Cerus Corp Sample Contracts

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1 EXHIBIT 10.15 STERITECH, INC. COMMON STOCK PURCHASE AGREEMENT SEPTEMBER 3, 1996 2 TABLE OF CONTENTS
Common Stock Purchase Agreement • October 29th, 1996 • Cerus Corp • Biological products, (no disgnostic substances) • California
1 EXHIBIT 10.29 CERUS CORPORATION SERIES B PREFERRED STOCK PURCHASE AGREEMENT
Preferred Stock Purchase Agreement • July 22nd, 1998 • Cerus Corp • Biological products, (no disgnostic substances) • California
AND
Rights Agreement • November 12th, 1999 • Cerus Corp • Biological products, (no disgnostic substances) • Delaware
UNDERWRITING AGREEMENT
Underwriting Agreement • January 8th, 1997 • Cerus Corp • Biological products, (no disgnostic substances)
CERUS CORPORATION AND , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF
Warrant Agreement • December 11th, 2020 • Cerus Corp • Surgical & medical instruments & apparatus • New York

THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [●], between CERUS CORPORATION, a Delaware corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).

CERUS CORPORATION Shares of Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales Agreement
Cerus Corp • December 11th, 2020 • Surgical & medical instruments & apparatus • New York

Cerus Corporation, a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (“Cantor”) and Stifel, Nicolaus & Company, Incorporated (“Stifel”; each of Cantor and Stifel an “Agent” and together the “Agents”), as follows:

UNDERWRITING AGREEMENT
Underwriting Agreement • February 11th, 1999 • Cerus Corp • Biological products, (no disgnostic substances) • New York
CERUS CORPORATION AND , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF
Common Stock Warrant Agreement • November 2nd, 2023 • Cerus Corp • Surgical & medical instruments & apparatus • New York

THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between CERUS CORPORATION, a Delaware corporation (the “Company”) and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).

CERUS CORPORATION and WELLS FARGO BANK MN, N.A., (FORMERLY NORWEST BANK MINNESOTA, N.A.) AS RIGHTS AGENT RIGHTS AGREEMENT Dated as of November 3, 1999 Amended as of August 6, 2001
Rights Agreement • August 10th, 2009 • Cerus Corp • Surgical & medical instruments & apparatus • Delaware

THIS RIGHTS AGREEMENT (“Agreement”) is dated as of November 3, 1999 and amended as of August 6, 2001, between CERUS CORPORATION, a Delaware corporation (the “Company”), and WELLS FARGO BANK MN, N.A. (formerly NORWEST BANK MINNESOTA, N.A.) (“Rights Agent”).

CERUS CORPORATION AND , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF
Warrant Agreement • December 11th, 2020 • Cerus Corp • Surgical & medical instruments & apparatus • New York

THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [●], between CERUS CORPORATION , a Delaware corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).

14,666,667 Shares CERUS CORPORATION Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • January 30th, 2020 • Cerus Corp • Surgical & medical instruments & apparatus • New York

INTRODUCTORY. Cerus Corporation, a Delaware corporation (the “Company”), proposes to sell, pursuant to the terms of this Agreement, to BTIG, LLC (“BTIG” or the “Underwriter,”), an aggregate of 14,666,667 shares of the Company’s common stock, $0.001 par value per share (the “Common Stock”). The aggregate of 14,666,667 shares so proposed to be sold is hereinafter referred to as the “Firm Stock”. The Company also proposes to sell to the Underwriter, upon the terms and conditions set forth in Section 2 hereof, up to an additional 2,200,000 shares of Common Stock (the “Optional Stock”). The Firm Stock and the Optional Stock are hereinafter collectively referred to as the “Stock”.

CERUS CORPORATION AND , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF
Preferred Stock Warrant Agreement • November 2nd, 2023 • Cerus Corp • Surgical & medical instruments & apparatus • New York

THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between CERUS CORPORATION, a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).

CERUS CORPORATION AND , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF
Debt Securities Warrant Agreement • November 2nd, 2023 • Cerus Corp • Surgical & medical instruments & apparatus • New York

THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [•], between CERUS CORPORATION, a Delaware corporation (the “Company”) and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).

AND MARKETING AGREEMENT
Certain • August 28th, 2001 • Cerus Corp • Biological products, (no disgnostic substances) • Illinois
STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE-NET
Cerus Corp • April 1st, 2002 • Biological products, (no disgnostic substances)
AMENDED AND RESTATED CREDIT, SECURITY AND GUARANTY AGREEMENT (TERM LOAN)
Credit, Security and Guaranty Agreement • May 4th, 2023 • Cerus Corp • Surgical & medical instruments & apparatus • New York

This AMENDED AND RESTATED CREDIT, SECURITY AND GUARANTY AGREEMENT (TERM LOAN) (as the same may be amended, supplemented, restated or otherwise modified from time to time, the “Agreement”) is dated as of March 31, 2023 by and among Cerus corporation, a Delaware corporation, and any additional borrower that may hereafter be added to this Agreement (individually as a “Borrower”, and collectively with any entities that become party hereto as Borrower and each of their successors and permitted assigns, the “Borrowers”), the guarantors from time to time party hereto, MIDCAP FINANCIAL TRUST, a Delaware statutory trust, individually as a Lender, and as Agent, and the financial institutions or other entities from time to time parties hereto, each as a Lender.

May 12, 2011 William (Obi) Greenman
Cerus Corp • May 18th, 2011 • Surgical & medical instruments & apparatus
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AMENDMENT TO DEVELOPMENT, MANUFACTURING AND MARKETING AGREEMENT
Certain Agreement • May 15th, 1998 • Cerus Corp • Biological products, (no disgnostic substances)
CERUS CORPORATION Common Stock (par value $0.001 per share) At the Market Issuance Sales Agreement
Cerus Corp • June 6th, 2011 • Surgical & medical instruments & apparatus • New York

Cerus Corporation, a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with McNicoll, Lewis & Vlak LLC (“MLV”), as follows:

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • March 16th, 2011 • Cerus Corp • Surgical & medical instruments & apparatus • California

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of March 31, 2010 (the “Closing Date”) between OXFORD FINANCE CORPORATION (“Lender”), and CERUS CORPORATION, a Delaware corporation (“Borrower”), provides the terms on which Lender shall lend to Borrower and Borrower shall repay Lender. The parties agree as follows:

AMENDED AND RESTATED SUPPLY AGREEMENT
Supply Agreement • September 22nd, 2014 • Cerus Corp • Surgical & medical instruments & apparatus • New York

THIS AMENDED AND RESTATED SUPPLY AGREEMENT (THE “SUPPLY AGREEMENT”) is made effective as of the 21st day of April, 2014 (the “Effective Date”) by and between Cerus Corporation (“Cerus”), a Delaware corporation, having its principal place of business at 2550 Stanwell Drive, Concord, CA 94520, and Purolite Corporation (“Purolite”), a Delaware corporation, having its principal place of business at 150 Monument Road, Bala Cynwyd, PA 19004. (Cerus and Purolite are each individually referred to in this Supply Agreement as a “Party” and, collectively, as the “Parties”).

AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT, SECURITY AND GUARANTY AGREEMENT (TERM LOAN)
And Guaranty Agreement • March 5th, 2024 • Cerus Corp • Surgical & medical instruments & apparatus • New York

AND GUARANTY AGREEMENT (TERM LOAN) (this “Agreement”) is made as of the 1st day of September, 2023, by and among CERUS CORPORATION, a Delaware corporation (“Borrower”), MIDCAP FINANCIAL TRUST, a Delaware statutory trust, as Agent (in such capacity, together with its successors and assigns, “Agent”) and the other financial institutions or other entities from time to time parties to the Credit Agreement referenced below, each as a Lender.

CERUS CORPORATION 4,500,000 Shares of Common Stock1 UNDERWRITING AGREEMENT
Underwriting Agreement • March 17th, 2006 • Cerus Corp • Biological products, (no disgnostic substances) • Wisconsin
CREDIT, SECURITY AND GUARANTY AGREEMENT (REVOLVING LOAN) dated as of March 29, 2019 by and among CERUS CORPORATION, and any additional borrower that hereafter becomes party hereto, each as Borrower, and collectively as Borrowers, any guarantor that...
Credit, Security and Guaranty Agreement • May 7th, 2019 • Cerus Corp • Surgical & medical instruments & apparatus • New York

This CREDIT, SECURITY AND GUARANTY AGREEMENT (REVOLVING LOAN) (as the same may be amended, supplemented, restated or otherwise modified from time to time, the “Agreement”) is dated as of March 29, 2019 by and among Cerus corporation, a Delaware corporation, and any additional borrower that may hereafter be added to this Agreement (individually as a “Borrower”, and collectively with any entities that become party hereto as Borrower and each of their successors and permitted assigns, the “Borrowers”), the guarantors from time to time party hereto, MIDCAP FINANCIAL TRUST, a Delaware statutory trust, individually as a Lender, and as Agent, and the financial institutions or other entities from time to time parties hereto, each as a Lender.

DEVELOPMENT, MANUFACTURING AND MARKETING AGREEMENT BETWEEN BAXTER HEALTHCARE CORPORATION AND CERUS CORPORATION APRIL 1, 1996
Manufacturing and Marketing Agreement • July 22nd, 1998 • Cerus Corp • Biological products, (no disgnostic substances) • Illinois
AMENDED AND RESTATED MANUFACTURING AND SUPPLY AGREEMENT
Manufacturing and Supply Agreement • March 7th, 2014 • Cerus Corp • Surgical & medical instruments & apparatus • Illinois

THIS AMENDED AND RESTATED MANUFACTURING AND SUPPLY AGREEMENT (this “Agreement”) is entered into by and between FENWAL, INC., a company organized under the laws of Delaware (“Fenwal”), and CERUS CORPORATION, a company organized under the laws of Delaware (“Cerus”). Fenwal and Cerus, as corporations, are sometimes referred to herein as a “Party” and collectively as the “Parties.” This Agreement shall become effective as of the last date of signature by the Parties (the “Effective Date”).

RESTRUCTURING AGREEMENT
Escrow Agreement • March 11th, 2010 • Cerus Corp • Surgical & medical instruments & apparatus • Illinois

This RESTRUCTURING AGREEMENT (“Agreement”) is entered into as of February 2, 2005 (the “Effective Date”) by and among Baxter Healthcare S.A., a corporation organized under the laws of Switzerland (“BHSA”), Baxter Healthcare Corporation, a company organized under the laws of Delaware (“BHC”), and Cerus Corporation, a company organized under the laws of Delaware (“Cerus”). BHSA and BHC are sometimes collectively referred herein to as “Baxter.” The foregoing entities are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

PURCHASE AGREEMENT
Purchase Agreement • May 30th, 2001 • Cerus Corp • Biological products, (no disgnostic substances) • New York

THIS PURCHASE AGREEMENT is made and entered into as of May 15, 2001 by and between Cerus Corporation, a Delaware corporation (the "Company") and the purchaser whose name and address is set forth on the signature page hereof (the "Purchaser").

FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • March 9th, 2016 • Cerus Corp • Surgical & medical instruments & apparatus

THIS FIRST AMENDMENT to Loan and Security Agreement (this “Amendment”) is entered into as of January 30, 2015, by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 thereof or otherwise a party thereto from time to time including Oxford in its capacity as a Lender (each a “Lender” and collectively, the “Lenders”), and CERUS CORPORATION, a Delaware corporation with offices located at 2550 Stanwell Drive, Concord, CA 94520 (“Borrower”).

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