September 15, 2004Combinatorx, Inc • December 10th, 2004 • Delaware
RECITALSRegistration Rights Agreement • December 10th, 2004 • Combinatorx, Inc • Massachusetts
1. REGISTRATION RIGHTS......................................................... .................................1 1.1 DEFINITIONS............................. .................................................................1 1.2 REQUEST FOR...' Rights Agreement • December 10th, 2004 • Combinatorx, Inc • Massachusetts
RECITALSCombinatorx, Inc • March 20th, 2006 • Pharmaceutical preparations
COMMON STOCKCombinatorx, Inc • February 14th, 2005 • Pharmaceutical preparations • New York
Exhibit 10.15 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT NO. 4201 (this "AGREEMENT") is entered into as of September 7, 2004, by and between LIGHTHOUSE CAPITAL PARTNERS V, L.P. ("LENDER") and COMBINATORX, INCORPORATED, a Delaware...Loan and Security Agreement • December 10th, 2004 • Combinatorx, Inc • California
EXHIBIT 4.5 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR...Combinatorx, Inc • March 20th, 2006 • Pharmaceutical preparations • Connecticut
9,600,000 Shares EPIRUS BIOPHARMACEUTICALS, INC. Common Stock, Par Value $0.001 Per Share UNDERWRITING AGREEMENTUnderwriting Agreement • January 30th, 2015 • EPIRUS Biopharmaceuticals, Inc. • Pharmaceutical preparations • New York
COMMON STOCKCombinatorx, Inc • November 4th, 2005 • Pharmaceutical preparations • New York
Exhibit 10.6 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 WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR...Combinatorx, Inc • December 10th, 2004 • 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 WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR PURSUANT TO RULE 144 OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE CORPORATION AND ITS COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED.
EXHIBIT 10.45 THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OR CONVERSION OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE, AND MAY NOT BE SOLD, OR OTHERWISE...Combinatorx, Inc • August 19th, 2005 • Pharmaceutical preparations • Massachusetts
UNDERWRITING AGREEMENTCombinatorx, Inc • January 19th, 2005 • Pharmaceutical preparations • New York
Exhibit 10.5 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 WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR...Combinatorx, Inc • December 10th, 2004 • California
THIS WARRANT CERTIFIES THAT, for good and valuable consideration, the receipt of which is hereby acknowledged, COMERICA BANK - CALIFORNIA or its assignee ("Holder") is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the "Shares") of the corporation (the "Company") at the initial exercise price per Share (the "Warrant Price") all as set forth above and as adjusted pursuant to Article 2 of this warrant, subject to the provisions and upon the terms and conditions set forth in this warrant. ARTICLE 1. EXERCISE. 1.1 METHOD OF EXERCISE. Holder may exercise this warrant by delivering this warrant and a duly executed Notice of Exercise in substantially the form attached as Appendix 1 to the principal office of the Company. Unless Holder is exercising the conversion right set forth in Section 1.2, Holder shall also deliver to the Company a check for the aggregate Warrant Price for the Shares being purchased. 1.2 CONVERSION RIGHT. In lieu of exe
CONTENTS PAGE 1. INTERPRETATION................................................................1 2. COVENANT TO PAY...............................................................3 3. CREATION OF...Combinatorx, Inc • August 19th, 2005 • Pharmaceutical preparations
EXHIBIT 1Research Agreement • March 20th, 2006 • Combinatorx, Inc • Pharmaceutical preparations
RECITALSLicense Agreement • August 19th, 2005 • Combinatorx, Inc • Pharmaceutical preparations • New York
Exhibit 10.32 FORM OF INDEMNIFICATION AGREEMENT This Agreement, made and entered into this __ day of ______________, 2005 ("Agreement"), by and between CombinatoRx, Incorporated, a Delaware corporation (the "Company"), and _____________...Form of Indemnification Agreement • January 19th, 2005 • Combinatorx, Inc • Pharmaceutical preparations • Delaware
AGREEMENT:Registration Rights Agreement • August 19th, 2005 • Combinatorx, Inc • Pharmaceutical preparations • New York
Exhibit 10.18 COMBINATORX, INCORPORATED OMNIBUS AMENDMENT AND WAIVER AGREEMENT This Omnibus Amendment and Waiver Agreement ("Agreement") is made effective as of December 8, 2004 ("Effective Date") by and among CombinatoRx, Incorporated, a Delaware...And Waiver Agreement • December 10th, 2004 • Combinatorx, Inc • Massachusetts
5,600,000 Shares COMBINATORX, INCORPORATED Common Stock PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • October 11th, 2007 • Combinatorx, Inc • Pharmaceutical preparations • New York
Exhibit 10.14 NEGATIVE PLEDGE AGREEMENT THIS NEGATIVE PLEDGE AGREEMENT is made as of September 7, 2004, by and between ("BORROWER") and LIGHTHOUSE CAPITAL PARTNERS V, L.P. ("LENDER"). In connection with the Loan Documents being concurrently executed...Negative Pledge Agreement • December 10th, 2004 • Combinatorx, Inc
BETWEENResearch and License Agreement • March 20th, 2006 • Combinatorx, Inc • Pharmaceutical preparations • New York
EPIRUS BIOPHARMACEUTICALS, INC.Stock Option Agreement • May 8th, 2014 • Zalicus Inc. • Pharmaceutical preparations • Delaware
Unless otherwise defined herein, the terms defined in the 2011 Equity Incentive Plan (the “Plan”) shall have the same defined meanings in this Stock Option Agreement (the “Option Agreement”).
ContractWarrant Agreement • October 3rd, 2014 • EPIRUS Biopharmaceuticals, Inc. • Pharmaceutical preparations • California
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR, SUBJECT TO SECTION 11 HEREOF, AN OPINION OF COUNSEL (WHICH MAY BE COMPANY COUNSEL) REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT, OR ANY APPLICABLE STATE SECURITIES LAWS.
SUBCONTRACT AGREEMENTSubcontract Agreement • August 19th, 2005 • Combinatorx, Inc • Pharmaceutical preparations
AN SAIC-MANAGED PROGRAM TO SUPPORT THE NINDS, NATIONAL INSTITUTES OF HEALTH (NIH), DEPARTMENT OF HEALTH AND HUMAN SERVICES (HHS)
Exhibit 10.4 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 WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR...Combinatorx, Inc • December 10th, 2004 • Massachusetts
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 WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR PURSUANT TO RULE 144 OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE CORPORATION AND ITS COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED.
AGREEMENT OF SUBLEASEAgreement • December 10th, 2004 • Combinatorx, Inc • Massachusetts
Exhibit 10.38 SUBSCRIPTION AND SHAREHOLDERS AGREEMENTSubscription and Shareholders Agreement • August 19th, 2005 • Combinatorx, Inc • Pharmaceutical preparations
Exhibit 10.12 *LOAN7000* MASTER SECURITY AGREEMENT dated as of JULY 20, 2004 ("AGREEMENT") THIS AGREEMENT is between GENERAL ELECTRIC CAPITAL CORPORATION (together with its successors and assigns, if any, "SECURED PARTY") and COMBINATORX, INCORPORATED...Master Security Agreement • December 10th, 2004 • Combinatorx, Inc
RECITALSFounder's Agreement • December 10th, 2004 • Combinatorx, Inc • Massachusetts
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 16th, 2009 • Combinatorx, Inc • Pharmaceutical preparations • Delaware
This Agreement, made and entered into this day of , 2009 (“Agreement”), by and between CombinatoRx, Incorporated, a Delaware corporation (the “Company”), and (“Indemnitee”):
ZALICUS INC. EQUITY DISTRIBUTION AGREEMENT June19, 2012 Wedbush Securities Inc. One Bush Street, Suite 1700 San Francisco, California 94104 Ladies and Gentlemen:Equity Distribution Agreement • June 20th, 2012 • Zalicus Inc. • Pharmaceutical preparations • New York
EXHIBIT 10.47 COMBINATORX, INCORPORATED SERIES E CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT DATED AS OF OCTOBER 3, 2005 EXHIBITS Exhibit A: Fifth Amended and Restated Certificate of Incorporation Exhibit B: Legal Opinion of Ropes & Gray LLP...Convertible Preferred Stock Purchase Agreement • October 3rd, 2005 • Combinatorx, Inc • Pharmaceutical preparations • New York
Exhibit 10.23 EMPLOYMENT, CONFIDENTIALITY AND NON-COMPETITION AGREEMENT THIS EMPLOYMENT, CONFIDENTIALITY AND NON-COMPETITION AGREEMENT (the "Agreement") is made and entered into as of the 23rd day of February, 2004 (the "Effective Date"), by and...Employment, Confidentiality and Non-Competition Agreement • December 10th, 2004 • Combinatorx, Inc • Massachusetts
VOTING AGREEMENTVoting Agreement • April 16th, 2014 • Zalicus Inc. • Pharmaceutical preparations • Delaware
THIS VOTING AGREEMENT (“Agreement”), dated as of April 15, 2014, is made by and among Zalicus Inc., a Delaware corporation (“Phoenix”), Epirus Biopharmaceuticals, Inc., a Delaware corporation (the “Company”), and the undersigned holder (“Stockholder”) of shares of capital stock (the “Shares”) of the Company.
