1 EXHIBIT 10.1.1 AMENDMENT TO SUBLEASE This instrument dated as of this 7th day of January, 1998, is an Amendment to Sublease among BANK ONE ILLINOIS, N.A. (as successor to First Illinois Bank of Evanston, N.A.), as trustee under Trust Agreement dated...Northfield Laboratories Inc /De/ • April 10th, 1998 • Biological products, (no disgnostic substances) • Illinois
EXHIBIT 10.13 EMPLOYMENT AGREEMENT THIS AGREEMENT, made effective as of this 1st day of January, 2003, by and between STEVEN A. GOULD, M.D. ("Employee") and NORTHFIELD LABORATORIES INC., a Delaware corporation (the "Company"). W I T N E S S E T H : -...Employment Agreement • June 27th, 2003 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances) • Illinois
RECITALSLease • March 7th, 2005 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances)
TO AS TRUSTEE INDENTURENorthfield Laboratories Inc /De/ • June 27th, 2003 • Biological products, (no disgnostic substances) • New York
EXHIBIT 99.2 EMPLOYMENT AGREEMENT THIS AGREEMENT, made as of this January 28, 2005, by and between Jack J. Kogut ("Executive") and Northfield Laboratories Inc., a Delaware corporation (the "Company"). W I T N E S S E T H : WHEREAS, Executive is now...Employment Agreement • February 1st, 2005 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances) • Illinois
EXHIBIT 99.1 EMPLOYMENT AGREEMENT THIS AGREEMENT, made as of this January 28, 2005, by and between Steven A. Gould, M.D. ("Executive") and Northfield Laboratories Inc., a Delaware corporation (the "Company"). W I T N E S S E T H : WHEREAS, Executive...Employment Agreement • February 1st, 2005 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances) • Illinois
EXHIBIT 1.1 2,585,965 SHARES NORTHFIELD LABORATORIES INC. SHARES OF COMMON STOCK ($.01 PAR VALUE) PLACEMENT AGENT AGREEMENTNorthfield Laboratories Inc /De/ • January 26th, 2004 • Biological products, (no disgnostic substances) • New York
Common Stock ($.01 Par Value)Northfield Laboratories Inc /De/ • February 4th, 2005 • Biological products, (no disgnostic substances) • New York
EXHIBIT 10.11 EMPLOYMENT AGREEMENT THIS AGREEMENT, made effective as of this 1st day of January, 1999, by and between RICHARD DEWOSKIN ("Employee") and NORTHFIELD LABORATORIES INC., a Delaware corporation (the "Company"). W I T N E S S E T H :...Employment Agreement • August 27th, 1999 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances) • Illinois
EXHIBIT 10.13 EMPLOYMENT AGREEMENT THIS AGREEMENT, made effective as of this 1st day of January, 1999, by and between JACK KOGUT ("Employee") and NORTHFIELD LABORATORIES INC., a Delaware corporation (the "Company"). W I T N E S S E T H : WHEREAS,...Employment Agreement • August 27th, 1999 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances) • Illinois
EXHIBIT 1.1 1,954,416 SHARES NORTHFIELD LABORATORIES INC. SHARES OF COMMON STOCK ($.01 PAR VALUE) PLACEMENT AGENT AGREEMENTNorthfield Laboratories Inc /De/ • May 14th, 2004 • Biological products, (no disgnostic substances) • New York
EXHIBIT 1.1 1,892,857 SHARES NORTHFIELD LABORATORIES INC. SHARES OF COMMON STOCK ($.01 PAR VALUE) PLACEMENT AGENT AGREEMENTSubscription Agreement • July 23rd, 2003 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances) • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 16th, 2009 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 12, 2009, between Northfield Laboratories 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”).
1 EXHIBIT 10.20 FORM OF INDEMNIFICATION AGREEMENT INDEMNIFICATION AGREEMENT dated as of January 1, 2001, by and between Northfield Laboratories Inc., a Delaware corporation (the "Company"), and the undersigned executive officer of the Company (the...Form of Indemnification Agreement • April 13th, 2001 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances) • Delaware
EXHIBIT 10.17 FORM OF SEVERANCE PROTECTION AGREEMENT SEVERANCE PROTECTION AGREEMENT dated October 4, 2002 by and between Northfield Laboratories Inc., a Delaware corporation (the "Company"), and ******* ******* (the "Executive"). The Board of...Severance Protection Agreement • January 14th, 2003 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances) • Illinois
COMMON STOCK PURCHASE WARRANT NORTHFIELD LABORATORIES INC.Northfield Laboratories Inc /De/ • March 16th, 2009 • Biological products, (no disgnostic substances)
THIS COMMON STOCK PURCHASE WARRANT (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 on or after the 6 month anniversary of the date hereof (the “Initial Exercise Date”) and on or prior to the earlier of (i) the close of business on the four year anniversary of the Initial Exercise Date or (ii) time immediately following the consummation of a Fundamental Transaction of the type described in Section 3(e)(ii), (iii), (iv) or (vi) where the Company has given proper notice to the Holder of the Fundamental Transaction in accordance with the terms set forth in Section 3(e) (the “Termination Date”) but not thereafter, to subscribe for and purchase from Northfield Laboratories Inc., a Delaware corporation (the “Company”), up to ___shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be eq
WITNESSETHFourth Lease • October 15th, 2003 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances)
EXHIBIT 10.1 FORM OF SEVERANCE PROTECTION AGREEMENT SEVERANCE PROTECTION AGREEMENT dated April 14, 2005 by and between Northfield Laboratories Inc., a Delaware corporation (the "Company"), and _____________ (the "Executive"). The Board of Directors of...Severance Protection Agreement • May 19th, 2005 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances) • Illinois
EMPLOYMENT AGREEMENTEmployment Agreement • February 29th, 2008 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances) • Illinois
THIS AGREEMENT, originally made as of February 25, 2008, by and between Robert L. McGinnis (“Executive”) and Northfield Laboratories Inc., a Delaware corporation (the “Company”).
SEVERANCE PROTECTION AGREEMENTSeverance Protection Agreement • February 29th, 2008 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances) • Illinois
SEVERANCE PROTECTION AGREEMENT dated February 25, 2008 by and between Northfield Laboratories Inc., a Delaware corporation (the “Company”), and (the “Executive”), and is amended and restated solely to comply with Section 409A of the Internal Revenue Code of 1986, as amended (“Code Section 409A”) effective as of this 25th day of February, 2008.
EMPLOYMENT AGREEMENTEmployment Agreement • February 29th, 2008 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances) • Illinois
THIS AGREEMENT, originally made as of this January 28, 2005, by and between Steven A. Gould, M.D. (“Executive”) and Northfield Laboratories Inc., a Delaware corporation (the “Company”), is amended effective as of this 25th day of February, 2008.
October 2, 2008 Re: Agreement to Continue Employment. Dear :Northfield Laboratories Inc /De/ • October 8th, 2008 • Biological products, (no disgnostic substances)
We appreciate your hard work and dedication as an employee of Northfield Laboratories Inc. In view of your significant contributions, this letter will confirm the terms of your continued employment with Northfield through June 30, 2009.
ContractAgreement of Purchase and Sale • August 14th, 2006 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances) • Illinois
THIS AGREEMENT OF PURCHASE AND SALE (this “Agreement”) is made and entered into as of this 12th day of June (the “Contract Date”) by and between FIRST INDUSTRIAL, L.P., a Delaware limited partnership (“Seller”), and NORTHFIELD LABORATORIES, INC., a Delaware corporation (“Purchaser”).
FORM OF AGREEMENT REGARDING SEVERANCE ARRANGEMENTSForm of Agreement • May 14th, 2009 • Northfield Laboratories Inc /De/ • Biological products, (no disgnostic substances)
As we have discussed, due to recent regulatory developments adversely affecting Northfield’s business and the company’s limited financial resources, Northfield’s board of directors has authorized management to pursue an orderly winding up of the company’s business. Northfield is accordingly terminating the current employment relationship of each of our executive officers. As a result, your employment as an officer and employee of Northfield will terminate as of May 8, 2009.
February 25, 2008 Re: Agreement to Continue Employment. Dear:Northfield Laboratories Inc /De/ • February 29th, 2008 • Biological products, (no disgnostic substances)
We appreciate your hard work and dedication as an employee of Northfield Laboratories Inc. In view of your significant contributions, this letter will confirm the terms of your continued employment with Northfield through December 31, 2008.
