RECITALSConsulting Agreement • May 27th, 2004 • Technology Acquisition Corp • Non-operating establishments • California
AISLING CAPITAL II, LPJoint Filing Agreement • April 12th, 2007 • Minrad International, Inc. • Pharmaceutical preparations
Each of the undersigned hereby acknowledges and agrees, in compliance with the provisions of Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, that the Schedule 13D to which this Agreement is attached as an Exhibit (the "Schedule 13D"), and any amendments thereto, will be filed with the Securities and Exchange Commission jointly on behalf of the undersigned. This Agreement may be executed in one or more counterparts.
R E C I T A L SSecurities Purchase Agreement • May 27th, 2004 • Technology Acquisition Corp • Non-operating establishments • California
AMENDMENT TOMerger Agreement and Plan • August 30th, 2004 • Technology Acquisition Corp • Non-operating establishments • Delaware
10,000,000] Shares Minrad International, Inc. Common Stock, Par Value $0.01 Per Share Underwriting AgreementUnderwriting Agreement • May 22nd, 2006 • Minrad International, Inc. • Pharmaceutical preparations • New York
ASSIGNMENT AND ASSUMPTION AGREEMENT This Assignment and Assumption Agreement (the "Agreement") is entered into as of May ___, 2004 by and among Wilhelm H. Liesner (the "Seller"), on the one hand, and Laird Q. Cagan, Eric McAfee, and International...Assignment and Assumption Agreement • May 27th, 2004 • Technology Acquisition Corp • Non-operating establishments
MINRAD INTERNATIONAL, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 14th, 2005 • Minrad International, Inc. • Non-operating establishments • Nevada
THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made as of _________, 2005, by and among MINRAD INTERNATIONAL, INC., a Nevada corporation (the "Company"), and the undersigned holders of common stock of the Company together with their qualifying transferees (the "Holders").
AMONGMerger Agreement • July 20th, 2004 • Technology Acquisition Corp • Non-operating establishments • Delaware
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 5th, 2005 • Minrad International, Inc. • Pharmaceutical preparations • New York
THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), is entered into as of June 28, 2005, by and among Minrad International, Inc., a Delaware corporation (the "Company") and the buyers identified as buyers subsequent to June 10, 2005 on the Schedule of Buyers attached hereto as Exhibit A (each, a "Buyer" and, collectively, the "Buyers").
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 14th, 2005 • Minrad International, Inc. • Surgical & medical instruments & apparatus • New York
SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of June 8, 2005, by and among Minrad International, Inc., a Delaware corporation (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").
September 11, 2008Minrad International, Inc. • September 16th, 2008 • Pharmaceutical preparations • New York
This will confirm the terms and conditions of your continued employment with Minrad International, Inc. (the “Company”) in the position of Vice President and Controller, effective May 12, 2008. Except as otherwise specifically provided herein, this letter agreement supersedes and replaces all prior communications, representations, agreements, understandings, plans and arrangements between the parties, whether oral or written. Your employment with the Company will continue to be “at will,” meaning that either you or the Company can terminate your employment at any time, with or without cause, and with or without prior notice.
MINRAD INTERNATIONAL, INC. NOTE SUBSCRIPTION AGREEMENTNote Subscription Agreement • February 14th, 2005 • Minrad International, Inc. • Non-operating establishments • New York
AGREEMENT made as of the 8th day of February , 2005 by and between the undersigned subscriber (the "Subscriber") and MINRAD INTERNATIONAL, INC., a Nevada corporation (the "Corporation"), having its principal office at 847 Main Street, Buffalo, New York 14203.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 21st, 2005 • Minrad International, Inc. • Surgical & medical instruments & apparatus • New York
SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of June 17, 2005, by and among Minrad International, Inc., a Delaware corporation (the "Company"), and the investors listed on the Schedule of Buyers attached hereto as a buyer subsequent to June 10, 2005 (individually, a "Buyer" and collectively, the "Buyers").
EXCLUSIVE MANUFACTURING AND DISTRIBUTION AGREEMENTExclusive Manufacturing and Distribution Agreement • August 7th, 2006 • Minrad International, Inc. • Pharmaceutical preparations
MINRAD INTERNATIONAL, INC. WARRANT AGREEMENTWarrant Agreement • February 14th, 2005 • Minrad International, Inc. • Non-operating establishments • Nevada
THIS WARRANT AGREEMENT (this "Agreement") is made and entered into as of February ____, 2005, between and among Minrad International, Inc., a Nevada corporation (the "Company") and ______________ ("Holder").
AMENDMENT TO ADVISORY CONSULTING AGREEMENTAdvisory Consulting Agreement • November 1st, 2006 • Minrad International, Inc. • Pharmaceutical preparations
INTERNATIONAL CAPITAL ADVISORY INC. (“ICA”) and MINRAD INC. (“Minrad”) hereby enter into this Amendment to Advisory Consulting Agreement (the “Amendment”) and agree as follows:
January 23, 2009Minrad International, Inc. • January 23rd, 2009 • Pharmaceutical preparations
Our firm represents Minrad International, Inc. (“Minrad”). As you may know, Minrad has entered into a merger agreement with Piramal Healthcare, Inc., Mayflower Acquisition Corp. and Piramal Healthcare Ltd. in which Piramal will acquire Minrad. The stockholders of Minrad must approve the merger agreement prior to it being closed. If the merger closes, stockholders of Minrad will receive $0.12 for each share of Company common stock which such stockholder owns.
STOCK OPTION AGREEMENTStock Option Agreement • May 8th, 2008 • Minrad International, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT is made as of by and between MINRAD INTERNATIONAL, INC., a Delaware corporation, (the “Company”) and (the “Optionee”).
INVESTMENT AGREEMENT dated as of February 8, 2008 by and among MINRAD INC. as Company MINRAD INTERNATIONAL, INC. as Parent THE GUARANTORS FROM TIME TO TIME PARTY HERETO LAMINAR DIRECT CAPITAL L.P. as a Lender and as Agent, and THE OTHER LENDERS PARTY...Investment Agreement • March 31st, 2008 • Minrad International, Inc. • Pharmaceutical preparations • New York
THIS INVESTMENT AGREEMENT (this “Agreement”) is made and entered into as of February 8, 2008, among MINRAD INC., a Delaware corporation (the “Company”), MINRAD INTERNATIONAL, INC., a Delaware corporation (the “Parent”), the guarantors from time to time party hereto (together with the Parent, the “Guarantors”), LAMINAR DIRECT CAPITAL L.P., a Delaware limited partnership, as a Lender and in its capacity as agent and collateral agent, in each case in the manner and to the extent described in Article XI hereof (in each such capacity, the “Agent”), the financial institutions identified as Lenders on the signature pages hereto, and the other lenders from time to time party hereto (collectively, the “Lenders” and each individually, a “Lender”).
BetweenTechnology Acquisition Corp • May 17th, 2002
EMPLOYMENT AGREEMENTEmployment Agreement • December 21st, 2004 • Technology Acquisition Corp • Non-operating establishments • New York
THIS AGREEMENT is made as of the 1st day of March, 2004 by and between Minrad Inc., a Delaware corporation, with an office at 847 Main Street, Buffalo, NY 14203 (the "Corporation") and William H. Burns, Jr. residing at 69 Forest Road, Orchard Park, NY 14127 (the "Executive").
MILESTONE STOCK OPTION AGREEMENTMilestone Stock Option Agreement • August 23rd, 2006 • Minrad International, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT is made as of by and between MINRAD INTERNATIONAL, INC., a Delaware corporation, (the "Company") and (the "Optionee").
AGREEMENT AND PLAN OF MERGER AMONG PIRAMAL HEALTHCARE, INC., MAYFLOWER ACQUISITION CORP. PIRAMAL HEALTHCARE LTD. and MINRAD INTERNATIONAL, INC. Dated as of December 22, 2008Agreement and Plan of Merger • December 23rd, 2008 • Minrad International, Inc. • Pharmaceutical preparations • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 22, 2008, among Piramal Healthcare, Inc., (“Parent”), a Delaware corporation, Mayflower Acquisition Corp., a Delaware corporation and wholly owned Subsidiary of Parent (“PH Sub”), Minrad International, Inc., a Delaware corporation (the “Company”), and (solely with respect to Sections 3.02, 3.06, 6.12, 8.03, 8.04, 8.05 and Article IX) Piramal Healthcare Limited, an Indian public limited company (“PHL”).
MINRAD LETTERHEAD]Minrad International, Inc. • January 22nd, 2009 • Pharmaceutical preparations
Minrad has entered into a merger agreement with Piramal Healthcare, Inc., Mayflower Acquisition Corp. and Piramal Healthcare Ltd. in which Piramal will acquire Minrad. The stockholders of Minrad must approve the merger agreement prior to it being closed. If the merger closes, stockholders of Minrad will receive $0.12 for each share of Company common stock which such stockholder owns.
ContractMinrad International, Inc. • February 14th, 2005 • Non-operating establishments • New York
THIS NOTE AND THE COMMON STOCK IT IS CONVERTIBLE INTO HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT OR AN OPINION OF COUNSEL SATISFACTORY TO THE ISSUER THAT SUCH REGISTRATION IS NOT REQUIRED.
LEASE AGREEMENTLease Agreement • November 14th, 2005 • Minrad International, Inc. • Pharmaceutical preparations • New York
THIS LEASE made and entered into as of the 20th day of October, 2005 by and between Peter L. Krog having offices at 4 Centre Drive Orchard Park, NY 14127 (hereinafter referred to as "LANDLORD"); and Minrad Inc. having offices at 847 Main Street; Buffalo, NY 14203 (hereinafter referred to as ("TENANT").
INDEMNIFICATION PRIORITY AGREEMENTIndemnification Priority Agreement • December 23rd, 2008 • Minrad International, Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION PRIORITY AGREEMENT (the “Agreement”) is made and entered into as of December 15 2008 between Minrad International, Inc., a Delaware corporation (including its predecessors, successors and assigns, the “Company”), and (“Indemnitee”).
GUARANTYGuaranty • February 14th, 2005 • Minrad International, Inc. • Non-operating establishments • New York
THIS GUARANTY is made as of the 8th day of February, 2005, by Minrad Inc., a Delaware corporation (the "Guarantor"), to and with Laird Q. Cagan and The Tobin Family Trust, (collectively, the "Lender").
MINRAD INTERNATIONAL, INC. LETTERHEAD] CONFIDENTIAL SEPARATION AGREEMENT, WAIVER AND RELEASEConfidential Separation Agreement, Waiver and Release • August 30th, 2006 • Minrad International, Inc. • Pharmaceutical preparations
This SEPARATION AGREEMENT, WAIVER AND RELEASE ("Separation Agreement") is between Minrad International, Inc. ("Employer") and William L. Bednarski ("Executive").
September 11, 2008Minrad International, Inc. • September 16th, 2008 • Pharmaceutical preparations • New York
This will confirm the terms and conditions of your continued employment with Minrad International, Inc. (the “Company”) in the position of Executive Vice President and Chief Technical Officer, effective January 1, 2008. Except as otherwise specifically provided herein, this letter agreement supersedes and replaces all prior communications, representations, agreements, understandings, plans and arrangements between the parties, whether oral or written, including your initial offer letter to join the Company as Senior Vice President Technical dated April 17, 2007. Your employment with the Company will continue to be “at will” meaning that either you or the Company can terminate your employment at any time, with or without cause, and with or without prior notice.
RECITALS:Credit Agreement • March 29th, 2006 • Minrad International, Inc. • Pharmaceutical preparations • New York
EXCLUSIVE MANUFACTURING AND DISTRIBUTION AGREEMENTDistribution Agreement • May 13th, 2005 • Minrad International, Inc. • Surgical & medical instruments & apparatus • New York
This Exclusive Distribution Agreement (the "Agreement"), effective June 9, 2004 (the "Effective Date"), is between MINRAD, INC., a Delaware corporation with offices at 847 Main Street, Buffalo, New York 14203, USA ("Manufacturer") and RxElite Holdings Inc., a Delaware corporation with offices at 1404 N. Main, Suite 200, Meridian, Idaho 83642 ("Distributor").
MINRAD INC.Minrad International, Inc. • November 17th, 2005 • Pharmaceutical preparations
This letter will confirm our mutual agreement to extend the term of the Employment Agreement until December 31, 2006. If this is correct, please so confirm in the space provided below.
RECITALSLicense Agreement • February 20th, 2002 • Technology Acquisition Corp • Texas
RECITALSAgreement of Amendment • July 9th, 2002 • Technology Acquisition Corp • Non-operating establishments
