Haemacure Corp Sample Contracts

Haemacure Corp – SETTLEMENT, TERMINATION AND RELEASE AGREEMENT (February 20th, 2003)

SETTLEMENT, TERMINATION AND RELEASE AGREEMENT This SETTLEMENT, TERMINATION AND RELEASE AGREEMENT ("Settlement Agreement") is made as of the 1st day of March, 2002, between ZLB Bioplasma AG, Wankdorstrasse 10, Postfach 3000, Bern 22, Switzerland, a Swiss Corporation ("ZLB Bioplasma") and Haemacure Corporation, 2001 University Avenue, Suite 430, Montreal, Canada H3A 2A6, a Canadian corporation ("Haemacure"). RECITALS A. Haemacure and ZLB Central Laboratory Blood Transfusion Service SRC ("ZLB Foundation") entered into a license agreement dated as of June 15, 1999 (the "License Agreement") and a supply agreement of even date with the License Agreement (the "Supply Agreement"). B. Pursuant to an asset purchase agreement executed between ZLB Bioplasma and ZLB Foundation dated June 6, 2000, ZLB Bioplasma acquired all of the assets and liabilities related to the plasma products business conducted by ZLB Foundation (the "

Haemacure Corp – LICENSE AND TECHNOLOGY TRANSFER AGREEMENT (February 20th, 2003)

LICENSE AND TECHNOLOGY TRANSFER AGREEMENT THIS AGREEMENT (the "Agreement") dated as of March 1, 2002 is by and between HAEMACURE CORPORATION, a corporation organized and existing under the laws of Quebec, Canada having its main office at 2001 University Street, Suite 430, Montreal, Canada 43A2AG, (hereinafter referred to as "HAE") and ZLB BIOPLASMA AG, a wholly-owned subsidiary of CSL Limited, and a corporation organized and existing under the laws of Switzerland, having its main office and place of business at Wankdorfstrasse 10, of 3000 Bern 22, (hereinafter referred to as "ZLB Bioplasma"), (HAE and ZLB Bioplasma are hereinafter jointly referred to as "the Parties"). RECITALS: WHEREAS, HAE and ZLB Central Laboratory Blood Transfusion Service SRC (hereinafter referred to as "ZLB Foundation") entered into a License Agreement and a Supply Agreement (the "1999 Agreements"), both dated June 15, 1999; WHEREAS, ZLB F

Haemacure Corp – AGREEMENT (December 12th, 2001)

Exhibit 4.20 Portions of this exhibit were omitted and filed separately with the Commission pursuant to an application for confidential treatment filed with the Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. Such portions are marked with a series of asterisks. AGREEMENT THIS AGREEMENT, effective as of the 15th day of February, 2001, between PHARMACIA CORPORATION, a company organized under the laws of the State of Delaware, having a place of business at 100 Route 206 North, Peapack, New Jersey 08807("Pharmacia"), and HAEMACURE CORPORATION, a corporation organized under the laws of the State of Delaware, having its principal place of business at One Sarasota Tower, STE 802, Two North Tamiami Trail, Sarasota, Florida 34236 ("HAE"). WITNESSETH: WHEREAS, Pharmacia markets and sells its Gelfoam(R) Pr

Haemacure Corp – LOAN AND SECURITY AGREEMENT (December 12th, 2001)

EXHIBIT 4.18 LOAN AND SECURITY AGREEMENT PREAMBLE. THIS LOAN AND SECURITY AGREEMENT (as it may be amended or modified from time to time, and together with all Schedules, Riders and Exhibits attached hereto, this "Agreement") is made by UPS CAPITAL CORPORATION, a Delaware corporation ("Lender"), with each undersigned "Borrower" (as more particularly defined below, "Borrower") as of the "Closing Date" specified below (the "Closing Date"), for the purpose of evidencing the terms and conditions on which Lender will extend financing to Borrower. NOW, THEREFORE, to induce Lender to extend the financing provided for herein, and for other good and valuable consideration, the sufficiency and receipt of which are mutually acknowledged, Borrower agrees with Lender as follows: 1. DEFINITIONS, TERMS AND REFERENCES 1.1. Certain Definitions. In addition to such other terms as

Haemacure Corp – 1996 STOCK OPTION PLAN (December 12th, 2001)

EXHIBIT 4.17 As amended on April 26, 2001 by AGM Exhibit 4.17 HAEMACURE CORPORATION 1996 STOCK OPTION PLAN SECTION 1 - PURPOSE OF THE PLAN 1.1 The purpose of this Stock Option Plan (the "Plan") is to provide directors, officers and employees of, and service providers to, Haemacure Corporation (the "Company") with a proprietary interest through the granting of options to purchase Common Shares (the "Shares") of the Company, subject to certain conditions as hereinafter set forth, for the following purposes: 1.1.1 to increase the interest in the Company's welfare of those directors, officers, employees and service providers who share primary responsibility for the management, growth and protection of the business of

Haemacure Corp – SETTLEMENT AGREEMENT (December 12th, 2001)

Exhibit 4.21 Portions of this exhibit were omitted and filed separately with the Commission pursuant to an application for confidential treatment filed with the Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. Such portions are marked with a series of asterisks. SETTLEMENT AGREEMENT This SETTLEMENT AGREEMENT ("Settlement Agreement") is made as of the 10th day of September, 2001, between Baxter AG (as successor to Immuno International AG), Industriestrasse 67, A-1221 Vienna, an Austrian corporation ("Baxter AG"), and Haemacure Corporation, 2001 University Avenue, Suite 430, Montreal, Canada H3A 2A6, a Canadian corporation ("Haemacure"). RECITALS A. Baxter International Inc. and the Federal Trade Commission (the "FTC") entered into a Consent Order, File No. 971-0002, on December 6, 1996, made final on M

Haemacure Corp – SHAREHOLDER PROTECTION RIGHTS PLAN AGREEMENT (September 6th, 2001)

EXHIBIT 4.1 SHAREHOLDER PROTECTION RIGHTS PLAN AGREEMENT DATED AS OF January 24, 2001 between HAEMACURE CORPORATION and TRUST GENERAL DU CANADA as Rights Agent TABLE OF CONTENTS ARTICLE 1 - INTERPRETATION............................................1 1.1 Certain Definitions..............................................1 1.2 Currency.........................................................9 1.3 Headings.........................................................9 1.4 Grandfather Provisions...........................................9 ARTICLE 2 - THE RIGHTS...............