STOCKHOLDERS AGREEMENTStockholders Agreement • January 6th, 2003 • Diversa Corp • Services-commercial physical & biological research • Delaware
AGREEMENT, dated as of December 3, 2002 among Syngenta Participations AG, a corporation organized under the laws of Switzerland (“SPARTAG”), Torrey Mesa Research Institute, a Delaware corporation (“TMRI”, and together with SPARTAG, the “Syngenta Parties”), and each of the stockholders of Diversa Corporation, a Delaware corporation (the “Company”) set forth under the caption “Diversa Stockholders” on the signature pages hereto (each, a “Stockholder”, and collectively, the “Stockholders”).
AMENDED AND RESTATED RESEARCH COLLABORATION AGREEMENT BETWEEN DIVERSA CORPORATION AND SYNGENTA PARTICIPATIONS AG January 3, 2003Research Collaboration Agreement • January 6th, 2003 • Diversa Corp • Services-commercial physical & biological research • New York
This AMENDED AND RESTATED RESEARCH COLLABORATION AGREEMENT (the “Agreement”), entered into as of January 3, 2003 and effective as of the closing of the transactions contemplated by the Transaction Agreement (as defined below) (the “Effective Date”), is made by and between Syngenta Participations AG, a corporation organized under the laws of Switzerland, with offices at CH-4002, Basel, Switzerland (“Syngenta”), and Diversa Corporation, a Delaware corporation, with offices at 4955 Directors Place, San Diego, California, 92121-1609 (“Diversa”).
TRANSACTION AGREEMENT dated as of December 3, 2002 among SYNGENTA PARTICIPATIONS AG, TORREY MESA RESEARCH INSTITUTE and DIVERSA CORPORATIONTransaction Agreement • January 6th, 2003 • Diversa Corp • Services-commercial physical & biological research • New York
AGREEMENT dated as of December 3, 2002 among Syngenta Participations AG, a corporation organized under the laws of Switzerland (“SPARTAG”), Torrey Mesa Research Institute, a Delaware corporation (“TMRI”, and together with SPARTAG, the “Syngenta Parties”) and Diversa Corporation, a Delaware corporation (“Diversa”),
INTELLECTUAL PROPERTY RIGHTS LICENSEIntellectual Property Rights License • January 6th, 2003 • Diversa Corp • Services-commercial physical & biological research • New York
THIS LICENSE AGREEMENT is made as of this 3rd day of December, 2002 by and between Syngenta Participations AG, a corporation organized under the laws of Switzerland (“SPARTAG”), and Diversa Corporation, a Delaware corporation (“DIVERSA”) and will be effective as of the closing of the transactions contemplated by the Transaction Agreement (as defined below) (the “License Effective Date”). Each of SPARTAG and DIVERSA are referred to herein as a “Party” and together as the “Parties.”
REGISTRATION RIGHTS AGREEMENTAgreement • January 6th, 2003 • Diversa Corp • Services-commercial physical & biological research • New York
AGREEMENT (this “Agreement”) dated as of December 3, 2002 among Syngenta Participations AG, a corporation organized under the laws of Switzerland (“SPARTAG”), Torrey Mesa Research Institute, a Delaware corporation (“TMRI”) and Syngenta Seeds AG, a corporation organized under the laws of Switzerland (“Syngenta Seeds”, and together with SPARTAG and TMRI, the “Syngenta Parties”) and Diversa Corporation, a Delaware corporation (the “Company”),
