Aradigm Corp Sample Contracts

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RECITALS
Securities Purchase Agreement • December 23rd, 2004 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • California
AMENDMENT TO RIGHTS AGREEMENT BETWEEN ARADIGM CORPORATION AND BANKBOSTON, N.A.
Rights Agreement • March 29th, 2002 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • California
COMMON STOCK
Aradigm Corp • March 28th, 2000 • Electromedical & electrotherapeutic apparatus • New York
1 Exhibit 4.2 ARADIGM CORPORATION COMMON STOCK PURCHASE AGREEMENT January 27, 1999 2 TABLE OF CONTENTS
Common Stock Purchase Agreement • February 9th, 1999 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • California
VOTING AGREEMENT
Voting Agreement • February 20th, 2003 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • California
ARADIGM CORPORATION AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of April 25, 2016 9.0% Convertible Senior Notes due 2021
Indenture • April 28th, 2016 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York

INDENTURE, dated as of April 25, 2016, between ARADIGM CORPORATION, a California corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).

RECITALS
Stock Purchase Agreement • November 7th, 1997 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • California
• ] Shares ARADIGM CORPORATION Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • January 4th, 2007 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York

PUNK, ZIEGEL & COMPANY, L.P. As Representative of the several Underwriters listed in Schedule I to the Underwriting Agreement referred to below c/o Punk, Ziegel & Company, L.P. 520 Madison Avenue, 7th Floor New York, NY 10022

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 13th, 2012 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 11, 2012, is by and among Aradigm Corporation, a California corporation with offices located at 3929 Point Eden Way, Hayward, CA 94545 (the “Company”), and each of the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).

VOTING AGREEMENT
Voting Agreement • February 20th, 2003 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • California
RECITALS
Certain • March 29th, 2002 • Aradigm Corp • Electromedical & electrotherapeutic apparatus
RECITALS
Development and Commercialization Agreement • March 30th, 2001 • Aradigm Corp • Electromedical & electrotherapeutic apparatus
RECITALS
Stock Purchase Agreement • March 29th, 2002 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • California
FORM OF REGISTRATION RIGHTS AGREEMENT
Form of Registration Rights Agreement • June 21st, 2010 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 21, 2010, is by and among Aradigm Corporation, a California corporation with offices located at 3929 Point Eden Way, Hayward, CA 94545 (the “Company”), and each of the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).

CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • November 1st, 2018 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • California

This Change of Control Agreement (the “Agreement”) is made and entered into as of October 31, 2018, by and between Aradigm Corporation (the “Company”), and John M. Siebert, Ph.D. (the “Executive”).

INDEMNIFICATION AGREEMENT
Indemnification Agreement • April 18th, 2011 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • California

This Indemnification Agreement (this “Agreement”) is dated as of [insert date], and is between Aradigm Corporation, a California corporation (the “Company”), and [insert name of indemnitee] (“Indemnitee”).

BETWEEN
Commercialization Agreement • November 7th, 1997 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 24th, 2013 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2013, is by and among Aradigm Corporation, a California corporation with offices located at 3929 Point Eden Way, Hayward, CA 94545 (the “Company”), and each of the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”) and, solely with respect to Section 2(j), Grifols, S.A., a company (sociedad anónima) organized under the laws of Spain with offices located at Avinguda de la Generlitat, 152-158, Parc de Negocis Can Sant Joan, Sant Cugat del Valles 08174, Barcelona, Spain (“Grifols”).

1 EXHIBIT 10.28 COMMON STOCK PURCHASE AGREEMENT DATED AS OF NOVEMBER 3, 2000 BY AND BETWEEN ARADIGM CORPORATION
Common Stock Purchase Agreement • December 11th, 2000 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York
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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 24th, 2013 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York

REGISTRATION RIGHTS AGREEMENT, dated as of [ ], 2013 (this “Agreement”), between ARADIGM CORPORATION, a California corporation (the “Company”), and GRIFOLS, S.A., a company (sociedad anónima) organized under the laws of Spain (“Purchaser”). Each of Purchaser and any Person to whom Purchaser (or any successor or permitted assign of Purchaser) transfers or assigns any Registrable Securities (as defined below) and who becomes a party hereto pursuant to Section 10(e) are referred to individually as an “Investor” and together as the “Investors”.

RECITALS
Warrant Repricing Agreement • February 20th, 2003 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • California
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 21st, 2010 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of June 18, 2010, is by and among Aradigm Corporation, a California corporation with offices located at 3929 Point Eden Way, Hayward, CA 94545 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

STOCK PURCHASE AGREEMENT by and between ARADIGM CORPORATION and GRIFOLS, S.A. Dated as of May 20, 2013
Stock Purchase Agreement • May 24th, 2013 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York

This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of May 20, 2013, is entered into by and between the purchasers listed on the Schedule of Purchasers attached hereto as Schedule A (individually, a “Purchaser” and collectively, the “Purchasers”), and ARADIGM CORPORATION, a California corporation (the “Company”). Purchasers and the Company are sometimes referred to as the “Parties.” Certain capitalized terms used in this Agreement are defined in Article I of this Agreement.

CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • January 4th, 2007 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • California

This Change of Control Agreement (the “Agreement”) is made and entered into as of , 200 , by and between Aradigm Corporation (the “Company”), and (the “Executive”).

AMENDED AND RESTATED CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • April 18th, 2011 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • California

This Amended and Restated Change of Control Agreement (the “Agreement”) is made and entered into as of April 15, 2011, by and between Aradigm Corporation (the “Company”), and Igor Gonda (the “Executive”).

4,000,000 Shares Aradigm Corporation Common Stock (No Par Value) PLACEMENT AGENCY AGREEMENT
Agency Agreement • February 26th, 2009 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York

Aradigm Corporation, a California corporation (the “Company”), proposes, subject to the terms and conditions stated in this Placement Agency Agreement (this “Agreement”) and the Subscription Agreements in the form of Exhibit A attached hereto (the “Subscription Agreements”) entered into with the investors identified therein (each, an “Investor” and collectively, the “Investors”), to issue and sell an aggregate of 4,000,000 shares (the “Shares”) of the Company’s common stock, no par value per share (the “Common Stock”). The Shares are more fully described in the Registration Statement (as defined herein). This is to confirm the agreement between the Company and the several placement agents set forth on Schedule I attached hereto (the “Placement Agents”) concerning the offering, issuance and sale of the Shares. Piper Jaffray & Co. is acting as representative (the “Representative”) of the Placement Agents.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 13th, 2012 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of December 11, 2012, is by and among Aradigm Corporation, a California corporation with offices located at 3929 Point Eden Way, Hayward, CA 94545 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

SENIOR NOTE PURCHASE AGREEMENT
Senior Note Purchase Agreement • October 30th, 2018 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York

THIS SENIOR NOTE PURCHASE AGREEMENT (this “Agreement”) is made as of October 25, 2018, by and between Aradigm Corporation, a California corporation (the “Company”) and Grifols Worldwide Operations Ltd., an entity formed under the laws of Ireland (the “Lender”).

ARADIGM CORPORATION 2005 Equity Incentive Plan Restricted Stock Bonus Agreement
Restricted Stock Bonus Agreement • March 31st, 2006 • Aradigm Corp • Electromedical & electrotherapeutic apparatus

Pursuant to the Restricted Stock Bonus Grant Notice (“Grant Notice”) and this Restricted Stock Bonus Agreement (collectively, the “Award”) and in consideration of your past services, Aradigm Corporation (the “Company”) has awarded you a stock bonus under its 2005 Equity Incentive Plan (the “Plan”) for the number of shares of the Company’s Common Stock subject to the Award as indicated in the Grant Notice. Defined terms not explicitly defined in this Restricted Stock Bonus Agreement but defined in the Plan shall have the same definitions as in the Plan.

RESTRUCTURING AGREEMENT dated as of September 28, 2004 among ARADIGM CORPORATION NOVO NORDISK A/S and NOVO NORDISK DELIVERY TECHNOLOGIES, INC.
License Agreement • December 23rd, 2004 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York

This Sublease Agreement (“Sublease”) is dated as of , 2004 (the “Effective Date”) by and between Aradigm Corporation, a California corporation (“Aradigm”), Novo Nordisk Delivery Technologies, Inc., a Delaware corporation, and, solely for the purposes of Section 16, Novo Nordisk A/S, a company organized under the laws of Denmark (“Novo Nordisk”).

SECOND AMENDED AND RESTATED LICENSE AGREEMENT dated as of July 3, 2006 between ARADIGM CORPORATION and NOVO NORDISK A/S
License Agreement • August 14th, 2006 • Aradigm Corp • Electromedical & electrotherapeutic apparatus • New York

This SECOND AMENDED AND RESTATED LICENSE AGREEMENT (the “Agreement”) is entered into as of July 3, 2006 by and between Aradigm Corporation, a corporation duly organized and existing under the laws of the State of California (“Aradigm”) and Novo Nordisk A/S, a company duly organized and existing under the laws of Denmark (“Novo Nordisk”).

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