Re: Amendment of Certain Terms of the Joint Development Arrangement between Millennium Cell Inc. and The Dow Chemical Company.Letter Agreement • July 26th, 2007 • Millennium Cell Inc • Miscellaneous electrical machinery, equipment & supplies
Reference is made to the following agreements: (i) the Joint Development Agreement, dated as of April 25, 2005, as amended May 30, 2006, by Millennium Cell Inc. (the “Company”), and The Dow Chemical Company (“TDCC”) (the “JDA”), (ii) the Registration Rights Agreement, dated as of April 25, 2005, by the Company and TDCC (the “RRA”), (iii) the Investor Rights Agreement, dated as of April 25, 2005, by the Company and TDCC (the “IRA”), (iv) the Stock Purchase Agreement, dated as of February 27, 2005, as amended April 25, 2005 and May 30, 2006, by the Company and TDCC (the “SPA”), and (v) the Letter Agreement, by the Company and TDCC, dated as of January 26, 2007 (the “Letter Agreement”). Reference is also made to that certain Certificate of Designations of Preferences, Limitations, and Relative Rights of Series B Convertible Preferred Stock of the Company, as filed with the Office of the Secretary of State of the State of Delaware on April 25, 2005 and as amended by the Certificate of Amen
