Clinical Data Inc Sample Contracts

AutoNDA by SimpleDocs
ARTICLE II REPRESENTATIONS AND WARRANTIES OF THE STOCKHOLDERS
Voting Agreement • June 24th, 2005 • Clinical Data Inc • Laboratory analytical instruments • Delaware
EXHIBIT 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • June 24th, 2005 • Clinical Data Inc • Laboratory analytical instruments • Delaware
EXHIBIT 99.3 AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 7th, 2006 • Clinical Data Inc • Laboratory analytical instruments • New York
RECITALS
Indemnification Agreement • July 11th, 2005 • Clinical Data Inc • Laboratory analytical instruments • Delaware
ARTICLE I DEFINITIONS
Securities Purchase Agreement • June 15th, 2006 • Clinical Data Inc • Laboratory analytical instruments • Massachusetts
AND , AS TRUSTEE INDENTURE DATED AS OF ,
Clinical Data Inc • June 19th, 2007 • Laboratory analytical instruments • New York
AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • August 21st, 2002 • Novitron International Inc • Laboratory analytical instruments • Delaware
ICORIA, INC. AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreement • September 7th, 2006 • Clinical Data Inc • Laboratory analytical instruments • New York
EXHIBIT 99.1 JOINT FILING AGREEMENT ---------------------- In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the persons names below agree to the joint filing on behalf of each of them a Statement on...
Joint Filing Agreement • November 14th, 2003 • Clinical Data Inc • Laboratory analytical instruments

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the persons names below agree to the joint filing on behalf of each of them a Statement on Schedule 13D (including amendments thereto) with regard to the common stock of Clinical Data, Inc., and further agree that this Joint Filing Agreement be included as an exhibit to such joint filings. In evidence thereof, the undersigned, being duly authorized, hereby execute this agreement as of the 14th day of November, 2003.

ARTICLE II REPRESENTATIONS AND WARRANTIES OF THE STOCKHOLDER
Voting Agreement • June 24th, 2005 • Clinical Data Inc • Laboratory analytical instruments • Delaware
ARTICLE I INTEREST & AMORTIZATION
Clinical Data Inc • September 7th, 2006 • Laboratory analytical instruments • New York
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 22nd, 2005 • Clinical Data Inc • Laboratory analytical instruments • Massachusetts

This Securities Purchase Agreement (this “Agreement”) is dated as of November 17, 2005, among Clinical Data, Inc., a Delaware corporation (the “Company”), and the purchasers listed on Exhibit A hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

GUARANTY
Clinical Data Inc • September 7th, 2006 • Laboratory analytical instruments • New York
BY AND AMONG
Agreement and Plan of Merger • May 2nd, 2003 • Novitron International Inc • Laboratory analytical instruments • Delaware
Exhibit 99.1 3,000,000 SHARES OF COMMON STOCK, PAR VALUE $0.01 PER SHARE CLINICAL DATA, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • July 18th, 2007 • Clinical Data Inc • Laboratory analytical instruments • New York
PREAMBLE
Omnibus Amendment • September 7th, 2006 • Clinical Data Inc • Laboratory analytical instruments • New York
AutoNDA by SimpleDocs
EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • August 9th, 2010 • Clinical Data Inc • Pharmaceutical preparations • Massachusetts

This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of May 11, 2010 (the “Effective Date”), between Clinical Data, Inc. a Delaware corporation (the “Company”), and James P. Shaffer (the “Executive”).

1,945,576 Shares CLINICAL DATA, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • June 9th, 2010 • Clinical Data Inc • Pharmaceutical preparations • New York
BY AND AMONG
Agreement and Plan of Merger • May 2nd, 2003 • Novitron International Inc • Laboratory analytical instruments • Delaware
COMMON STOCK PURCHASE WARRANT (SERIES B)
Common Stock Purchase Warrant • February 26th, 2009 • Clinical Data Inc • Laboratory analytical instruments

THIS COMMON STOCK PURCHASE WARRANT (SERIES B) (the “Warrant”) certifies that, for value received, [ ] (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time six (6) months after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the fifth (5th) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Clinical Data, Inc., a Delaware corporation (the “Company”), up to 763,825 shares (the “Warrant Shares”) of Common Stock, par value $0.01 per share, of the Company (the “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 AGREEMENT
Registration Rights Agreement • October 31st, 2008 • Clinical Data Inc • Laboratory analytical instruments

This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof among the Company and the Purchaser (the “Purchase Agreement”).

Clinical Data, Inc. INCENTIVE STOCK OPTION AGREEMENT
Incentive Stock Option Agreement • November 14th, 2005 • Clinical Data Inc • Laboratory analytical instruments
CLINICAL DATA, INC. and ________, AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF _______
Common Stock Warrant Agreement • November 15th, 2010 • Clinical Data Inc • Pharmaceutical preparations • New York

COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between Clinical Data, Inc. , a Delaware corporation (the “Company”) and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 22nd, 2005 • Clinical Data Inc • Laboratory analytical instruments

This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof among the Company and the Purchasers (the “Purchase Agreement”).

Contract
Clinical Data Inc • February 14th, 2006 • Laboratory analytical instruments • New York

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO ICORIA, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.

CLINICAL DATA, INC. and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF
Securities Warrant Agreement • November 15th, 2010 • Clinical Data Inc • Pharmaceutical preparations • New York

Debt Securities Warrant Agreement (this “Agreement”), dated as of between Clinical Data, Inc., a Delaware corporation (the “Company”) and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).

Form of] CONTINGENT VALUE RIGHTS AGREEMENT
Contingent Value Rights Agreement • February 25th, 2011 • Clinical Data Inc • Pharmaceutical preparations • Delaware

This Contingent Value Rights Agreement, dated as of [•], 2011 (this “Agreement”), is entered into by and between FL HOLDING CV, an entity organized under the laws of the Netherlands (“Parent”), FOREST LABORATORIES, INC., a Delaware corporation (the “Guarantor”) and [____________________], as Rights Agent (the “Rights Agent”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 30th, 2008 • Clinical Data Inc • Laboratory analytical instruments • Massachusetts

This Securities Purchase Agreement (this “Agreement”) is dated as of September 26, 2008, among Clinical Data, Inc., a Delaware corporation (the “Company”), and the purchasers listed on Exhibit A hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!