0001019687-05-003195 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 21st, 2005 • Fem One Inc • Medicinal chemicals & botanical products • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 30, 2005, by and among FemOne, Inc., a Nevada corporation, with headquarters located at 5600 Avenida Encinas, Suite 130, Carlsbad, California 92008 (the “Company”), and each of the undersigned (together with their respective affiliates and any assignee or transferee of all of their respective rights hereunder, the “Initial Investors”).

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SECURITY AGREEMENT
Security Agreement • November 21st, 2005 • Fem One Inc • Medicinal chemicals & botanical products • New York

SECURITY AGREEMENT (this “Agreement”), dated as of June 30, 2005, by and among FemOne, Inc., a Nevada corporation (“Company”), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).

INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • November 21st, 2005 • Fem One Inc • Medicinal chemicals & botanical products • New York

INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement” dated as of June 30, 2005, by and among FemOne, Inc., a Nevada corporation (the “Company”), and the secured parties signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Secured Party”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 21st, 2005 • Fem One Inc • Medicinal chemicals & botanical products • New York

SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of June 30, 2005, by and among FemOne, Inc., a Nevada corporation, with headquarters located at 5600 Avenida Encinas, Suite 130, Carlsbad, California 92008 (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Buyers”).

GUARANTY AND PLEDGE AGREEMENT
Guaranty and Pledge Agreement • November 21st, 2005 • Fem One Inc • Medicinal chemicals & botanical products • New York

GUARANTY AND PLEDGE AGREEMENT (this “Agreement”), dated as of June 30, 2005, among FemOne, Inc., a Nevada corporation (the “Company”), Ray Grimm, Jr. (the “Pledgor”), and the pledgees signatory hereto and their respective endorsees, transferees and assigns (collectively, the “Pledgees”).

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