Exhibit 10.48 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT is made as of March 29, 2004, by and among DOV Pharmaceutical, a Delaware corporation (the "Company"), and Acqua Wellington Opportunity I Limited (the "Investor"). WHEREAS,...Registration Rights Agreement • April 5th, 2004 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New York
UNDERWRITING AGREEMENTUnderwriting Agreement • April 24th, 2002 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New York
BY AND BETWEEN NASCIME LIMITED ANDLicense Agreement • March 19th, 2002 • Dov Pharmaceutical Inc • Pharmaceutical preparations
ANDOperating Agreement • April 24th, 2002 • Dov Pharmaceutical Inc • Pharmaceutical preparations
EXHIBIT 10.42 EMPLOYMENT AGREEMENT dated as of September 10, 2003, between Warren Stern (the "Executive") and DOV Pharmaceutical, Inc., a Delaware corporation (the "Company"). WHEREAS, the Company and the Executive desire to enter into this Agreement...Employment Agreement • March 15th, 2004 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New Jersey
NASCIME LIMITED INDEX INDEXTermination Agreement • October 22nd, 2003 • Dov Pharmaceutical Inc • Pharmaceutical preparations
as Issuer andIndenture • December 23rd, 2004 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New York
ARTICLE II REGISTRATION RIGHTSRegistration Rights Agreement • July 8th, 2003 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New York
Exhibit 10.47 SECURITIES PURCHASE AGREEMENT THIS AGREEMENT (this "AGREEMENT") is made as of March 29, 2004, by and between DOV Pharmaceutical, Inc., a Delaware corporation (the "COMPANY"), and Acqua Wellington Opportunity I Limited (the "PURCHASER")....Securities Purchase Agreement • April 5th, 2004 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New York
BY AND BETWEEN NASCIME LIMITED ANDDov Pharmaceutical Inc • March 19th, 2002 • Pharmaceutical preparations
ANDAgreement • September 22nd, 2004 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New Jersey
Exhibit 10.2 PREFERRED STOCK PURCHASE AGREEMENTPreferred Stock Purchase Agreement • April 5th, 2002 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New Jersey
Exhibit 10.25 STOCK OPTION AGREEMENT NAME OF OPTIONEE: Philip Skolnick (the "Optionee") NO. OF OPTION SHARES: 250,000 Shares of Common Stock GRANT DATE: 1/19/01 (the "Grant Date") EXPIRATION DATE: 1/19/11 (the "Expiration Date") OPTION EXERCISE...Stock Option Agreement • April 5th, 2002 • Dov Pharmaceutical Inc • Pharmaceutical preparations • Delaware
ARTICLE 1 EMPLOYMENTEmployment Agreement • April 5th, 2002 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New Jersey
EXHIBIT 10.44 THIRD AMENDMENT TO LEASE THIRD AMENDMENT TO LEASE made as of February 12, 2004, (the "Third Amendment") by and between STELLAR CONTINENTAL LLC, a Delaware limited liability company, with an office at 156 William Street, New York, New...Dov Pharmaceutical Inc • March 15th, 2004 • Pharmaceutical preparations
December 22, 2004 Citigroup Global Markets Inc. Banc of America Securities LLC CIBC World Markets Corp. As Representatives of the Initial Purchasers c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen:...Dov Pharmaceutical Inc • December 23rd, 2004 • Pharmaceutical preparations • New York
Exhibit 10.15 Elan International Services, Ltd. c/o Elan Corporation, plc Flatts, Smiths Parish Bermuda, FL 04 Ladies and Gentlemen: Reference is made to the Securities Purchase Agreement ("SECURITIES PURCHASE AGREEMENT") dated as of January 21, 1999,...Securities Purchase Agreement • April 5th, 2002 • Dov Pharmaceutical Inc • Pharmaceutical preparations
Reference is made to the Securities Purchase Agreement ("SECURITIES PURCHASE AGREEMENT") dated as of January 21, 1999, by and between Elan International Services, Ltd ("EIS") and DOV Pharmaceutical, Inc. ("DOV"). This letter confirms and documents that EIS and its transferee affiliate Elan Pharmaceutical Investments, Ltd. hereby agree to the following: (1) EIS shall not exercise and hereby waives the Purchase Right, as defined in Section 6 of the Securities Purchase Agreement, to participate in the $7.07 million equity financing by DOV contemplated by the proposed enclosed form of purchase agreement with Biotechnology Value Fund, L.P., its affiliates and other investors, if any, that determine to participate (collectively, the ("INVESTORS") which is being carried out pursuant to the terms set forth in the attached form of preferred stock purchase agreement; (2) EIS hereby consents to the terms of the attached form of registration rights agreement among DOV and the Investors, which amon
EXHIBIT 10.41 EMPLOYMENT AGREEMENT dated as of July 29,2002, between Robert Horton (the "Executive") and DOV Pharmaceutical, Inc., a Delaware corporation (the "Company"). WHEREAS, the Company and the Executive desire to enter into this Employment...Employment Agreement • March 15th, 2004 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New Jersey
RECITALSResearch and Development Agreement • February 6th, 2002 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New York
WITNESSETH:License and Development Agreement • April 24th, 2002 • Dov Pharmaceutical Inc • Pharmaceutical preparations • Delaware
DOV PHARMACEUTICAL, INC. AND CONTINENTAL STOCK TRANSFER & TRUST CO. AS RIGHTS AGENT SHAREHOLDER RIGHTS AGREEMENT DATED AS OF OCTOBER 8, 2002Shareholder Rights Agreement • October 16th, 2002 • Dov Pharmaceutical Inc • Pharmaceutical preparations • Delaware
Agreement, dated as of October 8, 2002, between DOV Pharmaceutical, Inc., a Delaware corporation (the "Company"), and Continental Stock Transfer & Trust Co., a federally chartered trust company (the "Rights Agent").
EXHIBIT 10.46 FOURTH AMENDMENT TO LEASE FOURTH AMENDMENT TO LEASE made as of March 11, 2004 (the "Fourth Amendment") by and between STELLAR CONTINENTAL LLC, a Delaware limited liability company, with an office at 156 William Street, New York, New York...Dov Pharmaceutical Inc • March 15th, 2004 • Pharmaceutical preparations
WARRANT AGREEMENTWarrant Agreement • May 16th, 2007 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New York
WARRANT AGREEMENT, dated as of May 10, 2007 (this “Agreement”), between DOV PHARMACEUTICAL, INC., a Delaware corporation, with offices at 150 Pierce Street, Somerset, NJ 08873 (the “Company”), and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, with offices at 17 Battery Place, New York, NY 10004 (the “Warrant Agent”).
ARTICLE I EMPLOYMENTEmployment Agreement • April 5th, 2002 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New Jersey
ContractEmployment Agreement • March 15th, 2006 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New Jersey
EMPLOYMENT AGREEMENT dated as of December 1, 2005, between Scott Myers (the "Executive") and DOV Pharmaceutical, Inc., a Delaware corporation (the "Company").
AMENDMENT NUMBER 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • July 6th, 2006 • Dov Pharmaceutical Inc • Pharmaceutical preparations
AMENDMENT NUMBER 1 TO EMPLOYMENT AGREEMENT (“Amendment No. 1”), dated as of June 30, 2006 by and between DOV PHARMACEUTICAL, INC., a Delaware corporation (the “Company”) and BARBARA DUNCAN (the “Executive”).
LICENSE AGREEMENT (CL216,303)License Agreement • March 30th, 2007 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New Jersey
THIS AGREEMENT (this “Agreement”) is entered into on this 7th day of December 2006 (the “Signature Date”) and is effective as of May 29, 1998 (the “Effective Date”) by and between DOV PHARMACEUTICAL, INC., a corporation organized and existing under the laws of the State of Delaware, having its registered offices at 150 Pierce St., Somerset, New Jersey 08873 (hereinafter “DOV”) on the one hand and WYETH HOLDINGS CORPORATION (formerly known as “American Cyanamid Company”), a corporation organized under the laws of the State of Maine, U.S.A., having its principal place of business at 5 Giralda Farms, Madison, New Jersey 07940, U.S.A. (hereinafter, “WHC”) and WYETH, acting through its Wyeth Pharmaceuticals Division, a corporation organized under the laws of the State of Delaware, U.S.A., having its principal place of business at 5 Giralda Farms, Madison, New Jersey 07940, U.S.A. (hereinafter “Wyeth Pharmaceuticals”), on the other hand. WHC and Wyeth Pharmaceuticals may individually and col
AGREEMENT REGARDING JOINT FILINGDov Pharmaceutical Inc • May 19th, 2003 • Pharmaceutical preparations
The undersigned, Biotechnology Value Fund, L.P., a Delaware limited partnership, Biotechnology Value Fund II, L.P., a Delaware limited partnership, BVF Investments, L.L.C., a Delaware limited liability company, Investment 10, L.L.C., an Illinois limited liability company, BVF Partners L.P., a Delaware limited partnership, and BVF Inc., a Delaware corporation, hereby agree and acknowledge that the information required by the Schedule 13G, to which this Agreement is attached as an exhibit, is filed on behalf of each of them. The undersigned further agree that any amendments or supplements thereto shall also be filed on behalf of each of them.
AMENDMENT2004 Agreement • March 31st, 2008 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New York
AMENDMENT dated October 29, 2007 to the Sublicense and Development Agreement dated June 30, 1998 (the “Sublicense Agreement”) by and between DOV Pharmaceutical, Inc. 150 Pierce St., Somerset, NJ 08873 (“DOV”) and Neurocrine Biosciences, Inc., 12790 El Camino Real, San Diego, California 92130 (“Neurocrine”).
CONFIDENTIAL TREATMENT REQUESTED. LICENSE AGREEMENTLicense Agreement • March 30th, 2007 • Dov Pharmaceutical Inc • Pharmaceutical preparations • New York
As set forth in Form 8-K filed by DOV on January 3, 2007, DOV is in default of that certain Indenture dated December 22, 2004 (the “Indenture”). The trustee has confirmed such default and made a demand for payment.
Stock Option Agreement Relating to but not under the DOV Pharmaceutical, Inc.Stock Option Agreement • March 15th, 2006 • Dov Pharmaceutical Inc • Pharmaceutical preparations • Delaware
DOV Pharmaceutical, Inc., a Delaware corporation (together with all successors thereto, the Company), hereby grants to the Optionee, who is an officer, employee, director, consultant or other key person of the Company or any of its Subsidiaries, an option (the Stock Option) to purchase on or prior to the Expiration Date, or such earlier date as is specified herein, all or any part of the number of shares of Common Stock, par value $0.0001 per share (Common Stock), of the Company indicated above (the Option Shares, and such shares once issued shall be referred to as the Issued Shares), at the Option Exercise Price, subject to the terms and conditions set forth in this Qualified Stock Option Agreement (this “Agreement”).
FIFTH AMENDMENT TO LEASETo Lease • March 15th, 2005 • Dov Pharmaceutical Inc • Pharmaceutical preparations
THIS FIFTH AMENDMENT (the “Amendment”) made as of November 15, 2004, by and between MSNW CONTINENTAL ASSOCIATES, LLC, a Delaware limited liability company, with an office at 67 Park Place East, 8th Floor, Morristown, New Jersey 07960 (“Lessor”) as successor-in-interest to Stellar Continental LLC, and DOV PHARMACEUTICAL, INC., a Delaware corporation, located at 433 Hackensack Avenue, Hackensack, New Jersey 07601 (“Lessee”).
THIS RESTRICTED STOCK UNIT AWARD SHALL NOT BECOME EFFECTIVE UNLESS AND UNTIL IT IS "ACCEPTED" BY YOU IN THE MANNER DESCRIBED BELOW. RESTRICTED STOCK UNIT AWARD NOTICE AND AGREEMENTRestricted Stock Unit Award Notice and Agreement • August 13th, 2008 • Dov Pharmaceutical Inc • Pharmaceutical preparations • Delaware
This Restricted Stock Unit Award Notice and Agreement (this “Agreement”), by and between DOV Pharmaceutical, Inc., a Delaware corporation with an address as set forth on the signature page hereto (the "Company"), and ___________, a resident of ____________ with an address as set forth on the signature page hereto (hereinafter “you” or the “Employee”), is made as of the __ day of _______, 2008, and sets forth the terms and conditions of the award (the “Award”) of restricted stock units (“RSUs”) granted to you under the Company’s 2007 Stock Award and Incentive Plan (the “Plan”).
March 29, 2007 Warren Stern DOV Pharmaceutical, Inc.Dov Pharmaceutical Inc • March 30th, 2007 • Pharmaceutical preparations
AMENDMENTDov Pharmaceutical Inc • November 9th, 2005 • Pharmaceutical preparations
This Amendment (“Amendment”), dated as of August 5, 2005 (the “Amendment Effective Date”), is made by and between MSD Warwick (Manufacturing) Ltd. (“Merck”) and DOV Pharmaceutical, Inc. (“DOV”) with respect to the Exclusive License, Development and Commercialization Agreement by and between Merck and DOV dated August 5, 2004 (the “Agreement”)
