0001104659-14-018791 Sample Contracts

Contract
GTX Inc /De/ • March 12th, 2014 • Pharmaceutical preparations • Delaware

NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (COLLECTIVELY, THE “SECURITIES”), HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES OR BLUE SKY LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES OR BLUE SKY LAWS, PURSUANT TO REGISTRATION OR QUALIFICATION OR EXEMPTION THEREFROM. INVESTORS SHOULD BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE FINANCIAL RISKS OF THIS INVESTMENT FOR AN INDEFINITE PERIOD OF TIME. THE ISSUER OF THE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES OR BLUE SKY LAWS. THIS WARRANT IS SUBJECT TO THE TRANSFER RESTR

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 12th, 2014 • GTX Inc /De/ • Pharmaceutical preparations • Delaware

This Securities Purchase Agreement (this “Agreement”) is dated as of March 3, 2014, between GTx, Inc., a Delaware corporation (the “Company”), and each purchaser identified on Exhibit A hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 12th, 2014 • GTX Inc /De/ • Pharmaceutical preparations • Delaware

This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made as of March 6, 2014 by and among GTx, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”),The Pyramid Peak Foundation (“PPF”) and J.R. Hyde III (“JRH and together with PPF, the “Principal Purchasers”) and the other purchasers named in the Purchase Agreement (as defined below) (collectively, the “Purchasers”).

CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE
Confidential Separation Agreement and General Release • March 12th, 2014 • GTX Inc /De/ • Pharmaceutical preparations • Tennessee

This Confidential Separation Agreement and General Release (“Agreement” or “Release”) is entered into by and between Mark E. Mosteller (“Employee”) and GTx, Inc. (“GTx” or the “Company”).

GTx, INC. WAIVER AND AMENDMENT AGREEMENT
Waiver and Amendment Agreement • March 12th, 2014 • GTX Inc /De/ • Pharmaceutical preparations • Delaware

THIS WAIVER AND AMENDMENT AGREEMENT (the “Agreement”) is made effective as of March 6, 2014 (the “Effective Date”), by and among GTx, INC., a Delaware corporation (the “Company”), and the undersigned Holder (the “Consenting Holder”).

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