Murdock Communications Corp Sample Contracts

Polar Molecular Holding Corp – SEVENTH AMENDMENT TO THE LOAN EXTENSION AND RELEASE AND WAIVER AGREEMENT (January 9th, 2006)

This Seventh Amendment to the Loan Extension and Release and Waiver Agreement (“Amendment’), entered into by and between Polar Molecular Corporation, a Delaware corporation (the “Company”) and Affiliated Investments, L.LC., a Michigan limited liability company (the “Holder”), dated as of October 13 , 2004.

Polar Molecular Holding Corp – September 28, 2005 Thomas Gillespie Lockhart Chemical Dear Tom, The Board approved the settlement we discussed on Monday for the $68,380.11 for manufacturing invoices owed to Lockhart by Polar. (January 9th, 2006)
Polar Molecular Holding Corp – April 1, 2004 (January 9th, 2006)

This letter confirms that Polar Molecular Corporation (“Polar” or the “Company”) wishes to engage your two firms to seek a restructuring of certain of the past due indebtedness of the Company. As you know, we have identified a number of creditors of the former Murdock Communications Corporation to whom the Company has or may have obligations incurred prior to the transaction by which Polar was merged with Murdock and became its successor. The Company wishes to discharge this indebtedness in order to improve its financial condition as reflected on its balance sheet. The Company hopes that this can be accomplished by issuing shares of its Common Stock, valued at its then current market value as may be reasonably agreed, in lieu of paying cash for certain of the indebtedness or by obtaining an agreement with the creditor to compromise the indebtedness by prompt payment in cash. The Company proposes to compensate you for your successful negotiation of such restructuring arrangements by the

Polar Molecular Holding Corp – SETTLEMENT AGREEMENT AND RELEASE (January 9th, 2006)

THIS SETTLEMENT AGREEMENT AND RELEASE (this “Agreement”) is dated as of November 30, 2005, between Polar Molecular Holding Corporation, a Delaware corporation (“Polar”), and Holme Roberts & Owen LLP, a Colorado limited liability partnership. Holme Roberts & Owen LLP, its predecessors, current and former partners, members, and employees shall be referred to herein as “HRO.”  Polar and HRO shall be collectively referred to herein as the “parties” and individually as a “party.”

Polar Molecular Holding Corp – SETTLEMENT AGREEMENT (January 9th, 2006)

This Settlement Agreement is entered into between POLAR MOLECULAR HOLDING CORPORATION, a Delaware corporation, with principal offices at 4600 S. Ulster Street, Suite 940, Denver, Colorado 80237 (“Polar”) and HOLME ROBERTS & OWEN LLP, a Colorado limited liability partnership, with offices at 1700 Lincoln Street, Suite 4100, Denver, Colorado 80203 (“HRO”).

Polar Molecular Holding Corp – SIXTH AMENDMENT TO THE LOAN EXTENSION AND RELEASE AND WAIVER AGREEMENT (January 9th, 2006)

This Sixth Amendment to the Loan Extension an Release and Waiver Agreement (“Amendment”), entered into by and between Polar Molecular Corporation, a Delaware corporation (the “Company”) and Affiliated Investments, L.L.C., a Michigan limited liability company (the “Holder”), dated as of August 23,2004.

Polar Molecular Holding Corp – POLAR MOLECULAR HOLDINGS CORPORATION CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND FINANCIAL OFFICERS (January 9th, 2006)

This Code of Ethics applies to the chief executive officer, chief financial officer and principal accounting officer (the “Executive and Financial Officers”) of Polar Molecular Holdings Corporation.  These officers hold important and elevated roles in corporate governance.  As the senior officers in the corporate leadership group, the Executive and Financial Officers are vested with both the responsibility and authority to protect, balance and preserve the interest of all of the Company’s stakeholders, including shareholders, clients, employees, suppliers and citizens of the community in which business is conducted.  The Executive and Financial Officers fulfill this responsibility by adhering to high standards of ethical conducts in all of their business activities for the Company that may be emulated by all employees and representatives of the Company.  These Officers are also responsible for prescribing and enforcing policies and procedures to assure that such standards are followed

Polar Molecular Holding Corp – EIGHTH AMENDMENT TO THE LOAN EXTENSION AND RELEASE AND WAIVER AGREEMENT (January 9th, 2006)

This Eighth Amendment to the Loan Extension and Release and Waiver Agreement (“Amendment’), entered into by and between Polar Molecular Corporation, a Delaware corporation (the “Company’) and Affiliated Investments LLC, a Michigan limited liability company (the “Holder”), dated as of December 22, 2004.

Polar Molecular Holding Corp – CERTIFICATE FOR COMMON STOCK PURCHASE WARRANTS (August 24th, 2004)
Polar Molecular Holding Corp – CERTIFICATE FOR COMMON STOCK PURCHASE WARRANTS (August 23rd, 2004)
Polar Molecular Holding Corp – CERTIFICATE FOR COMMON STOCK PURCHASE WARRANTS (May 14th, 2004)
Polar Molecular Holding Corp – CERTIFICATE FOR COMMON STOCK PURCHASE WARRANTS (May 14th, 2004)
Polar Molecular Holding Corp – MANUFACTURING AGREEMENT (April 13th, 2004)

THIS AGREEMENT made this 23rd day of October, 2002, by and between Polar Molecular Corporation (“Purchaser”), a Delaware corporation with a place of business at 4600 S. Ulster Street, Suite 940, Denver, Colorado 80237 and Lockhart Chemical Company, a Pennsylvania corporation, having a manufacturing business at 4302 James P. Cole Blvd., Flint, Michigan 48505, and offices at 2873 West Hardies Road, Gibsonia, Pennsylvania 15044 (“Manufacturer”).

Polar Molecular Holding Corp – MARKETING AGREEMENT (April 13th, 2004)

This Marketing Agreement (this “Agreement”) is made as of this 11 day of September, 2001 (the “Effective Date”) between POLAR MOLECULAR CORPORATION, a Delaware corporation having its principal place of business at 4600 S. Ulster Street, Suite 700, Denver, Colorado 80237, USA, (“PMC”), and ELF ANTAR FRANCE, a French corporation having its principal place of business at 24, cours MICHELET, 92800 PUTEAUX, FRANCE (“ELF”)

Polar Molecular Holding Corp – FIFTH AMENDMENT TO THE LOAN EXTENSION AND RELEASE AND WAIVER AGREEMENT (April 13th, 2004)

This Fifth Amendment to the Loan Extension and Release and Waiver Agreement (this “Amendment”) is entered into by and between Polar Molecular Corporation, a Delaware corporation (the “Company”), and Affiliated Investments L.L.C., a Michigan limited liability company (the “Holder”), dated as of December 19, 2003.

Polar Molecular Holding Corp – VOTING AGREEMENT (April 13th, 2004)

This VOTING AGREEMENT, dated as of June 3, 2003 (the “Agreement”), is by and between Polar Molecular Corporation, a Delaware corporation (the “Company”), and each of the Persons listed on Schedule I attached hereto (each a “Covered Stockholder” and collectively the “Covered Stockholders”). Each of the Covered Stockholders is a stockholder in the Company (the “Company”).

Polar Molecular Holding Corp – SETTLEMENT AGREEMENT AND MUTUAL RELEASE (April 13th, 2004)

This Settlement Agreement and Mutual Release (the “Settlement Agreement”) is made and entered into by and among Polar Molecular Corporation, a Delaware corporation (“Polar”), Polar Molecular Holding Corporation, a Delaware corporation (“Polar Holding”), and GRQ, L.L.C., a Michigan limited liability company (“GRQ”), as of this 14th day of July, 2003.

Polar Molecular Holding Corp – SECOND AMENDMENT TO SECURITY AGREEMENT (April 13th, 2004)

This Second Amendment to Security Agreement (this “Amendment”) effective as of January 1, 2003, by and between Polar Molecular Corporation, a Delaware corporation (the “Company”), and each of the employees and advisors of the Company set forth on Exhibit A hereto (collectively, the “Secured Parties”) hereby amends the Security Agreement dated as of January 30, 2002, by and between the Company and the Secured Parties, as amended (the “Security Agreement”). Capitalized terms used herein and otherwise not defined shall have the meanings set forth in the Security Agreement.

Murdock Communications Corp – SECOND AMENDMENT TO COMPROMISE, SETTLEMENT AND MUTUAL RELEASE AGREEMENT (July 11th, 2003)

This Second Amendment to Compromise, Settlement, and Mutual Release Agreement (“Amendment”) is made as of June 27, 2003, and entered into between Buckeye Retirement Co., L.L.C., Ltd. (“Buckeye”) of Newton Falls, Ohio, and Murdock Communications Corporation (“MCC”) of Cedar Rapids, Iowa, and Guy O. Murdock, an individual residing in Cedar Rapids, Iowa (“Murdock”). Buckeye, MCC, and Murdock may collectively be referred to herein as the “Parties”.

Murdock Communications Corp – FOURTH AMENDMENT TO COMPROMISE, SETTLEMENT, AND MUTUAL RELEASE AGREEMENT (July 11th, 2003)

This Fourth Amendment and Modification to Compromise, Settlement, and Mutual Release Agreement is made as of June 30, 2003, between REPUBLIC CREDIT CORPORATION I, (“Republic”) of Denver, Colorado (Creditor), and MURDOCK COMMUNICATIONS CORPORATION, (“MCC”) of Cedar Rapids, Iowa (Debtor), and SILENT WOMAN, L.L.C. (“SW”), of Cedar Rapids, Iowa. Republic, MCC, and SW shall collectively be referred to herein as the “Parties”.

Murdock Communications Corp – FIRST AMENDMENT TO MUTUAL SETTLEMENT AGREEMENT AND RELEASE (July 11th, 2003)

This First Amendment to Mutual Settlement Agreement and Release (“Amendment”) is made as of June 27, 2003, and entered into between John S. Rance, Steven E. Rance, Robert M. Upshaw, and Fernando Ficachi (referred to hereinafter as the “Rance Group”) and Berthel Fisher & Company, Thomas J. Berthel, Ronald O. Brendengen, Eugene I. Davis, Thomas E. Chaplin, Guy O. Murdock, Steven J. Ehlert, Murdock Communications Corporation (“MCC”) and any and all of MCC’s current and former directors, officers, agents, employees, (referred to hereinafter as the “Murdock Group”). The Rance Group and Murdock Group may be referred to herein individually as the “Party” or collectively as the “Parties”. Unless otherwise stated herein, all defined terms and abbreviations set forth in the Mutual Settlement Agreement and Release (the “Agreement”), shall have the same meanings herein.

Murdock Communications Corp – FOURTH AMENDMENT TO THE LOAN EXTENSION AND RELEASE AND WAIVER AGREEMENT (July 11th, 2003)

This Fourth Amendment to the Loan Extension and Release and Waiver Agreement (this “Amendment”) is entered into by and between Polar Molecular Corporation, a Delaware corporation (the “Company”), and Affiliated Investments L.L.C., a Michigan limited liability company (the “Holder”), to be effective as of June 20, 2003.

Murdock Communications Corp – REGISTRATION RIGHTS AGREEMENT (July 11th, 2003)

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of June 30, 2003, and is by and between Polar Molecular Holding Corporation, a Delaware corporation (the “Company”), Murdock Communications Corporation, an Iowa Corporation (“MCC”), Daniel C. Cadle (“Cadle”), and Republic Credit Corporation I(“Republic”), John S. Rance, Steven E. Rance, Robert M. Upshaw, Fernando Ficachi, and Buckeye Retirement Co., L.L.C. (“Buckeye”) (each, a “Stockholder,” and collectively, the “Stockholders”).

Murdock Communications Corp – Agreement Regarding Dispersal of Escrow Funds and Further Security Interest (July 11th, 2003)

Payment from Escrow Fund.    To further induce Affiliated Investments, L.L.C. (the “Lender”) to extend or continue credit or some other benefit to Polar Molecular Corporation (the “Borrower”), in addition to the Fourth Amendment to the Loan Extension and Release and Waiver Agreement executed the same day as this Agreement, Polar agrees to pay to Lender from Borrower’s funds held in escrow by Berthel Fisher & Company Financial Services, Inc. (“Berthel”) relating to the exercise of Borrower’s warrants (the “Escrow Fund”)), at the closing of the merger of Borrower with a wholly owned subsidiary of Murdock Communications Corporation, the following amounts: the $75,000 loaned earlier this year, together with all unpaid interest accrued thereon (collectively, the “Amount Due at Closing”). Borrower agrees to pay all costs and expenses including, without limitation, all court costs and attorneys’ fees and expenses paid or incurred by the Lender in endeavoring to collect all or any part of the

Murdock Communications Corp – AMENDMENT TO COMPROMISE, SETTLEMENT AND MUTUAL RELEASE AGREEMENT (May 13th, 2003)

This Amendment to the Compromise, Settlement and Mutual Release Agreement (“Settlement Agreement”) dated as of September 1, 2002 between Buckeye Retirement Co., L.L.C., Ltd. (“Buckeye”) of Newton Falls, Ohio, and Murdock Communications Corporation (“MCC”) of Cedar Rapids, Iowa, and Guy O. Murdock, an individual residing in Cedar Rapids, Iowa (“Murdock”) is for the purpose of changing the date of the closing as defined in Section 7.1 of the Settlement Agreement.

Murdock Communications Corp – THIRD AMENDMENT, TO COMPROMISE, SETTLEMENT, AND MUTUAL RELEASE AGREEMENT (May 13th, 2003)

This Third Amendment and Modification to Compromise, Settlement, and Mutual Release Agreement is made as of May 12, 2003, between REPUBLIC CREDIT CORPORATION I, (“Republic”) of Denver, Colorado (Creditor), and MURDOCK COMMUNICATIONS CORPORATION, (“MCC”) of Cedar Rapids, Iowa (Debtor), and SILENT WOMAN, L.L.C. (“SW”), of Cedar Rapids, Iowa. Republic, MCC, and SW shall collectively be referred to herein as the “Parties”.

Murdock Communications Corp – SECOND AMENDMENT, MODIFICATION AND EXTENSION AGREEMENT (February 13th, 2003)
Murdock Communications Corp – STOCK PURCHASE AGREEMENT (February 13th, 2003)
Murdock Communications Corp – LOAN EXTENSION AGREEMENT (February 13th, 2003)
Murdock Communications Corp – PURCHASE AGREEMENT (February 13th, 2003)
Murdock Communications Corp – CONVERTIBLE PROMISSORY NOTE (February 13th, 2003)
Murdock Communications Corp – CONSULTING AGREEMENT (February 13th, 2003)
Murdock Communications Corp – PLACEMENT AGREEMENT (February 13th, 2003)
Murdock Communications Corp – LICENSE AGREEMENT (February 13th, 2003)
Murdock Communications Corp – THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (February 13th, 2003)