Exhibit B JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13D with respect to the common stock, par value $0.0001 per share, of Sunesis Pharmaceuticals, Inc., a Delaware corporation, is, and any amendment thereto...Joint Filing Agreement • October 6th, 2005 • Warburg Pincus Equity Partners Lp • Pharmaceutical preparations
The undersigned hereby agree that the statement on Schedule 13D with respect to the common stock, par value $0.0001 per share, of Sunesis Pharmaceuticals, Inc., a Delaware corporation, is, and any amendment thereto signed by each of the undersigned shall be, filed on behalf of each undersigned pursuant to and in accordance with the provisions of 13d-1(k) under the Securities Exchange Act of 1934, as amended.
SHARE PURCHASE AGREEMENT SHARE PURCHASE AGREEMENT, dated as of February 29, 2000, by and between CIBC World Markets, a corporation with its seat of business in New York City, New York, for itself and as agent for certain affiliated entities listed on...Share Purchase Agreement • March 17th, 2000 • Warburg Pincus Equity Partners Lp • Telephone communications (no radiotelephone)
Exhibit A LOCK-UP LETTER AGREEMENT LEHMAN BROTHERS INC. SG COWEN & CO., LLC PIPER JAFFRAY & CO. NEEDHAM & COMPANY, INC. As Representative(s) of the several Underwriters named in Schedule 1, c/o Lehman Brothers Inc. 745 Seventh Avenue New York, New...Letter Agreement • October 6th, 2005 • Warburg Pincus Equity Partners Lp • Pharmaceutical preparations • New York
LEHMAN BROTHERS INC. SG COWEN & CO., LLC PIPER JAFFRAY & CO. NEEDHAM & COMPANY, INC. As Representative(s) of the several Underwriters named in Schedule 1, c/o Lehman Brothers Inc. 745 Seventh Avenue New York, New York 10019
EXHIBIT 2 --------- JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(K)(1) The undersigned acknowledge and agree that the foregoing Statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to such...Joint Filing Agreement • February 7th, 2002 • Warburg Pincus Equity Partners Lp • Orthopedic, prosthetic & surgical appliances & supplies
The undersigned acknowledge and agree that the foregoing Statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to such statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts and all of such counterparts taken together shall constitute one and the same instrument.
RECITALSRegistration Rights Agreement • January 11th, 2000 • Warburg Pincus Equity Partners Lp • Laboratory analytical instruments • New York
Joint Filing Agreement The undersigned hereby agree that the statement on Schedule 13D with respect to the shares of Common Stock of Four Media Company is, and any amendment thereto signed by each of the undersigned shall be, filed on behalf of each...Joint Filing Agreement • April 15th, 1999 • Warburg Pincus Equity Partners Lp • Services-allied to motion picture production
ARTICLE 1 GRANT OF PROXY; VOTING AGREEMENTVoting Agreement • April 21st, 2005 • Warburg Pincus Equity Partners Lp • Biological products, (no disgnostic substances) • Delaware
EXHIBIT 8 SECURITIES PURCHASE AGREEMENT AGREEMENT dated this 12th day of March, 2001, between Geoffrey T. Barker (the "Seller") and Warburg, Pincus Equity Partners, L.P. (the "Purchaser"). W I T N E S S E T H : - - - - - - - - - - WHEREAS, the Seller...Securities Purchase Agreement • April 9th, 2001 • Warburg Pincus Equity Partners Lp • Services-computer processing & data preparation • New York
amongSecurities Purchase Agreement • July 10th, 2000 • Warburg Pincus Equity Partners Lp • Services-computer processing & data preparation • Washington
Exhibit 2 INVESTMENT AGREEMENT dated as of July 6, 2000Investment Agreement • July 13th, 2000 • Warburg Pincus Equity Partners Lp • Savings institution, federally chartered • New York
Joint Filing AgreementJoint Filing Agreement • June 29th, 2001 • Warburg Pincus Equity Partners Lp • Services-computer processing & data preparation
The undersigned hereby agree that the statement on Schedule 13D with respect to the shares of common stock of The Cobalt Group, Inc. is, and any amendment thereto signed by each of the undersigned shall be, filed on behalf of each undersigned pursuant to and in accordance with the provisions of 13d1-(k) under the Securities Exchange Act of 1934, as amended.
PHYCOR, INC.Registration Rights Agreement • June 17th, 1999 • Warburg Pincus Equity Partners Lp • Services-offices & clinics of doctors of medicine • Tennessee
R E C I T A L S - - - - - - - -Registration Rights Agreement • June 16th, 2000 • Warburg Pincus Equity Partners Lp • Biological products, (no disgnostic substances) • Delaware
Joint Filing AgreementJoint Filing Agreement • July 10th, 2000 • Warburg Pincus Equity Partners Lp • Services-computer processing & data preparation
EXHIBIT 2 SHAREHOLDERS' AGREEMENT THIS SHAREHOLDERS' AGREEMENT (this "Agreement"), dated as of May 5, 2000, is by and among Coventry Health Care, Inc., a Delaware corporation (the "Company"), Warburg, Pincus Ventures, L.P., a Delaware limited...Shareholders' Agreement • May 11th, 2000 • Warburg Pincus Equity Partners Lp • Hospital & medical service plans • Delaware
Joint Filing AgreementJoint Filing Agreement • April 14th, 2000 • Warburg Pincus Equity Partners Lp • Services-allied to motion picture production
November 13, 2001 Warburg, Pincus Equity Partners, L.P. Warburg, Pincus Netherlands Equity Partners I, C.V. Warburg, Pincus Netherlands Equity Partners II, C.V. Warburg, Pincus Netherlands Equity Partners III, C.V. 466 Lexington Avenue New York, New...Warburg Pincus Equity Partners Lp • November 14th, 2001 • Services-computer processing & data preparation • New York
REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into on and as of , 1999 by and among (i) NETIA HOLDINGS S.A., (formerly R.P. Telekom S.A.), a company organized and existing under the laws of the...Registration Rights Agreement • March 17th, 2000 • Warburg Pincus Equity Partners Lp • Telephone communications (no radiotelephone) • New York
Schedule 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-I (f) (1) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement...Joint Filing Agreement • February 15th, 2000 • Warburg Pincus Equity Partners Lp • Services-computer processing & data preparation
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall be responsible for the completeness and accuracy of the information concerning the others, except to the extent it knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts taken together shall constitute one and the same instrument.
andAgreement and Plan of Merger • March 6th, 2000 • Warburg Pincus Equity Partners Lp • Services-skilled nursing care facilities • Georgia
andAgreement and Plan of Merger • June 5th, 2001 • Warburg Pincus Equity Partners Lp • Services-computer processing & data preparation • Washington
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT, dated as of April 8, 1999, among the investors listed on Schedule I hereto (collectively, the "Investor") and Four Media Company, a Delaware corporation (the "Company"). R E C I T A L S - -...Registration Rights Agreement • April 15th, 1999 • Warburg Pincus Equity Partners Lp • Services-allied to motion picture production • Delaware
Exhibit 99.G FORM OF LOCK-UP LETTER AGREEMENT LEHMAN BROTHERS INC. As Representative of the several Underwriters named in Schedule 1, c/o Lehman Brothers Inc. 745 Seventh Avenue New York, New York 10019 Ladies and Gentlemen: The undersigned...Letter Agreement • May 31st, 2007 • Warburg Pincus Equity Partners Lp • Pharmaceutical preparations
LEHMAN BROTHERS INC. As Representative of the several Underwriters named in Schedule 1, c/o Lehman Brothers Inc. 745 Seventh Avenue New York, New York 10019
February 24, 2000 To the Investors whose names and addresses are set forth on Schedules I and II hereto Gentlemen: This letter is being written for the purpose of setting forth the understandings between Hilltopper Holding Corp., a Delaware...Subscription and Contribution Agreement • March 6th, 2000 • Warburg Pincus Equity Partners Lp • Services-skilled nursing care facilities • Delaware
RECITALSRights Agreement • May 11th, 2000 • Warburg Pincus Equity Partners Lp • Hospital & medical service plans
EXHIBIT 2 AMENDED AND RESTATED JOINT FILING AGREEMENT THIS AMENDED AND RESTATED JOINT FILING AGREEMENT is entered into as of April 21, 2005, by and among the parties signatories hereto. This Amended and Restated Joint Filing Agreement amends and...Joint Filing Agreement • April 21st, 2005 • Warburg Pincus Equity Partners Lp • Biological products, (no disgnostic substances)
THIS AMENDED AND RESTATED JOINT FILING AGREEMENT is entered into as of April 21, 2005, by and among the parties signatories hereto. This Amended and Restated Joint Filing Agreement amends and restates the Joint Filing Agreement, dated June 16, 2000, filed as Exhibit 2 to the Schedule 13D filed on June 16, 2000 (the "Statement on Schedule 13D").
EXHIBIT 1 PURCHASE AGREEMENTPurchase Agreement • May 11th, 2000 • Warburg Pincus Equity Partners Lp • Hospital & medical service plans • New York
Conformed Copy STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT is dated as of the 18th day of May, 2000 by and among Transkaryotic Therapies, Inc., a Delaware corporation with its principal office at 195 Albany Street, Cambridge, MA 02139 (the...Stock Purchase Agreement • June 16th, 2000 • Warburg Pincus Equity Partners Lp • Biological products, (no disgnostic substances) • Delaware
JOINT FILING AGREEMENTJoint Filing Agreement • October 12th, 2000 • Warburg Pincus Equity Partners Lp • Telephone & telegraph apparatus
Joint Filing AgreementJoint Filing Agreement • June 17th, 1999 • Warburg Pincus Equity Partners Lp • Services-offices & clinics of doctors of medicine
The undersigned hereby agree that the statement on Schedule 13D with respect to the shares of Common Stock of PhyCor, Inc. is, and any amendment thereto signed by each of the undersigned shall be, filed on behalf of each undersigned pursuant to and in accordance with the provisions of 13d-1(k) under the Securities Exchange Act of 1934, as amended.
PURCHASE AGREEMENT ------------------ This Purchase Agreement (the "Agreement") is entered into as of December 22, 2000 by and between Queenswood Investments Limited, a Mauritius corporation (the "Purchaser"), and Intel Corporation, a Delaware...Purchase Agreement • December 29th, 2000 • Warburg Pincus Equity Partners Lp • Services-computer programming, data processing, etc. • New York
JOINT FILING AGREEMENT The undersigned hereby agree that the amendment to the statement on Schedule 13D with respect to the Common Stock of Avaya Inc. is, and any further amendment thereto signed by each of the undersigned shall be, filed on behalf of...Joint Filing Agreement • August 4th, 2005 • Warburg Pincus Equity Partners Lp • Telephone & telegraph apparatus
The undersigned hereby agree that the amendment to the statement on Schedule 13D with respect to the Common Stock of Avaya Inc. is, and any further amendment thereto signed by each of the undersigned shall be, filed on behalf of each undersigned pursuant to and in accordance with the provisions of 13d-1(k) under the Securities Exchange Act of 1934, as amended.
THIRD AMENDMENT TO REGISTRATION AGREEMENTRegistration Agreement • July 10th, 2000 • Warburg Pincus Equity Partners Lp • Services-computer processing & data preparation
ARTICLE I.Voting Agreement • June 5th, 2001 • Warburg Pincus Equity Partners Lp • Services-computer processing & data preparation • New York
AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 10th, 1999 • Warburg Pincus Equity Partners Lp • Services-offices & clinics of doctors of medicine
