SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 30th, 2013 • Arno Therapeutics, Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 29, 2013, between ARNO THERAPEUTICS, INC., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 16th, 2016 • Arno Therapeutics, Inc • Pharmaceutical preparations
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 28th, 2011 • Arno Therapeutics, Inc • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of April 25, 2011, between Arno Therapeutics, Inc., a Delaware corporation (the “Company”), and Glenn Mattes (“Indemnitee”).
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Arno Therapeutics, Inc • October 30th, 2013 • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after October 29, 2013 (the “Initial Exercise Date”) and on or prior to the close of business on October 29, 2018 (the “Termination Date”) but not thereafter, to subscribe for and purchase from ARNO THERAPEUTICS, INC., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
8% SENIOR CONVERTIBLE DEBENTURE DUE ________ ___, 2015Arno Therapeutics, Inc • November 27th, 2012 • Pharmaceutical preparations • New York
THIS 8% SENIOR CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 8% Senior Convertible Debentures of ARNO THERAPEUTICS, INC., a Delaware corporation, (the “Company”), having its principal place of business at _____________________________, designated as its 8% Senior Convertible Debenture due ____________ ___, 2015 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Arno Therapeutics, Inc • August 16th, 2016 • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [_______________] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [●], 2016 (the “Initial Exercise Date”) and on or prior to the close of business on August 15, 2021 (the “Termination Date”) but not thereafter, to subscribe for and purchase from ARNO THERAPEUTICS, INC., a Delaware corporation (the “Company”), up to [________] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 30th, 2013 • Arno Therapeutics, Inc • Pharmaceutical preparations
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 16th, 2016 • Arno Therapeutics, Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 15 , 2016, between ARNO THERAPEUTICS, INC., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUED UPON ITS EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 5 OF THIS WARRANTArno Therapeutics, Inc • June 9th, 2008 • Books: publishing or publishing & printing • Delaware
Arno Therapeutics, Inc., a Delaware corporation (the “Company”), for value received, hereby certifies that NAME, or its registered assigns (the “Registered Holder”), is entitled, subject to the terms and conditions set forth below, to purchase from the Company, at any time or from time to time on or after June 2, 2008 and on or before 5:00 p.m. (Eastern time) on June 2, 2013 (the “Exercise Period”), [*] shares of common stock, $0.001 par value per share, of the Company (“Common Stock”), at a purchase price of Two Dollars and Forty Two Cents ($2.42) per share. The shares purchasable upon exercise of this Warrant, and the purchase price per share, each as adjusted from time to time pursuant to the provisions of this Warrant, are hereinafter referred to as the “Warrant Shares” and the “Purchase Price,” respectively. This Warrant is one of a series of Warrants issued by the Company, all with the same Original Issue Date and of like tenor, except as to the number of Warrant Shares subject t
STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 13th, 2016 • Arno Therapeutics, Inc • Pharmaceutical preparations • New York
This Stock Purchase Agreement (this “Agreement”) is dated as of January 12, 2016, between ARNO THERAPEUTICS, INC., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
NONQUALIFIED STOCK OPTION AGREEMENT ARNO THERAPEUTICS, INC.Nonqualified Stock Option Agreement • March 17th, 2016 • Arno Therapeutics, Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT, made effective as of this day of ___________, 20__, by and between Arno Therapeutics, Inc., a Delaware corporation (the “Company”), and _________________ (“Participant”).
RESTRICTED STOCK UNIT AGREEMENT ARNO THERAPEUTICS, INC.Restricted Stock Unit Agreement • March 17th, 2016 • Arno Therapeutics, Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT, made effective as of this day of , 20___, by and between Arno Therapeutics, Inc., a Delaware corporation (the “Company”), and _____________________ (“Participant”).
INCENTIVE STOCK OPTION AGREEMENT ARNO THERAPEUTICS, INC.Incentive Stock Option Agreement • March 17th, 2016 • Arno Therapeutics, Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT, made effective as of this ____ day of ____________, 20__, by and between Arno Therapeutics, Inc., a Delaware corporation (the “Company”), and __________________ (“Participant”).
ARNO THERAPEUTICS, INC.Arno Therapeutics, Inc • March 17th, 2016 • Pharmaceutical preparations • Delaware
RESTRICTED STOCK AGREEMENT ARNO THERAPEUTICS, INC.Restricted Stock Agreement • March 17th, 2016 • Arno Therapeutics, Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT is made effective as of this ____ day of , 20__, by and between Arno Therapeutics, Inc., a Delaware corporation (the “Company”), and _________________________ (“Participant”).
Exhibit 10.31 July 15, 2005 Geotheatre Productions Inc. 101-1870 Parkinson Way Kelowna, British Columbia V1Y 8C9 Dear Sirs: Re: Licensing agreement between John and Katherine Bracey and Geotheatre Productions Inc. Please be advised that John and...Laurier International Inc • July 27th, 2005 • Books: publishing or publishing & printing
Please be advised that John and Katherine Bracey waive any claim to product royalties under this agreement until January 1st, 2006.
STOCK OPTION AGREEMENT ARNO THERAPEUTICS, INC.Stock Option Agreement • August 15th, 2011 • Arno Therapeutics, Inc • Pharmaceutical preparations • Delaware
THIS STOCK OPTION AGREEMENT (this “Agreement”) is made effective as of June 22, 2011, by and between ARNO THERAPEUTICS, INC., a Delaware corporation (the “Company”), and ALEX ZUKIWSKI, M.D. (“Participant”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 1st, 2007 • Laurier International Inc • Books: publishing or publishing & printing
THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is made and entered into in duplicate this 27th day of September, 2007, by and among Katherine Bracey (the “Seller”); and Fountainhead Capital Management Limited, a Jersey, Channel Islands corporation (the “Purchaser”); Laurier International Inc., a Delaware corporation (the “Corporation”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 9th, 2008 • Arno Therapeutics, Inc • Books: publishing or publishing & printing • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is made this 1st day of June 2007, by and between ARNO THERAPEUTICS, INC., a Delaware corporation with principal executive offices at 689 5th Avenue, 14th Floor, New York, NY 10022, (the “Company”), and SCOTT FIELDS, M.D., residing at 28 Doremus Drive, Towaco, New Jersey, 07082 (the “Executive”).
SHORT FORM LEASE Between MAPLE 4 CAMPUS L.L.C., as Landlord, and ARNO THERAPEUTICS, INC. as Tenant Building: Parsippany, New JerseyLease • March 31st, 2009 • Arno Therapeutics, Inc • Pharmaceutical preparations
THIS LEASE is made on the 20th day of October, 2008 between MAPLE 4 CAMPUS L.L.C., a New Jersey limited liability company, whose address is c/o Mack-Cali Realty Corporation, 343 Thornall Street, Edison, New Jersey 08837-2206 (who is referred to in this Lease as “Landlord”) and ARNO THERAPEUTICS, INC., a Delaware corporation, whose address is 30 Two Bridges Road, Suite 270, Fairfield, New Jersey 07004 (who is referred to in this Lease as “Tenant”). This Lease consists of the following Basic Lease Provisions and Definitions and the attached General Conditions and Exhibits. The Basic Lease Provisions and Definitions are referred to in this Lease as the “Basic Lease Provisions.”
SUBSCRIPTION AGREEMENTSubscription Agreement • June 9th, 2008 • Arno Therapeutics, Inc • Books: publishing or publishing & printing • Delaware
This Subscription Agreement (this “Agreement”) is made as of the date set forth on the signature page of this Agreement by and between Arno Therapeutics, Inc., a Delaware corporation (the “Company”), and each party who is a signatory hereto (individually, a “Subscriber” and collectively with other signatories of similar subscription agreements entered into in connection with the Offering described below, the “Subscribers”).
Master Services AgreementMaster Services Agreement • May 15th, 2012 • Arno Therapeutics, Inc • Pharmaceutical preparations • New Jersey
This Master Services Agreement (the “Agreement”) is made as of the 13th day of February by and between ARNO THERAPEUTICS, INC., a corporation (“ARNO”), with its principal office and place of business at 200 Route 31 North, Suite 104, Flemington NJ 08822, and INVIVIS PHARMACEUTICALS, INC., a Corporation with its principal office and place of business at 547 Meadow Road, Bridgewater, New Jersey 08807 together with its affiliate, INVIVIS PHARMACEUTICALS SAS, a corporation with its principal office and place of business at 2, rue Jean Rostand, 91400 Orsay, France (collectively, “INVIVIS”) (each of Arno and Invivis, a “Party” and together, the “Parties”). Capitalized terms used herein, but not otherwise defined shall have the meaning ascribed to such terms in the License Agreement (as defined below).
SERVICES AGREEMENTServices Agreement • March 3rd, 2008 • Laurier International Inc • Books: publishing or publishing & printing • New York
This Services Agreement (this “Agreement”) is made as of November 1, 2007 by and between Laurier International, Inc., a Delaware corporation (the “Company”) and Fountainhead Capital Management Limited, an entity registered in Jersey (“FHCM”) (each a “Party” and collectively referred to hereafter as the “Parties”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 28th, 2011 • Arno Therapeutics, Inc • Pharmaceutical preparations • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is made this 22nd day of June 2011, by and between ARNO THERAPEUTICS, INC., a Delaware corporation with principal executive offices at 4 Campus Drive, 2nd Floor, Parsippany, NJ 07054 (the “Company”), and ALEX ZUKIWSKI, M.D., residing at [ ] (the “Executive”).
Exhibit 10.21 AMENDMENT TO EXCLUSIVE LICENSE AGREEMENT The Exclusive License Agreement by and between, John & Katherine Bracey (LICENSOR) and Geotheatre Productions Inc. (LICENSEE) dated March 13th 2001 is amended as follows: The payment or accrual of...Exclusive License Agreement • May 3rd, 2005 • Laurier International Inc • Books: publishing or publishing & printing
The Exclusive License Agreement by and between, John & Katherine Bracey (LICENSOR) and Geotheatre Productions Inc. (LICENSEE) dated March 13th 2001 is amended as follows:
CONFIDENTIAL TREATMENT REQUESTED Information marked by [***] has been omitted pursuant to a request for confidential treatment. The omitted portion has been separately filed with the Securities and Exchange Commission. EXCLUSIVE LICENSE AGREEMENTConfidential Treatment Requested • June 9th, 2008 • Arno Therapeutics, Inc • Books: publishing or publishing & printing • Kentucky
This Agreement is made and entered into as of the 25th day of October, 2006 (“Effective Date”), by and between the University of Pittsburgh – Of the Commonwealth System of Higher Education, a non-profit corporation organized and existing under the laws of the Commonwealth of Pennsylvania, with an office at 200 Gardner Steel Conference Center, Thackeray and O’Hara Streets, Pittsburgh, Pennsylvania 15260 (“University”), and Arno Therapeutics, Inc., with its principal business at 689 Fifth Avenue, 14th Floor, New York, NY 10022 (“Licensee”).
SERVICES AGREEMENTServices Agreement • November 8th, 2010 • Arno Therapeutics, Inc • Pharmaceutical preparations • New York
THIS SERVICES AGREEMENT ("Agreement") is entered into effective as of June 1, 2009 (the “Effective Date”), by and between ARNO THERAPEUTICS, INC., a Delaware corporation ("ARNO") having a place of business at 4 Campus Dr., 2nd Floor, Parsippany, NJ 07054 and TWO RIVER CONSULTING, LLC, a Delaware limited liability corporation ("CONSULTANT"), having a business address at 689 Fifth Avenue, New York, NY 10022.
CONFIDENTIAL TREATMENT REQUESTED Information marked by [***] has been omitted pursuant to a request for confidential treatment. The omitted portion has been separately filed with the Securities and Exchange Commission. LICENSE AGREEMENTConfidential Treatment Requested • June 9th, 2008 • Arno Therapeutics, Inc • Books: publishing or publishing & printing • Ohio
This Agreement is entered into on January 3, 2008, between THE OHIO STATE UNIVERSITY RESEARCH FOUNDATION, located at 1960 Kenny Road, Columbus, Ohio and ARNO THERAPEUTICS, INC., a Delaware corporation located at 30 Two Bridges Rd., Suite 270, Fairfield, NJ 07004.
CONFIDENTIAL TREATMENT REQUESTED Information marked by [***] has been omitted pursuant to a request for confidential treatment. The omitted portion has been separately filed with the Securities and Exchange Commission. LICENSE AGREEMENTConfidential Treatment • June 9th, 2008 • Arno Therapeutics, Inc • Books: publishing or publishing & printing • Ohio
This Agreement is entered into on January 9, 2008, between THE OHIO STATE UNIVERSITY RESEARCH FOUNDATION, located at 1960 Kenny Road, Columbus, Ohio and ARNO THERAPEUTICS, INC., a Delaware corporation located at 30 Two Bridges Road, Suite #270, Fairfield, New Jersey 07004.
Exhibit 10.1 EXCLUSIVE LICENSE AGREEMENT John & Katherine Bracey (LICENSOR) and Geotheatre Productions Inc. (LICENSEE) agree that LICENSOR is the owner of the Copyright material "Geotheatre Educational Resources": List of Products: * The Geotheatre...Exclusive License Agreement • July 15th, 2003 • Laurier International Inc • Books: publishing or publishing & printing
John & Katherine Bracey (LICENSOR) and Geotheatre Productions Inc. (LICENSEE) agree that LICENSOR is the owner of the Copyright material "Geotheatre Educational Resources":
AGREEMENT AND PLAN OF MERGER BY AND AMONG LAURIER INTERNATIONAL, INC., ARNO THERAPEUTICS, INC. AND LAURIER ACQUISITION, INC.Agreement and Plan of Merger • March 6th, 2008 • Laurier International Inc • Books: publishing or publishing & printing • New York
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of March 5, 2008, among Laurier International, Inc., a Delaware corporation (“Parent”), Arno Therapeutics, Inc., a Delaware corporation (“Arno”), and Laurier Acquisition, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”).
SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER BY AND AMONG LAURIER INTERNATIONAL, INC., ARNO THERAPEUTICS, INC. AND LAURIER ACQUISITION, INC.Agreement and Plan of Merger • July 31st, 2008 • Arno Therapeutics, Inc • Books: publishing or publishing & printing
THIS FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (the "First Amendment") is made by and between LAURIER INTERNATIONAL, INC., ARNO THERAPEUTICS, INC. AND LAURIER ACQUISITION, INC. (collectively, the “Parties”), and is dated as of the 30th day of May, 2008.
EMPLOYMENT AGREEMENTEmployment Agreement • February 27th, 2014 • Arno Therapeutics, Inc • Pharmaceutical preparations • New Jersey
This EMPLOYMENT AGREEMENT (the “Agreement”) is made this 24th day of February, 2014 (the “Effective Date”), by and between Arno Therapeutics, Inc., a Delaware corporation with principal offices at 200 Route 31 North, Suite 104, Flemington, NJ 08822 (the “Company”), and Mr. Lawrence A. Kenyon (the “Executive”) having an address at [Address].
CONFIDENTIAL TREATMENT INFORMATION MARKED BY [***] HAS BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED PORTION HAS BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. EXCLUSIVE PATENT LICENSE AGREEMENTExclusive Patent License Agreement • May 15th, 2014 • Arno Therapeutics, Inc • Pharmaceutical preparations • Delaware
THIS EXCLUSIVE PATENT LICENSE AGREEMENT (this “Agreement”) is made by and between Regents of the University of Minnesota, a constitutional corporation under the laws of the state of Minnesota, having a place of business at 200 Oak Street, SE, Suite 280, Minneapolis, Minnesota 55445 (the “University”), and the Licensee identified below. The University and the Licensee agree that:
STOCK OPTION AGREEMENT ARNO THERAPEUTICS, INC.Stock Option Agreement • March 31st, 2014 • Arno Therapeutics, Inc • Pharmaceutical preparations • Delaware
THIS STOCK OPTION AGREEMENT (this “Agreement”) is made effective as of ___________, by and between Arno Therapeutics, Inc., a Delaware corporation (the “Company”), and ________________ (“Participant”).
