Akesis Pharmaceuticals, Inc. Sample Contracts

RECITALS
Stock Purchase Agreement • March 1st, 2000 • Liberty Mint LTD • Utah
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Consulting Agreement
Consulting Agreement • November 14th, 2000 • Liberty Mint LTD • New Hampshire
RECITALS
Option Agreement • April 10th, 2000 • Liberty Mint LTD

THIS OPTION AGREEMENT ("AGREEMENT") between and among Dan Southwick, an individual ("Buyer") and Calbear Gas, L.L.C., a Texas Limited Liability Company ("Seller"), is ENTERED INTO AS OF THIS 23RD day of September, 1999.

E-7 Exhibit 4.1 Liberty Mint, Ltd. Form S-8
Business Consulting Agreement • June 29th, 2001 • Liberty Mint LTD • California
AKESIS PHARMACEUTICALS, INC. LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • December 20th, 2006 • Akesis Pharmaceuticals, Inc. • Services-business services, nec • California

This LOAN AND SECURITY AGREEMENT is entered into as of December 15, 2006, by and between Square 1 Bank (“Bank”) and AKESIS PHARMACEUTICALS, INC. (“Borrower”).

PLAN OF REORGANIZATION FOR
Agreement and Plan of Reorganization • January 11th, 2000 • Liberty Mint LTD • Colorado
AKESIS PHARMACEUTICALS, INC. STAND-ALONE STOCK OPTION AGREEMENT
Akesis Pharmaceuticals, Inc. • November 7th, 2008 • Pharmaceutical preparations • California
AKESIS PHARMACEUTICALS, INC. WARRANT TO PURCHASE COMMON STOCK
Purchase Common Stock • March 31st, 2008 • Akesis Pharmaceuticals, Inc. • Pharmaceutical preparations • California

This Warrant to Purchase Common Stock (the “Warrant”) is issued to Avalon Ventures VII, L.P. (the “Holder”) by Akesis Pharmaceuticals, Inc., a Nevada corporation (the “Company”), pursuant to the terms of that certain Securities Purchase Agreement (the “Purchase Agreement”) dated as of March 25, 2008 by and among the Company and the Holder.

SEPARATION AGREEMENT AND RELEASE
Separation Agreement and Release • October 24th, 2006 • Akesis Pharmaceuticals, Inc. • Services-business services, nec • California

This Separation Agreement and Release (“Agreement”) is made by and between Edward Wilson (“Employee”) and Akesis Pharmaceuticals, Inc. (“Company”) (collectively referred to as the “Parties”):

AKESIS PHARMACEUTICALS, INC. WARRANT TO PURCHASE COMMON STOCK
Purchase Common Stock • October 24th, 2006 • Akesis Pharmaceuticals, Inc. • Services-business services, nec • California

This Warrant to Purchase Common Stock (the “Warrant”) is issued to Edward Wilson (the “Holder”) by Akesis Pharmaceuticals, Inc., a Nevada corporation (the “Company”), pursuant to the terms of that certain Severance Agreement and Release (the “Release”) dated as of October 2, 2006 between the Company and the Holder.

AKESIS PHARMACEUTICALS, INC. WARRANT TO PURCHASE CAPITAL STOCK
Akesis Pharmaceuticals, Inc. • October 3rd, 2008 • Pharmaceutical preparations • California

This Warrant to Purchase Capital Stock (this “Warrant”) has been issued pursuant to that certain Note and Warrant Purchase Agreement, dated as of September 29, 2008 (the “Agreement”), by and between the Company and Holder. Pursuant to the Agreement, the Company also issued to Holder a Convertible Promissory Note, dated as of even date herewith (the “Note”), for the aggregate principal amount of $[•] (the “Original Holder Principal Amount”).

GLOBALVEST PARTNERS, LLC NEW YORK, NEW YORK 10168
Akesis Pharmaceuticals, Inc. • November 27th, 2006 • Services-business services, nec
AKESIS PHARMACEUTICALS, INC. NOTE AND WARRANT PURCHASE AGREEMENT
Note and Warrant Purchase Agreement • October 3rd, 2008 • Akesis Pharmaceuticals, Inc. • Pharmaceutical preparations • California

THIS NOTE AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of September 29, 2008 (the “Effective Date”) by and between Akesis Pharmaceuticals, Inc., a Nevada corporation (the “Company”), and Avalon Ventures VII, L.P. (the “Purchaser”).

AKESIS PHARMACEUTICALS, INC. COMMON STOCK AND WARRANT PURCHASE AGREEMENT March 31, 2006
Common Stock and Warrant Purchase Agreement • April 4th, 2006 • Akesis Pharmaceuticals, Inc. • Services-business services, nec • California

This Common Stock and Warrant Purchase Agreement (the “Agreement”) is made as of March 31, 2006 by and among Akesis Pharmaceuticals, Inc., a Nevada corporation (the “Company”), and the individuals and entities (each, an “Investor” and collectively, the “Investors”) listed on the Schedule of Investors attached hereto as Schedule A (the “Schedule of Investors”).

LICENSE AGREEMENT
License Agreement • March 21st, 2007 • Akesis Pharmaceuticals, Inc. • Pharmaceutical preparations • British Columbia

THE UNIVERSITY OF BRITISH COLUMBIA, a corporation continued under the University Act of British Columbia with its administrative offices at 2075 Wesbrook Mall, Vancouver, British Columbia, V6T 1W5

AKESIS PHARMACEUTICALS, INC. SECURITIES PURCHASE AGREEMENT November 21, 2006
Securities Purchase Agreement • November 27th, 2006 • Akesis Pharmaceuticals, Inc. • Services-business services, nec • California

This Securities Purchase Agreement (the “Agreement”) is made as of November 21, 2006 by and among Akesis Pharmaceuticals, Inc., a Nevada corporation (the “Company”), and the individuals and entities (each, an “Investor” and collectively, the “Investors”) listed on the Schedule of Investors attached hereto as Schedule A (the “Schedule of Investors”).

CONSULTING SERVICES AGREEMENT
Consulting Services Agreement • May 1st, 2008 • Akesis Pharmaceuticals, Inc. • Pharmaceutical preparations • California

This Consulting Services Agreement (the “Agreement”), made as of April 25, 2008 (the “Commencement Date”), is entered into by Akesis Pharmaceuticals, Inc., with an address at 888 Prospect Street, Suite 320, La Jolla, CA 92037 (the “Company”), and Carl P. LeBel, PhD, with an address at 888 Prospect Street, Suite 320, La Jolla, CA 92037 (the “Consultant”).

AKESIS PHARMACEUTICALS, INC. COMMON STOCK AND WARRANT PURCHASE AGREEMENT December 30, 2005
Common Stock and Warrant Purchase Agreement • January 6th, 2006 • Akesis Pharmaceuticals, Inc. • Services-business services, nec • California

This Common Stock and Warrant Purchase Agreement (the “Agreement”) is made as of December 30, 2005 by and among Akesis Pharmaceuticals, Inc., a Nevada corporation (the “Company”), and the individuals and entities (each, an “Investor” and collectively, the “Investors”) listed on the Schedule of Investors attached hereto as Schedule A (the “Schedule of Investors”).

AKESIS PHARMACEUTICALS, INC. WARRANT TO PURCHASE COMMON STOCK
Purchase Common Stock • January 6th, 2006 • Akesis Pharmaceuticals, Inc. • Services-business services, nec • California

This Warrant to Purchase Common Stock (the “Warrant”) is issued to [ ] (the “Holder”) by Akesis Pharmaceuticals, Inc., a Nevada corporation (the “Company”), pursuant to the terms of that certain Finder Agreement (the “Finder Agreement”) dated as of January , 2006 between the Company and the Holder.

Contract
Akesis Pharmaceuticals, Inc. • December 20th, 2006 • Services-business services, nec • California

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AN EXEMPTION FROM SUCH REGISTRATION, OR IN ACCORDANCE WITH APPLICABLE LAW.

RECITALS
Manufacturing and Joint Distribution Merchandising Agreement • March 27th, 2000 • Liberty Mint LTD • California
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FINDER AGREEMENT
Finder Agreement • January 6th, 2006 • Akesis Pharmaceuticals, Inc. • Services-business services, nec • California

This Finder Agreement (“Agreement”) is effective as of the date set forth on the signature page below and establishes the terms and conditions under which Akesis Pharmaceuticals, Inc., a Nevada corporation (the “Company”), agrees to engage (“Finder”), to assist the Company in obtaining financing through a private placement of the Company’s common stock (the “Equity Financing”). The Company and Finder hereby agree as follows:

AKESIS PHARMACEUTICALS, INC. SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 20th, 2006 • Akesis Pharmaceuticals, Inc. • Services-business services, nec • California

This Securities Purchase Agreement (the “Agreement”) is made as of December 15, 2006 by and among Akesis Pharmaceuticals, Inc., a Nevada corporation (the “Company”), and the individuals and entities (each, an “Investor” and collectively, the “Investors”) listed on the Schedule of Investors attached hereto as Schedule A (the “Schedule of Investors”).

AKESIS PHARMACEUTICALS, INC. SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 31st, 2008 • Akesis Pharmaceuticals, Inc. • Pharmaceutical preparations • California

This Securities Purchase Agreement (the “Agreement”) is made as of March 25, 2008 by and among Akesis Pharmaceuticals, Inc., a Nevada corporation (the “Company”), and Avalon Ventures VII, L.P. (the “Investor”).

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