Foley Hoag Sample Contracts

Share Cite Term
Link

Embed (HTML)
Astro-Med, Inc. – Second Amendment to Credit Agreement (December 6th, 2017)

This CREDIT AGREEMENT is entered into as of February 28, 2017, as amended on September 28, 2017 and November 30, 2017, among ASTRONOVA, INC., a Rhode Island corporation (the U.S. Borrower or the Company), the Guarantors (defined herein), ANI APS, a Danish private limited liability company (the Danish Borrower and together with the U.S. Borrower, the Borrowers and each a Borrower), and BANK OF AMERICA, N.A., as the Lender.

Agreement for Lease Relating to Part Third Floor, 8 Finsbury Circus, London Ec2 (November 27th, 2017)
Arsanis, Inc. – ARSANIS, INC. SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT Dated as of April 12, 2016 Amended as of November 3, 2017 (November 6th, 2017)

This Second Amended and Restated Stockholders Agreement (the Agreement) is entered into as of April 12, 2016, and amended as of November 3, 2017, by and among Arsanis, Inc., a Delaware corporation (the Company), the persons and entities listed on Exhibit A attached hereto (collectively with any subsequent investors or transferees who become parties hereto as Investors pursuant to Section 9.1(a), the Investors), and Eszter Nagy, Tillman U. Gerngross and Errik B. Anderson (each, individually, a Founder and collectively, the Founders, and collectively with any parties who become parties hereto as Restricted Stockholders pursuant to Section 9.1(b), the Restricted Stockholders). The Investors and Restricted Stockholders are referred to herein collectively as the Stockholders). As used in this Agreement, the term Shares shall include all shares of capital stock of the Company held by the Stockholders, whether now owned or hereafter acquired. For purposes of calculating an Investors pro rata

Arsanis, Inc. – ARSANIS, INC. SECOND AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT Dated as of April 12, 2016 Amended as of November 3, 2017 (November 6th, 2017)

This Second Amended and Restated Investors Rights Agreement (this Agreement) is entered into as of 12th day of April, 2016, and amended as of November 3, 2017, by and among Arsanis, Inc., a Delaware corporation (the Company) and the individuals and entities listed on Exhibit A attached hereto (the Investors).

$125,000,000 AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 24, 2017 Among (October 26th, 2017)

This AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of October 24, 2017, among CRA INTERNATIONAL, INC., a Massachusetts corporation (the Company), CRA INTERNATIONAL (UK) LIMITED, a private limited company incorporated in the United Kingdom (registered number 04007726) (the UK Borrower), CRA INTERNATIONAL LIMITED, a company organized under the laws of Ontario (the Canadian Borrower), CRA INTERNATIONAL (NETHERLANDS) B.V., a private company with limited liability organized and existing under the laws of the Netherlands, registered with the trade register of the Chamber of Commerce under number 3426111 (the Dutch Borrower, and together with the UK Borrower and the Canadian Borrower, each a Designated Borrower, and collectively the Designated Borrowers; the Designated Borrowers together with the Company, each a Borrower and collectively, the Borrowers), CITIZENS BANK, N.A., as Administrative Agent (in such capacity, including any successor thereto, the Administrative Agent), BANK

Purchase Agreement (October 23rd, 2017)

PURCHASE AGREEMENT (the Agreement), dated as of October 20, 2017, by and between ZOSANO PHARMA CORPORATION, a Delaware corporation (the Company), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the Investor).

Registration Rights Agreement (October 23rd, 2017)

REGISTRATION RIGHTS AGREEMENT (this Agreement), dated as of October 20, 2017, by and between ZOSANO PHARMA CORPORATION, a Delaware corporation (the Company), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the Buyer). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the Purchase Agreement).

Arsanis, Inc. – Loan and Security Agreement (October 20th, 2017)

THIS LOAN AND SECURITY AGREEMENT (this Agreement) dated as of December 7, 2012 (the Effective Date) between SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (Bank), and ARSANIS, INC., a Delaware corporation (Borrower), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

Arsanis, Inc. – ARSANIS, INC. SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT Dated as of April 12, 2016 (October 20th, 2017)

This Second Amended and Restated Stockholders Agreement (the Agreement) is entered into as of April 12, 2016, by and among Arsanis, Inc., a Delaware corporation (the Company), the persons and entities listed on Exhibit A attached hereto (collectively with any subsequent investors or transferees who become parties hereto as Investors pursuant to Section 9.1(a), the Investors), and Eszter Nagy, Tillman U. Gerngross and Errik B. Anderson (each, individually, a Founder and collectively, the Founders, and collectively with any parties who become parties hereto as Restricted Stockholders pursuant to Section 9.1(b), the Restricted Stockholders). The Investors and Restricted Stockholders are referred to herein collectively as the Stockholders). As used in this Agreement, the term Shares shall include all shares of capital stock of the Company held by the Stockholders, whether now owned or hereafter acquired. For purposes of calculating an Investors pro rata ownership of Shares, all shares of S

Arsanis, Inc. – ARSANIS, INC. SECOND AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT Dated as of April 12, 2016 (October 20th, 2017)

This Second Amended and Restated Investors Rights Agreement (this Agreement) is entered into this 12th day of April, 2016, by and among Arsanis, Inc., a Delaware corporation (the Company) and the individuals and entities listed on Exhibit A attached hereto (the Investors).

Arsanis, Inc. – Contract (October 20th, 2017)

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ACT), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

Arsanis, Inc. – Contract (October 20th, 2017)

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ACT), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

Minerva Neurosciences, Inc. – Sublease Agreement (October 6th, 2017)

THIS SUBLEASE AGREEMENT (this Sublease), dated as of October 2, 2017, is entered into by and between Profitect, Inc., a Delaware corporation, (Sublandlord), and Minerva Neurosciences, Inc., a Delaware corporation, (Subtenant).

Astro-Med, Inc. – ASSET PURCHASE AND LICENSE AGREEMENT BY AND BETWEEN ASTRONOVA, INC. AND HONEYWELL INTERNATIONAL INC. SEPTEMBER 28, 2017 License Agreement No. 2017-8072 CONFIDENTIAL MATERIALS OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. TRIPLE ASTERISKS [***] DENOTE OMISSIONS. (October 4th, 2017)

THIS ASSET PURCHASE AND LICENSE AGREEMENT (this Agreement) is made this 28th day of September 2017, by and between AstroNova, Inc., a Rhode Island corporation, (Purchaser), and Honeywell International Inc., a Delaware corporation (Seller and together with the Purchaser, the Parties and each a Party).

Exa Corporation – AGREEMENT AND PLAN OF MERGER Among DASSAULT SYSTEMES SIMULIA CORP., 3DS ACQUISITION 3 CORP. And EXA CORPORATION Dated as of September 27, 2017 (September 28th, 2017)

THIS AGREEMENT AND PLAN OF MERGER (this Agreement) is made and entered into as of September 27, 2017 (the Agreement Date), by and among Dassault Systemes Simulia Corp., a Rhode Island corporation (Parent), 3DS Acquisition 3 Corp., a Delaware corporation and a direct wholly owned subsidiary of Parent (Purchaser), and Exa Corporation, a Delaware corporation (the Company). Each of Parent, Purchaser and the Company are referred to herein as a Party and together as Parties.

Arsanis, Inc. – ARSANIS, INC. SECOND AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT Dated as of April 12, 2016 (September 20th, 2017)

This Second Amended and Restated Investors Rights Agreement (this Agreement) is entered into this 12th day of April, 2016, by and among Arsanis, Inc., a Delaware corporation (the Company) and the individuals and entities listed on Exhibit A attached hereto (the Investors).

Arsanis, Inc. – ARSANIS, INC. SECOND AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT Dated as of April 12, 2016 (August 10th, 2017)

This Second Amended and Restated Investors Rights Agreement (this Agreement) is entered into this 12th day of April, 2016, by and among Arsanis, Inc., a Delaware corporation (the Company) and the individuals and entities listed on Exhibit A attached hereto (the Investors).

Arsanis, Inc. – Contract (August 10th, 2017)

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ACT), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

Arsanis, Inc. – Loan and Security Agreement (August 10th, 2017)

THIS LOAN AND SECURITY AGREEMENT (this Agreement) dated as of December 7, 2012 (the Effective Date) between SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (Bank), and ARSANIS, INC., a Delaware corporation (Borrower), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

Arsanis, Inc. – Contract (August 10th, 2017)

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ACT), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

STOCK PURCHASE AGREEMENT BY AND AMONG LOGMEIN KFT., LOGMEIN, INC., NANOREP TECHNOLOGIES LTD., THE SHAREHOLDERS OF NANOREP TECHNOLOGIES LTD. AND SHAREHOLDER REPRESENTATIVE SERVICES LLC IN ITS CAPACITY AS REPRESENTATIVE July 31, 2017 (August 1st, 2017)

This STOCK PURCHASE AGREEMENT (this Agreement) is made as of July 31, 2017, by and among LogMeIn Kft., a Hungarian company (Buyer), LogMeIn, Inc., a Delaware corporation (Parent), Nanorep Technologies Ltd., an Israeli company (the Company), the persons and entities set forth on Exhibit A hereto (collectively, the Shareholders), and Shareholder Representative Services LLC, a Colorado limited liability company solely in its capacity as representative of the Shareholders (the Representative). Capitalized terms used and not otherwise defined herein have the meanings set forth in ARTICLE XII below.

AGREEMENT AND PLAN OF MERGER Among INVITAE CORPORATION, BUENO MERGER SUB, INC., GOOD START GENETICS, INC., THE NOTEHOLDERS THE MANAGEMENT CARVEOUT PLAN PARTICIPANTS and ORBIMED PRIVATE INVESTMENTS III, LP, as Holders Representative July 31, 2017 (August 1st, 2017)

THIS AGREEMENT AND PLAN OF MERGER (this Agreement), is dated as of July 31, 2017 (the Signing Date), by and among INVITAE CORPORATION, a Delaware corporation (Parent), BUENO MERGER SUB, INC., a Delaware corporation (Merger Sub), GOOD START GENETICS, INC., a Delaware corporation (the Company), the Noteholders, the Management Carveout Plan Participants and OrbiMed Private Investments III, LP, as representative of the Holders and Management Carveout Plan Participants (as more thoroughly defined in Section 8.5, Holders Representative). Each of Parent, Merger Sub, the Company, the Noteholders, the Management Carveout Plan Participants and Holders Representative may be individually referred to herein as a Party and collectively referred to herein as the Parties. Capitalized terms used herein have the meanings ascribed thereto in Article 1 or elsewhere in this Agreement as identified in Article 1.

AGREEMENT AND PLAN OF MERGER AND REORGANIZATION Among OPEXA THERAPEUTICS, INC. OPEXA MERGER SUB, INC., and ACER THERAPEUTICS INC. Dated as of June 30, 2017 (July 3rd, 2017)

THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this Agreement) is made and entered into as of June 30, 2017, by and among Opexa Therapeutics, Inc., a Texas corporation (Opexa), Opexa Merger Sub, Inc., a Delaware corporation (Merger Sub), and Acer Therapeutics Inc., a Delaware corporation (Acer). Certain capitalized terms used in this Agreement are defined in Exhibit A.

Fifth Amended and Restated Investors' Rights Agreement (June 23rd, 2017)

THIS FIFTH AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT ("Agreement") is made as of the 22nd day of June, 2017, by and between Proteon Therapeutics, Inc., a Delaware corporation (the "Company"), and each of the investors listed on Schedule A hereto, together with any persons or entities that become parties hereto pursuant to Section 3.9 (the "Investors").

Fifth Amended and Restated Investors' Rights Agreement (June 23rd, 2017)

THIS FIFTH AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT ("Agreement") is made as of the 22nd day of June, 2017, by and between Proteon Therapeutics, Inc., a Delaware corporation (the "Company"), and each of the investors listed on Schedule A hereto, together with any persons or entities that become parties hereto pursuant to Section 3.9 (the "Investors").

Securities Purchase Agreement (June 23rd, 2017)

SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of June 22, 2017, by and among Proteon Therapeutics, Inc., a Delaware corporation, with headquarters located at 200 West Street, Waltham, MA 02451 (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").

Securities Purchase Agreement (June 23rd, 2017)

SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of June 22, 2017, by and among Proteon Therapeutics, Inc., a Delaware corporation, with headquarters located at 200 West Street, Waltham, MA 02451 (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").

Kvh Industries – KVH INDUSTRIES, INC. INDENTURE Dated as of , 20 Trustee (June 21st, 2017)

Indenture dated as of , 20 between KVH Industries, Inc., a Delaware corporation (the Company), and [ ] (the Trustee). Each party agrees as follows for the benefit of the other party and for the equal and ratable benefit of the Holders of the Securities issued under this Indenture.

Seventh Amendment to Lease (June 9th, 2017)

THIS SEVENTH AMENDMENT TO LEASE (this Amendment) is entered into as of this 30th day of May, 2017 (the Seventh Amendment Execution Date), by and between BMR-34790 ARDENTECH COURT LP, a Delaware limited partnership (Landlord, formerly known as BMR-34790 Ardentech Court LLC), and ZP OPCO, INC., a Delaware corporation (Tenant, formerly known as Zosano Pharma, Inc. and, previously, The Macroflux Corporation).

Astro-Med, Inc. – Astronova, Inc. Stock Repurchase Agreement (May 5th, 2017)

This Stock Repurchase Agreement (this Agreement) is made as of May 1, 2017, by and among AstroNova, Inc., a Rhode Island corporation (the Company), and the trust established by Albert W. Ondis by Declaration of Trust dated December 4, 2003, as amended (the Selling Shareholder).

Ecology and Environment, Inc. – Settlement Agreement (April 25th, 2017)

This SETTLEMENT AGREEMENT (this Agreement) is made and entered into as of April 19, 2017, among Ecology and Environment, Inc., a New York corporation (the Company), on the one hand, and Mill Road Capital II, L.P., a Delaware limited liability partnership, Mill Road Capital II GP LLC, a Delaware limited liability company, Mill Road Capital Management LLC, a Delaware limited liability company, and Justin C. Jacobs (collectively, Mill Road), on the other hand. The Company and Mill Road are each referred to herein as a Party and collectively, as the Parties.

SECURITIES PURCHASE AGREEMENT by and Among NOODLES & COMPANY and MILL ROAD CAPITAL II, L.P. March 13, 2017 (March 14th, 2017)

SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated March 13, 2017, by and among Noodles & Company, a Delaware corporation (the "Company"), and Mill Road Capital II, L.P., a Delaware limited partnership (the "Purchaser").

PSIVIDA CORP. Common Stock (Par Value $0.001 Per Share) at Market Issuance Sales Agreement (February 8th, 2017)

pSivida Corp., a Delaware corporation (the Company), confirms its agreement (this Agreement), with FBR Capital Markets & Co. (FBR), as follows:

Cellectar Biosciences, Inc. – Underwriting Agreement (November 18th, 2016)

The undersigned, CELLECTAR BIOSCIENCES, INC., a Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Cellectar Biosciences, Inc., the "Company"), hereby confirms its agreement (this "Agreement") with the several underwriters (such underwriters, including the Representative (as defined below), the "Underwriters" and each an "Underwriter") named in Schedule I hereto for which LADENBURG THALMANN & CO. INC. is acting as representative to the several Underwriters (the "Representative" and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.

Cellectar Biosciences, Inc. – SERIES C-2016 COMMON STOCK PURCHASE WARRANT Cellectar Biosciences, Inc. (November 18th, 2016)

THIS SERIES C-2016 COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, _____________ or its assigns (the "Holder") is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ___, 2016 (the "Initial Exercise Date") and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the "Termination Date") but not thereafter, to subscribe for and purchase from Cellectar Biosciences, Inc., a Delaware corporation (the "Company"), up to ______ shares (as subject to adjustment hereunder, the "Warrant Shares") of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).