ASSIGNMENTAssignment • March 29th, 2002 • Genstar Therapeutics Corp • Electromedical & electrotherapeutic apparatus
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • March 29th, 2002 • Genstar Therapeutics Corp • Electromedical & electrotherapeutic apparatus • California
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (“Agreement”) is entered into as of February 25, 2002 (the “Effective Date”), by and between THE IMMUNE RESPONSE CORPORATION, a Delaware corporation (“IRC”), having a principle place of business at 5935 Darwin Court, Carlsbad, California 92008 and GENSTAR THERAPEUTICS CORPORATION, a Delaware corporation (“GenStar”), having a principle place of business at 10865 Altman Row, San Diego, California 92121, with respect to the following facts:
UROGEN CORP. COMMON STOCK PURCHASE WARRANT Void after February 27, 2005Common Stock Purchase Warrant • March 29th, 2002 • Genstar Therapeutics Corp • Electromedical & electrotherapeutic apparatus • California
transaction maintain beneficial ownership and voting control of a majority of the outstanding voting securities of the surviving entity in the same relative proportions as they did prior to such transaction.
SECOND AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 29th, 2002 • Genstar Therapeutics Corp • Electromedical & electrotherapeutic apparatus
This SECOND AMENDMENT TO ASSET PURCHASE AGREEMENT (“Amendment”), made as of this 20th day of July, 2001, by and between BAXTER HEALTHCARE CORPORATION, a Delaware corporation with offices at 1627 Lake Cook Road, Deerfield, Illinois 60015 (the “Seller”), and GENSTAR THERAPEUTICS CORPORATION, a Delaware corporation with offices at 10835 Altman Row, Suite A, San Diego, California, 92121 (“Buyer”).
THIRD AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 29th, 2002 • Genstar Therapeutics Corp • Electromedical & electrotherapeutic apparatus
This THIRD AMENDMENT TO ASSET PURCHASE AGREEMENT (“Amendment”), effective as of this 19th day of December, 2001, by and between BAXTER HEALTHCARE CORPORATION, a Delaware corporation with offices at 1627 Lake Cook Road, Deerfield, Illinois 60015 (the “Seller”), and GENSTAR THERAPEUTICS CORPORATION, a Delaware corporation with offices at 10865 Altman Row, San Diego, California, 92121 (“Buyer”).
GENSTAR THERAPEUTICS CORPORATION COMMON STOCK PURCHASE WARRANT Void after October 18, 2006Common Stock Purchase • March 29th, 2002 • Genstar Therapeutics Corp • Electromedical & electrotherapeutic apparatus • California
GenStar Therapeutics Corporation, a Delaware corporation (the “Company”), hereby certifies that, for value received, SCO Financial Group LLC, or its permitted assigns, is entitled, subject to the terms set forth below, to purchase from the Company at any time or from time to time before 5:00 p.m. Pacific time, on October 18, 2006 (the “Expiration Time”), 89,500 fully paid and nonassessable shares of Common Stock of the Company at a purchase price per share equal to the Warrant Price (as defined herein) and otherwise in accordance with the terms hereof. The number and character of such shares of Common Stock and the Warrant Price therefor are subject to adjustment as provided below.
