EXHIBIT E SECURITY AGREEMENT This SECURITY AGREEMENT is made as of February 16, 2006 between the lenders listed on the signature page hereto (hereinafter, collectively, the "SECURED PARTIES") and Access Pharmaceuticals, Inc., a Delaware corporation...Security Agreement • February 27th, 2006 • Sco Capital Partners LLC • Pharmaceutical preparations • New York
COMMON STOCK PURCHASE WARRANT To Purchase [50% X (Issue Amount)/(Conversion Price)] Shares of Common Stock of ACCESS PHARMACEUTICALS, INC.Sco Capital Partners LLC • December 5th, 2007 • Pharmaceutical preparations • New York
THIS IS TO CERTIFY THAT , or registered assigns (the “Holder”), is entitled, during the Exercise Period (as hereinafter defined), to purchase from Access Pharmaceuticals, Inc., a Delaware corporation (the “Company”), the Warrant Stock (as hereinafter defined and subject to adjustment as provided herein), in whole or in part, at a purchase price of $3.50 per share (as adjusted herein), all on and subject to the terms and conditions hereinafter set forth.
AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • March 7th, 2008 • Sco Capital Partners LLC • Pharmaceutical preparations • New York
This Agreement is being entered into pursuant to the Preferred Stock and Warrant Purchase Agreement, dated as of November 7, 2007, by and among the Company and the Purchasers, as amended. The Company and certain of the Purchasers (such Purchasers, the “Original Purchasers”) entered into an Investor Rights Agreement, dated as of November 10, 2007 (the “Original Investor Rights Agreement”) in connection with entering into a Preferred Stock and Warrant Purchase Agreement dated as of November 7, 2007 (the “Original Purchase Agreement”). On the date hereof, the Company, the requisite Original Purchasers and certain additional Purchasers have amended and restated the Original Purchase Agreement (the Original Purchase Agreement, as so amended and restated, the “Purchase Agreement”), and, in connection therewith, the Company and the Purchasers hereby amend and restate the Original Investor Rights Agreement as set forth below.
EXHIBIT A CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENTConvertible Note and Warrant Purchase Agreement • February 27th, 2006 • Sco Capital Partners LLC • Pharmaceutical preparations • New York
EXHIBIT C THIS WARRANT AND THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE OFFERED, SOLD, ASSIGNED OR TRANSFERRED, IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID...Sco Capital Partners LLC • February 27th, 2006 • Pharmaceutical preparations • New York
COMMON STOCK PURCHASE WARRANT To Purchase [50% Coverage] Shares of Common Stock of SOMANTA PHARMACEUTICALS, INC.Sco Capital Partners LLC • March 7th, 2008 • Pharmaceutical preparations • New York
THIS IS TO CERTIFY THAT _______________, or registered assigns (the “Holder”), is entitled, during the Exercise Period (as hereinafter defined), to purchase from Somanta Pharmaceuticals, Inc., a Delaware corporation (the “Company”), the Warrant Stock (as hereinafter defined and subject to adjustment as provided herein), in whole or in part, at a purchase price of $0.75 per share, all on and subject to the terms and conditions hereinafter set forth.
EXHIBIT D INVESTOR RIGHTS AGREEMENT This Investor Rights Agreement (this "Agreement") is made and entered into as of February 16, 2006 among Access Pharmaceuticals, Inc., a Delaware corporation (the "Company"), and each of the purchasers executing...Investor Rights Agreement • February 27th, 2006 • Sco Capital Partners LLC • Pharmaceutical preparations • New York
AMENDED AND RESTATED PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT by and among Access Pharmaceuticals, Inc. and the parties named herein on Schedule 1, as Purchasers February 4, 2008Preferred Stock and Warrant Purchase Agreement • March 7th, 2008 • Sco Capital Partners LLC • Pharmaceutical preparations • New York
This AMENDED AND RESTATED PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is dated as of February 4, 2008, among Access Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the purchasers identified on Schedule 1 hereto (each a “Purchaser” and collectively the “Purchasers”).
COMMON STOCK PURCHASE WARRANT To Purchase [50% X (Issue Amount)/(Conversion Price)] Shares of Common Stock of ACCESS PHARMACEUTICALS, INC.Warrant Purchase Agreement • March 7th, 2008 • Sco Capital Partners LLC • Pharmaceutical preparations • New York
THIS IS TO CERTIFY THAT _______________, or registered assigns (the “Holder”), is entitled, during the Exercise Period (as hereinafter defined), to purchase from Access Pharmaceuticals, Inc., a Delaware corporation (the “Company”), the Warrant Stock (as hereinafter defined and subject to adjustment as provided herein), in whole or in part, at a purchase price of $3.50 per share (as adjusted herein), all on and subject to the terms and conditions hereinafter set forth.
Exhibit H SECURITIES PURCHASE AGREEMENT ----------------------------- SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of March 5th, 2007, by and between Hudson Square Capital, a Delaware limited liability company (the "Seller"), and SCO...Securities Purchase Agreement • April 23rd, 2007 • Sco Capital Partners LLC • Pharmaceutical preparations • New York
DIRECTOR DESIGNATION AGREEMENTDirector Designation Agreement • December 5th, 2007 • Sco Capital Partners LLC • Pharmaceutical preparations • New York
THIS DIRECTOR DESIGNATION AGREEMENT, dated as of November 15, 2007 (this “Agreement”), is entered into by and between Access Pharmaceuticals, Inc., a Delaware corporation (the “Company”) and SCO Capital Partners LLC (“SCO”).
SCO CAPITAL PARTNERS LLC --------------------------------------------------------------------- VIA FACSIMILE: 212-750-6777 ------------- May 29th, 2007 Board of Directors ATTN: Christopher B. Wood Bioenvision, Inc. 345 Park Avenue 41st Floor New York,...Sco Capital Partners LLC • May 30th, 2007 • Pharmaceutical preparations
