "Agreement") is entered into the 9th day of December, 1996 by and between Acute Therapeutics, Inc., a Delaware corporation (the "Company") and Ms. Susan Revak (the "Consultant"). Any...Consulting Services Agreement • January 7th, 1997 • Discovery Laboratories Inc • New York
RECITALSInvestor Rights Agreement • January 7th, 1997 • Discovery Laboratories Inc • Delaware
EXECUTION COPY STOCK PURCHASE AGREEMENT THIS AGREEMENT is made this 28th day of October, 1996, by and between ACUTE THERAPEUTICS, INC., a Delaware corporation (the "Company"), and The Scripps Research Institute ("Purchaser"). WHEREAS, Purchaser...Execution Copy • January 7th, 1997 • Discovery Laboratories Inc • New York
Agreement No. 96-0155 STANDARD LICENSE AGREEMENT: DELUCA TECHNOLOGY This Agreement is made effective the 6th day of September, 1996, by and between Wisconsin Alumni Research Foundation (hereinafter called "WARF"), a nonstock, nonprofit Wisconsin...Standard License Agreement • January 7th, 1997 • Discovery Laboratories Inc
SCIENTIFIC ADVISORY AND CONSULTING AGREEMENT This Agreement dated March 20, 1996 effective as of March 20, 1996, is by and between Dr. Thomas Kennedy, residing at 213 Grand Drive, Richmond, Virginia 23229 (hereinafter referred to as "Consultant"), and...Scientific Advisory and Consulting Agreement • January 7th, 1997 • Discovery Laboratories Inc
EXECUTION COPY INVENTORY TRANSFER/STOCK PURCHASE AGREEMENT THIS AGREEMENT is made this 28th day of October, 1996, by and between ACUTE THERAPEUTICS, INC., a Delaware corporation (the "Company"), JOHNSON & JOHNSON DEVELOPMENT CORPORATION, a New Jersey...Inventory Transfer/Stock Purchase Agreement • January 7th, 1997 • Discovery Laboratories Inc • New York
CONSULTING SERVICES AGREEMENT This Consulting Agreement (the "Agreement") is entered into the 9th day of December, 1996 by and between Acute Therapeutics, Inc., a Delaware corporation (the "Company") and Ms. Zenaida Oades (the "Consultant"). Any...Consulting Services Agreement • January 7th, 1997 • Discovery Laboratories Inc • New York
CONSULTING SERVICES AGREEMENT This Consulting Agreement (the "Agreement") is entered into the day of , 1996 by and between Acute Therapeutics, Inc., a Delaware corporation (the "Company") and Ms. Monica Cochrane (the "Consultant"). Any capitalized...Consulting Services Agreement • January 7th, 1997 • Discovery Laboratories Inc • New York
EXECUTION COPY FOUNDER/EMPLOYEE STOCK PURCHASE AGREEMENT THIS AGREEMENT is made as of the 10th day of October 1996, by and between ACUTE THERAPEUTICS, INC., a Delaware corporation (the "Company"), and Robert Capetola, Ph.D. ("Founder"). WHEREAS, the...Employee Stock Purchase Agreement • January 7th, 1997 • Discovery Laboratories Inc • New York
EXECUTION COPY EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is entered into as of October 1, 1996 by and between Acute Therapeutics, Inc. a Delaware corporation (the "Company"), and Robert Capetola, Ph.D. ("Executive"). WHEREAS,...Employment Agreement • January 7th, 1997 • Discovery Laboratories Inc • New York
Robert J. Capetola 245 Route 22 West President/CEO Suite 304 Acute Therapeutics, Inc. Bridgewater, NJ 08807 6097 Hidden Valley Drive Phone: 908-231-9644 Doylestown, PA Fax: 908-231-9692Discovery Laboratories Inc • January 7th, 1997
This letter sets out some of the key aspects of a proposed arrangement between ATI and The Sage Group and addresses more specifically some of the issues we discussed. The objective of working closely with ATI is to play a key role in helping to establish the company via a J & J license and subsequently to assisting management in the strategic, product development and commercialization aspects required to successfully develop and grow the business. We view the role of The Sage Group essentially as serving the Business Development Department of ATI with at least the general activities shown below included in our responsibilities:
