REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 18th, 2006 • Cell Therapeutics Inc • Pharmaceutical preparations • New York
Cell Therapeutics, Inc., a corporation organized under the laws of the State of Washington (the “Company”), proposes to issue the Securities (as defined below) to Novartis Pharma AG, a corporation organized under the laws of Switzerland (the “Investor”), upon the terms and subject to the conditions set forth in that certain Securities Purchase Agreement dated the date hereof by and between the Investor and the Company (the “Securities Purchase Agreement”). As an inducement to the Investor to enter into the Securities Purchase Agreement and in satisfaction of a condition to the obligations of the Investor thereunder, the Company agrees with the Investor for the benefit of Holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
License and Co-Development Agreement By and Between Cell Therapeutics, Inc., Cell Therapeutics Europe S.r.l. and Novartis International Pharmaceutical Ltd.Agreement • September 18th, 2006 • Cell Therapeutics Inc • Pharmaceutical preparations • New York
This AGREEMENT is made as of the 15th day of September, 2006 (the “Execution Date”), by and between Novartis International Pharmaceutical Ltd., a limited company organized and existing under the laws of Bermuda (“Novartis”); Cell Therapeutics, Inc., a corporation organized and existing under the laws of the State of Washington (“CTI”); and Cell Therapeutics Europe S.r.l., a corporation organized and existing under the laws of Italy (“CTI Europe” and, together with CTI, “Licensor”). Novartis and Licensor are each referred to individually as a “Party” and together as the “Parties.”
NOVARTIS PHARMA AG AND CELL THERAPEUTICS, INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 18th, 2006 • Cell Therapeutics Inc • Pharmaceutical preparations • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made as of the 15th day of September, by and between Novartis Pharma AG (“Novartis” or the “Investor”), a corporation organized under the laws of Switzerland, with its principal place of business at Lichtstrasse 35, CH-4002, Basel, Switzerland, and Cell Therapeutics, Inc. (the “Company”), a Washington corporation with its principal place of business at 501 Elliott Avenue West, Suite 400, Seattle, Washington 98119. Novartis and the Company are each referred to individually as a “Party” and together as “Parties.”
