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HomeMy WebLinkAbout02- Ligocyte Pharmaceuticals, Inc.; Economic Loan - Loan Agreement ~ . --- . \ LOAN AGREEMENT THIS LOAN AGREEMENT is made and entered into this ~day of February 2002, by and between Ugocyte Pharmaceuticals, Inc., a Montana Corporation, hereinafter referred to as "Borrower", and the City of Bozeman, hereinafter referred to as the "Lender". Borrower agrees to pay to Lender the sum of Two Hundred Thousand Dollars ($200,000.00), plus interest in accordance with the terms of this agreement. RECITALS WHEREAS, the Lender has established a Revolving Loan Fund for the purpose of furthering economic development in the Bozeman jurisdictional area; and WHEREAS, the Borrower wishes to borrow funds from the Lender to further the activities of the company ; and WHEREAS, the Borrower has agreed not to remove the business activities or facilities for which the loan is intended from the Lender's jurisdictional area during the term of the loan. NOW, THEREFORE, in consideration of the mutual covenants and conditions herein, the parties agree as follows: 1. Amount of Loan The Lender agrees under the terms and conditions of this Agreement, to make a loan for equipment and working capital to the Borrower in the principal amount of $200,000, to be repaid over a term of not more than five years. This loan is evidenced by a promissory note. WAN AGREEMENT Page 2 of 14 2. Interest Rate and Repavrnent of Loan The loan shall bear interest at five percent (5%) per annum. The term of the loan is five (5) years. Borrower shall commence paying principal and interest monthly on the 5th day of March 2002. Payments are due on the first day of each month thereafter. The borrower will pay a late charge of two percent (2%) of the scheduled payment for any payment not made by the 15th day of the month in which it is due. Interest will accrue from the date funds are disbursed. Interest will accrue on both the delinquent payment and unpaid balance. All payments shall be first applied to penalties. then interest. There will be no penalty for prepayment of the loan. 3. Disbursement of Funds Lender shall distribute the full amount of the loan to the Borrower within five (5) days of receiving all signed documents from the Borrower. The Borrower will provide evidence of the Small Business Innovation Research and Department of Defense grants that serve as matching funds. which shall be attached hereto as Exhibit "A". 4. Conditions of Loan A. The Borrower will deliver to the Lender, on a quarterly basis, balance sheets, profit and loss statements, and reports on the aging of accounts receivable and accounts payable. The Borrower will also deliver other financial records the Lender may reasonably request from time to time. The Borrower will also submit annual financial statements. with full disclosure notes which must at a minimum be reviewed by a certified public accountant. In this regard, at any time a certified public accountant audits any of these /'"' LOAN AGREEMENT Page 3 of 14 statements. the Borrower will furnish the Lender with a copy of all summary sheets and wrttten opinions and reports of the certified public accountant. B. Upon receipt of reasonable advance notice. the Borrower will permit representatives of the Lender to inspect the Borrower's facilities and records which are the subject of this loan. C. This Agreement is non-assignable except upon the wrttten consent of the Lender. A request for consent to assignment must include a statement justifying the request and the audited financial statement of the proposed assignee. This statement must be current to within 90 days of the request. The Lender reserves the right to deny requests for assignment and to modify rates and terms of the Loan Agreement and its exhibits as conditions of an assignment. D. It is expressly understood that the proceeds of this loan are designated solely for the purpose of the legitimate business establishment descrtbed on Page 1 of this Agreement. E. The Borrower waives any and all claims and recourse against the Lender. including the light of contribution for loss and damage to persons or property arising from. growing out of. or in any way connected with or incident to this Agreement. Further. the Borrower will indemnify. hold harmless. and defend the Lender against any and all claims. demands. damages. costs, expenses or liability artsing out of the perlormance of the Borrower. F. In the event that Ligocyte Pharmaceuticals. Inc.. is sold. transferred. taken public. or a majolity of the currently outstanding shares are transferred during the term of this loan. the loan will become immediately due and payable. WAN AGREEMENT Page 4 of 14 G. The Borrower shall not remove the business activities or facilities for which the loan is intended from the city limits of the City of Bozeman. 5. Securttv A. As security for the payment of all loans now or in the future made under this Agreement; prompt, full, and faithful performance by Borrower of all of the provisions to be kept, preserved, or performed by the Borrower under this Agreement; and all other indebtedness of the Borrower to the Lender, now existing or subsequently incurred, Borrower grants to lender a security interest in and to, and collaterally assigns to Lender a perfected first priority security interest in (1) the equipment listed in Exhibit "B", with exception for purchase money security interest; and (2) a $50,000 CD pledged to Lender throughout the term of the loan. Interest eamed on the CD will accrue and be paid to the Borrower. Borrower agrees to execute an Assignment of Deposit Account contemporaneously with the signing of this agreement. B. The Lender's priority security interest in the Borrower's assets described in subparagraph 5A above will be evidenced by appropriate Uniform Commercial Code forms as required by the Secretary of the State of Montana to secure such assets to the Lender pursuant to sections 30-9-101 through 30-9- 511, Montana Code Annotated. These Uniform Commercial Code forms will indicate the Lender's security position, identify other secured creditors, if any, and their security positions, and indicate that the secured parties are entitled to "proceeds" in the event that any such assets are sold and not replaced by the Borrower to operate its business. The Uniform Commercial Code forms will be filed in all necessary state and county offices. LOAN AGREEMENT Page 5 of 14 e. Should the Borrower default in repayment of the loan, the Lender may resort to the property described in paragraph 5A above and/or engage in any remedies provided by the laws of Montana, including foreclosure, always holding the Borrower responsible for any deficiency after sale of the property securing the loan. The Lender may require the Borrower to assemble all collateral and make it available at a place to be designated by the Lender. The Borrower hereby agrees that in the event of default by the Borrower, Lender can proceed with both Dee remedies and non-Dee remedies simultaneously. D. One year from the date hereof and at the end of each succeeding one-year period, the Lender and its designated agents may review, reevaluate and examine the property pledged as security for repayment of this loan. Should the Lender determine in its reasonable judgment that such security is inadequate in value to fully secure the balance of the loan unpaid on the date of such review, the Lender may require that the Borrower, by whatever means or documents the Lender deems to be appropriate, provide such additional property as the Lender deems necessary to fully secure repayment of the remaining balance of the loan. E. The Borrower will advise the Lender of any stock sale, stock pledge, stock transfer or hypothecation of its company stock which in any way may make the collateral pledged under this Agreement worth less than the statement of its value or to the extent the Lender could not recover the outstanding principal balance of the loan from the existing assets pledged. In the event any transfer by sale, pledge or hypothecation of company stock or assets is made by the Borrower, the Lender may, at its sole discretion, accelerate the unpaid balance of the loan then due and owing. LOAN AGREEMENT Page 6 of 14 6. Default The occurrence of anyone or more of the following events shall constitute a default ("event of default") by Borrower under this Agreement: A. Any representation or warranty made by the Borrower in this Agreement or in any request or certificate or other information furnished to the Lender hereunder proves to have been incorrect in any material respect. B. The Borrower fails in any material respect to carry out its obligations under its proposal to the Lender for the loan provided hereunder. C. The Borrower fails to pay. when due. any indebtedness for any money borrowed. for which Borrower is liable as principal obligor or becomes liable as guarantor. D. The Borrower applies for or consents to the appointment of a receiver. trustee or liquidator. admits in writing to its inability to pay its debts as they become due. makes a general assignment for the benefit of creditors. or invokes any relief under any chapter of the United States Bankruptcy Code. E. The Borrower fails to provide adequate collateral for the subject loan in accordance with Section 5. above. F. The Borrower fails to pay all local real estate and personal property taxes specified to the project funded by the proceeds of this loan. as applicable. G. The Borrower removes the business activities for which the loan is intended from the Lender's Jurisdictional area during the term of the loan. H. The Borrower fails to execute any documents reasonably necessary to make the Lender secure in its fmancial position as stated in this Agreement. 1. The Borrower sells. transfers. pledges or hypothecates its stock so as to render the Lender insecure in its position of having the loan repaid. LOAN AGREEMENT Page 7 of 14 J. The Borrower sells any asset described in Exhibit "B" attached hereto, and thereafter fails to replace said assets with a like or similar asset or fails to use the proceeds of the sale of the asset to retire part of the outstanding principal balance of the loan. K. The Borrower violates any term, assurance, or conditions of this Agreement. L. The Borrower fails to provide to the Lender documented proof of the existence of insurance as required under Section 9 of this Agreement. M. Borrower fails to obtain all applicable City business licenses. In the event the Borrower fails to make timely payments under this Agreement or perform any of the covenants on its part or any event of default occurs as stated above, the Lender at any time thereafter may declare the Borrower to be in default and thereafter give the Borrower written notice setting forth the action or inaction which constitutes the default and giving the Borrower thirty (30) days in which to correct the default. If the Borrower fails to correct the default within thirty (30) days of receipt of this notice, the Lender may notify the Borrower in writing that the full balance due upon this Agreement is then due and payable in full within thirty (30) days. It is agreed by the parties hereto that the provisions of this Agreement provide for reasonable and sufficient notice to be given to the Borrower in case of the Borrower's failure to perform any of its covenants and that this notice is sufficient for the Borrower to rectify its actions or inaction of default. Any waiver by the Lender of any default by the Borrower does not constitute a waiver of a continuing breach or a waiver of a subsequent breach. WAN AGREEMENT Page 8 of 14 Any agreement contrary to this Agreement is not binding upon either party hereto unless it is in WIiting and signed by both parties. On an event of default, Lender, in its own absolute discretion, may exercise anyone or more of the rights and remedies accruing to a secured party under the Uniform Commercial Code of the State of Montana and any other applicable law and default by the debtor. All of the Lender's rights and remedies under this Agreement and the other agreements are cumulative and nonexclusive. 7. Non-Discrimination A. Civil Rights Act of 1964. The Borrower will abide by the provisions of Title VI of the Civil Rights Act of 1964 which states that no person may, on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial assistance. B. Section 109 of the HousinQ: and Community Develooment Act of 1974. In the performance of this contract the Borrower will obey this provision which states that: "No person in the United States may, on the grounds of race, color, national origin, or sex, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with the funds made available under this title. Any prohibition against discrimination on the basis of age under the Age Discrimination Act of 1974 or with respect to an otherwise qualified handicapped individual as provided in Section 504 of the Rehabilitation Act of 1973 will also apply to any such program or activity." .n __...__ WAN AGREEMENT Page 9 of 14 8. Additional Assurances The Borrower will remain fully obligated under the provisions of this Agreement notwithstanding its designation of any third party or parties with written approval of the Lender for the undertaking of all or any part of the program with respect to which assistance is being provided under this Agreement. The Borrower will comply with all applicable laws, rules and regulations of the Lender, the State of Montana, and the United States Government and with all lawful requirements of the Lender so as to insure that this Agreement is carried out in accordance with the obligations and responsibility of the Lender of the State of Montana. 9. Insurance The Borrower agrees to provide fire and extended coverage insurance protection on machinery, equipment, furniture and fixtures in the sum of at least 80 percent of the cost of replacing the machinery, equipment, furniture and fixtures payable to the Lender for the amount of Lender's interest in such machine:ry, equipment, furniture and fIXtures. However, the Borrower may, upon written approval of the Lender, in the event of loss, apply insurance proceeds received by the Lender towards the payment of the loan or use the proceeds to replace the machinery, equipment, furniture and fIXtures destroyed. The Borrower will provide copies of all insurance policies to the Lender at the time this agreement is signed. During the term of this Loan Agreement, when the Borrower renews the insurance policy by payment of an additional year's premium, the Borrower will provide proof of payment of the premium to the Lender so as to keep the Lender advised at all times that the machinery, equipment, furniture and fIXtures are insured. Failure to so notify WAN AGREEMENT Page 10 of 14 the Lender is an event of default of this Loan Agreement for purposes of the default provisions of Section 6 above. 10. Litillation The Borrower states that to the best of its knowledge and belief there are no suits or proceedings pending or threatened against or affecting it which, if adversely detennined, would have a material adverse effect on its financial condition. In addition, to the knowledge of the Borrower, there are no proceedings by or before any governmental commission, board, bureau or other administrative agency pending, or threatened against the Borrower. 11. Attorney's Fees In the event that either party incurs legal expenses, including the costs, expenses, salary and fees of the in-house counsel. to include City Attorney, to enforce the terms and conditions of this Agreement. the prevailing party is entitled to recover reasonable attorney's fees and other costs and expenses, whether the same are incurred with or without suit, including fees on appeal. 12. Avoidance of Conflict of Interest The Borrower covenants that no officer, member, agent, or employee of the Lender who participates in the administration of this Agreement in other than a purely ministerial capacity will have any personal interest, real or apparent, in the proceeds of the loan provided hereby. For purposes of this covenant, an impermissible conflict of interest exists if the officer, member, agent or employee; any member of his or her immediate family; his or her partner; or an organization which employs, or is about to employ, any of the foregoing has a financial or other interest in the proceeds hereof WAN AGREEMENT Page 11 of 14 during his or her tenure or for one year thereafter. The Borrower shall incorporate, or cause to be incorporated, in all contracts or subcontracts a provision prohibiting such interest pursuant to the purposes of this section. 13. Construction and Venue This Agreement will be construed under and govemed by the laws of the State of Montana. In the event of litigation conceming it, venue is in the 18th Judicial District in and for the County of Gallatin, State of Montana. 14. Modifications Any amendments or modifications of this agreement, or any provisions herein shall be made in writing and executed in the same marmer as an original document and shall after execution become part of this agreement. 15. Demand: Any demand upon or notice to either party shall be by personal service or addressed and mailed to the following addresses: LENDER: BORROWER: City Manager Ligocyte Pharmaceuticals, Inc. P.O. Box 1230 920 Technology Boulevard, Suite C Bozeman, MT 59771 Bozeman, Mf 59718 Mailing shall be by certified mail, retum receipt requested, and shall be effective when served or three (3) days after deposit in the United States Mail, whichever occurs first. 16. Waiver No waiver of any default shall constitute a waiver of any other default, nor shall such waiver constitute a continuing waiver. No waiver of any term or condition of this Agreement shall constitute a waiver of any other term WAN AGREEMENT Page 12 of 14 or condition. whether or not similar. nor shall such waiver constitute a continuing waiver. 17. Headinfls The headings used in this Agreement are for reference purposes only. 18. Binder This Agreement shall be binding upon the heirs. personal representatives. successors and assigns of the Parties. 19. Authority The undersigned Borrowers affirm that they have the authority to enter into this agreement on behalf of themselves and their corporation. and to bind the undersigned Borrowers and corporation to this Agreement. DATED THIS.2t'rJf day of Febnuuy. 2002. By: Michael A. McCue Chairman and CEO LOAN AGREEMENT Page 13 of 14 STATE OF MONTANA ) :ss County of Gallatin ) On the~day Of~AuD~' 2~before me, a Notary Public for the State of Montana. personally app ed Michael A. McCue. known to me to be the Chairman and CEO of Ligocyte Phannaceuticals. Inc.. the corporation that executed the foregoing Loan Agreement and acknowledged to me that he executed the same for and on behalf of said corporation. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my seal on the day and year first written above. -~/d~~~ a ~ ",........., ~ay' . ~4- &tY27 oz.,:/'~',;~~-:::~~:.~~"'" _ / .; " " "',-; ~ ~ - -- ~ ~ ..... ...., ~ - ~ -. --- ~- ... ......;.;. : ~ :. .....,.. ,- '..~ ~ .,.......- -: ~:.:: :::: ._ .,.r _ _ '. ~'.'~ ~ '::'--: ~~~... .........~. ". ',:- \.:;:~'~-:: ~:: '-'~-:;- ..- ..". WAN AGREEMENT Page 14 of 14 LENDER: CITY OF BOZEMAN Dy. l-J-, -- Clark Johnson, City Manager CZTj ~ Robin L. Sullivan City Clerk STATE OF MONTANA ) :ss County of Gallatin ) On the 2C/~ day of h:>..hnLar:;t. 20E1Z., before me, a No1:a1y Public for the State of Montana, personally app ed Clark Johnson and Robin Sullivan, known to me to be the persons described in and who executed the foregoing Loan Agreement as City Manager and Clerk of the Commission of the City of Bozeman, whose names are subscribed to the within instru.ment and acknowledged to me that he executed the same for and on behalf of said City. IN WITNESS WHEREOF, I have her.eunto set my hand and affIxed my seal on the day and year fIrst written above. .~~~ .~. ~~ ....." " - ::- ~....~, \.......... w'-_ .....'.~ .,.,. \........ r - - . ~. -:-...< ,'-.. " \." , .; '\:' .' \:: ./~ /~ ~~ ,.~r - blic for State of Montana :- -< , Resi .ng at Bozeman, Montana - ~ ' - ....:.: "', -,fj ~ ::' My Commission expires: 11../IB!05 ":' ~,.. - ...... '-/- .....r~ ' .vI - -:':< ... /.;;. ::;.' ASSIGNMENT OF DEPOSIT ACCOUNT This assignment of deposit account dated ~ft:;2- is made and executed between . Ligocyte Pharmaceuticals, Inc. (Grantor) and the City of Bozeman (Lender). Assignment. For valuable consideration, Grantor assigns and grants to Lender a security interest in the Collateral, including without limitation the deposit account described below, to secure the indebtedness and agrees that Lender shall have all rights entitled by law with respect to the Collateral. Collateral. CD account with an approximate balance of $50,000. Interest earned on the CD shall accrue and be paid to the benefit of the Grantor. By: Michael A. McCue Chairman and CEO Time Certificate of Deposit FinancIal Institution: First Interstate Bank, Bozeman-Downtown Branch 2800 West Main Street, P.O. Box 1890, Bozeman, MT 59n1-1890 2000010706 Account Name: L1GOCYTE PHARMACEUTICALS INC SSNfTlN: 81-0494034 Account Number Issue Date Deposit Amount Term Maturity Date 2000010706 February 8, 2002 $50,000.00 7 Months September 8, 2002 Rate Information: This Account Is an interesl bearing account. The Interest rate on the account Is 3.05% with an annual percentage yield of 3.07%. The inlerest rate and annual percentage yield will not change for the term of the account. The Interest rate will be in effect until September 8, 2002. Interest begins to accrue on the business day you deposit noncash Items (for example, checks). Interest will be compounded annually and will be credited to the account annually. Interest on your account will be credited by adding the interest 10 the prlnclj)al. The annual percentage yield assumes Interest will remain on deposit until maturity. A withdrawal will reduce earnings. Balance Information: We use the average daily balance method to calculate Interest on your account. This method applies a periodic rate to the average dally balance In the account for the period. The average dally balance Is calculated by adding the principal In the account for each day of Ihe period and dividing that figure by the number of days In the period. We will use an Interest accrual basis of 365 for each day In the year. You must maintain a minimum average daily balance of $1,000.00 to obtain the disclosed annual percentage yield. The average dally balance is calculated by adding the principal In the account for each day of the period and dividing that figure by the number of days in the period'. - -. LImitations: You must deposit $1,000.00 to open this account. You may not make addilional deposits Into this account. You may not make withdrawals from your account until the maturity date. Time Account Information: Your account will mature on September 8, 2002. If you withdraw any of the principal before the maturity date, we may impose a penalty of one month's Interest on the amount wtthdrawn If the term Is six (6) months or less OR three (3) month's Interest on the amount withdrawn If the term is greater than six (6) months. This account will not renew automatically at maturity. If you do not renew the account, we will do the following with your deposit: place It In'a non-lnlerest bearing account. TIME DEPOSIT AGREEMENT - CD - SINGLE MATURITY We appreciate your decision to open a time deroSlt account with us. This A~eement sets forth cerlain conditions, rates, and rules that are sreclflc to r,our Account. Each signer aCknowled~es tha the Account Holder named as placed on deeoslt with the Financial Institution the Dep'osi Amount ndlcated, and has aweed to keep the unds on deposit unlit the Maturity Date. As used In th s Agreement, the words ~U", '~our" or 'Yours" mean the Account Holder(s the word "Account" means this Time Deposit Account and the word "~reemenl" means this Time e~s t Agreement, and the words "we", "us" and ~our" meari the Financial Institution. This Account is effective as of the $Sue Date and Is valid as of t date we receive credit for noncash Items (such as checks drawn on other financial Institutions) deposited to open the Account. Deposits of foreign currency will be converted to U.S. funds as of the date of deposit and will be reflected as such on our records. INTEREST RATE. The Interest rate is the annual rate of Interest paid on the Account which does not reflect compounding ("Interest Rate"), and is based upon the Interest accrual basis described above. AUTOMATIC RJ;NEWAL POLICY. If the Account will automatically' renew as described abo~ the r;?rincipal amount a.nd all paid. earned Interest that has not been Withdrawn will automatically renew on each Matunw Dale for an Identical p od of time as the O~lnal der,OSlt term. Interest on renewed accounts will be calculated at the interest rate then In effect for time'deposits of that Deposit Amount an term. f you wish to withdraw funds from your Account, you must notify us during the grace period after the MatUrity Date, EARLY WITHDRAWAL PENALTY. You have agreed to keep the funds on deposit until the Maturity Date of Jour Account. Any withdrawal of all or part of the funds from your Account prior to maturity may result in an early withdrawal penalty. We will consi er requests for early withdrawal and, If granted, the penalty as specified above will apply. Minimum Required Penalty. If you withdraw monex within six (66 days after the dale of deposit, the Minimum Reauired penalty Is seven ~) days' simple Interest on the withdrawn funds. If ~arlial ea y withdrawal $) are permitted, we are reqUired to Im~ose the Inlmum Required Pena tY on the amount(s) withdrawn. within six ~6> days a er each partial wlthdrawill. The early withdrawal penaltr. may e more than the Minimum Required Penalty. You pay the early withdrawa penalty by forfeiting part of the accrued Inlerest on the Accoun. If your Account has not earned enough interest, or if the Interest has been paid, we lake the difference from the principal amount of your Account. ~ . exceptions. We may let r,ou withdraw money from your Account before the Maturiw Date without an early withdrawal ~enalty: <1> when one or more of you dies or Is determ ned legallre incompetent by a court or other administrative body of competent lurlsdlctlon; or ( > when the Account is an Individual Retirement Account (IRA) es abllshed In accordance wllh 26 use 408 and the money Is paid wi hln seven (7J days after the Account is openedi or ~ when the Account Is a Keogh Plan ~Ke~), If you forfeit at least the Interest earned on the withdrawn fun s; or (4) If the Account Is an IRA or a ogh Plan established pursuant to 2 U 408 or 26 use 401, when you reach age 59 1/2 or become dlsablea; or (5) within an applicable grace period (If any). RIGHT OF SETOFF. SUblect to applicable law, we may exercise our riSht of setoff or seCUrl~ Interest against any and all of your Accounts ~except IRA, Keogh plan and Trus Accounts) without notice, for an~ liability or ebt of any of you, wether Joint or Indivlaual, whether direct or con ng~nt, whether now or hereafter existing, and whether arising om overdrafts, endorsements, guarantees, loans, attachments ~arnlshments, leVies, attorneys' fees, or other obligations. If the Account Is a lOlnt or mUlllplr.fcarty account, each Joint or multiple-party account ho der authorizes us to exercise our right of setoff against any and all Accounts 0 each Account older. OTHER ACCOUNT RULES. The following rules also apply to the Account. Surrender of Instrument. We may require you to endorse and surrender this A~eement to us when you withdraw funds, transfer or close hour Account. If ~ou lose this Agreement, you agree to sign any affidavit of lost Instrumen , or other Agreement we may require, and agree to hold us armless from lIa llity, prior to our honoring your withdrawal or request. Death of Account Holder. Each Account Hoider a~rees to notify us Immediate~ upon the death of any other Account Holder. You agree that we may hold the funds in your Account until we have rece ved all required documenla on and instructions. Indemnity. If you ask us to follow Instructions that we believe might expose us to an~ claim, liability or damages, we may refuse to follow your Instructions or may require a bond or other protection, Including your agreement to Indemnl us. . Dlpa',T PR01 v.... 1.51.11.06 COj:a". ".rlafMI......lUllal......loM.lnc.1.... aa,,, AI....... .....rHd. NT- MT - C:\WtNA"'I\LP\,\Cf'I\T1I\L'IO 111l-IOO0Jl71 Page 1 of 2 Customer Copy . ~ --.,--..... .~~- -.-.'. - --.. ..~ __ ._.~ ...r __..,,_ .~______,_. ~._ .___ ".._ ~_ . ~__ _.. . _..____. , __. _ _.._.____. _ _ _._.__...... .__.__-;--_ ,_____"." __n.~~~_. ...~~~~_'__~'~ ~~~'_r_ _~ .........----__. ____ j , .-. I"" ! ~:i ( ,,I I I ,/ ;."'!" ..f) 1.._1.... ,,-! 0" r " , N~ 917 NAME ,. " ! . . ".\ .-, ,. ';' ADDRESS DATE ,.-.' . ~D h#eld. L '"" NON-NEGOTIABLE SAFE KEEPING RECEIPT {S - . FIRST INTERSTATE BANK Sq ~elt.-..,/h....., P.O. Box 1890 Bozeman, Montana 59771 l- ll.. UJ 0 w ACKNOWLEDGES RECEIPT FROM THE ABOVE NAMED THE FOLLOWING DESCRIBED PROPERTY FOR SAFE KEEPING. a: (9 NUMBER OF SECURITIES Z DESCRIPTION CERT. NOS. SHARES RECEIVED 0: W '(' d:. () C){)() I D "76 b '7 II'ld, t2.D: w C.,J' ~ w u. <( CI) - RECEIVED ABOVE SEC~? .. . ...; RECEIVED ABOVE SECURITIES ;.. ! ! DATE . 'v.,~---1.~ I,/y'~".. BY -- f..- ._-~ ,; I CUSTOMER _...w_.;....,.....~............... ,-'. -. . '" ., .., , .. ., ' . A CORD_ EVIDENCE OF PROPERTY INSURANCE OP 10 LK DATE (MMlDDIVY) 04/01/02 THIS .IS EVIDENCE THAT INSURANCE AS IDENTIFIED BELOW HAS BEEN ISSUED, IS IN FORCE, AND CONVEYS ALL THE RIGHTS AND PRIVILEGES AFFORDED UNDER THE POLICY. PRODUCER ~ 406-587-511~406-586-027 COMPANY Alc.....E~: First West, Inc. PO Box 1800 St. Paul Fire & Marine 1905 Stadium Dr PO Box 5490 Bozeman MT 59715 Denver CO 80217 T ler D~liilnev, eIe CODE: .''''~--~CODE: ~~-- ~---..."-- C!:!..STOMERIDi!; LIGOC-1 'n'~ -' POLICY NUMB~-'-"------'------- INSURED LOAN NUMBER TE08401147 ~~- Ligocyte Pharmaceuticals, Inc. EFFECTIVE DATE EXPIRATION DATE CONTINUED UNTIL 920 Technology Blvd, Ste C 12/09/01 12/09/02 TERMINATED IF CHECKED Bozeman MT 59718 THIS REPLACES PRIOR EVIDENCE DATED: PROPERTY INFORMATION LOCATION/DESCRIPTION 001 -,'- ~. .~, ". 920 TeChnology Boulevard Bozeman MT 59715 COVERAGE INFORMATION COVERAGE/PERILS/FORMS AMOUNT OF INSURANCE DEDUCTIBLE Business Personal property/RC/Special Form $600,000 $1,000 REMARKS (Including Special Conditions) --.. - ..". - ., .,- ..'. - --. - -,- --- ___ __"'_U ~ -. ------ .----" ____. ,d_._ _ __~ CANCELLATION THE POLICY IS SUBJECT TO THE PREMIUMS, FORMS, AND RULES IN EFFECT FOR EACH POLICY PERIOD. SHOULD THE POLICY BE TERMINATED, THE COMPANY WILL GIVE THE ADDITIONAL INTEREST IDENTIFIED BELOW 10 DAYS WRITTEN NOTICE, AND WILL SEND NOTIFICATION OF ANY CHANGES TO THE POLICY THAT WOULD AFFECT THAT INTEREST, IN ACCORDANCE WITH THE POLICY PROVISIONS OR AS REQUIRED BY LAW. ADDITIONAL INTEREST NAME AND ADDRESS MORTGAGEE ADOITIONAL INSURED X LOSSPAYEE eity of Bozeman LOAN # PO Box 640 AUTHORIZED REPRESENTATIVE Bozeman MT 59771 I ACORD ~7(3'93) @ACORO CORPORATION 199.3 --..--. EXHIBIT C PROMISSORY NOTE PROMISSORY NOTE $200.000.00 Bozeman, Montana f2b 20 ,2002 FOR VALUE RECEIVED, LigoCyte Pharmaceuticals, Inc., 920 Technology Blvd., Suite C, Bozeman, Montana 59718, hereinafter referred to as "Borrower", promised to pay to the order of the City of Bozeman, 411 East Main Street, Bozeman, Montana, 59715, the sum of TWO HUNDRED THOUSAND AND NO/100ths DOLLARS ($200,000.00) as follows: Borrower shall commence paying principal and interest on March 1, 2002 and monthly thereafter amortized over a five (5) year period with a final payment due February 1, 2007. Each monthly payment of principal and interest will be THREE THOUSAND SEVEN HUNDRED SEVENTY~FOUR AND 25/10Oths DOLLARS ($3774.25). The Borrower agrees to pay a late charge of two ~er cent (2%) of the scheduled installment for any payment not made by the 15 day of the month in which it becomes due and payable. Interest will continue to accrue on both the delinquent payment and unpaid balance. All installments shall be first applied to penalties, then interest and thereafter to principal. There will be no penalty for prepayment of the loan. DATED THIS 2ot')} day of Hh~ ,2002. By: Michael A. McCue Chairman and Chief Executive Officer . .._.._~......~---_.. . ., . - ~ AWARD/CONTRACT 1. THIS CONTRACT IS A RATED ORDER RATING PAGE OF PAGES UNDER DPAS (IS CFR 350) 1 22 2. CONTRACT IProc. Iml. (d.nl,) NO. 3. EFFECTIVE DATE 4. REQUISITION/PURCHASE REQUEST/PROJECT NO. DAMD17.01-C-004Q 15 Jun 2001 5. ISSUED BY CODE DAMD17 6. ADMINISTERED BY (lftnh.rrhon /,.//1 5) CODE DAMD17 US ARMY MEDICAL RESEARCH ACQUISITION USA MED RESEARCH ACO ACTIVITY DIRECTOR 820 CHANDLER STREET DIRECTOR 820 CHANDLER STREET FORT DETRICK MD 21702-5014 FORT DETRICK MD 21702-5014 7. NAME ANI;) ADDRESS OF CONTRACTOR INo.. strl1't. ""J. eolm'}', sial. umJ :'p cadld 8. DELIVERY LlGOCYTE PHARMACEUTICALS INC [ I FOB ORlGIN [ Xl OTHER IS.. bolo.'1 MS TERRI A LEWIS 9. DISCOUNT FOR PROMPT PAYMENT 920 TECHNOLOGY BLVD SUITE C 30 Days - 100% BOZEMAN MT 59718-2733 10. SUBMIT INVOICES 2 ITEM (J ",pilt nnl... olh.,..... sp'C(R"'1 TO THE ADDRESS Block 6 CODE 1NTSO FACILITY CODE SHOWN IN: 11. SHIP TO/MARK FOR CODE 12. PAYMENT WILL BE MADE BY CODE F80700 USA MED RESEARCH AND MATERIEL COM DEFENSE FINANCE AND ACCOUNTING SERVICE ATTN MCMR-PLD 888 478 51538 DFAS 504 SCOTT ST SA FPA EFTT FT. DETRICK MO 21702-5012 500 MCCULLOUGH AVE SAN ANTONIO TX 78215-2100 13. AUTHORlTY FOR USING OTHER THAN FULL AND OPEN 14. ACCOUNTING AND APPROPRlA TION DATA COMPETITION: See Schedule . [ 110 U.S.C. 2304(c)( ) ( ] 41 US.C. 253(c)( ) 15A. ITEM NO. 15B. SUPPLlESI SERVICES 15C. QUANmy ISD. UNIT lSE. UNIT PRICE 15F. AMOUNT SEE SCHEDULE ~'XJl~~:t A 2 25604.00 X) X 1 .1 X 2 X 5 X 13 X 15 X 17 Yauro8'dt OIl Soll<llollaII Numblr ino:ludina 11M oddi~.... .......... madd by)'Oll whi<lI l\ddiliCll1l or o:hanaa OR ..I fbnh in 1\111 abo... is heRby 0<0IpIed ..101110 i_ lillld allow om! an IIIIY CIlIIliIlWllian ohe<Ia. this oward OOlll\lIl1ll\llleS 1ho _ whio:h ......iN oflh~ 1ilIIowi... daaunoonlJ: (a) 1110 Oa.......-'s aalic:ila~ollllllC! your 08'011'. wi (b) lhIIawant!OO\1IlllOl. No lI.tnhu CIlIIItOOI\IOI dac:lImonl is.""""""Y. (Type OT prill" 20A. NAME AND TITLE OF CONTRACTING OFFICER CHERYL R. MILES I CONTRACTING OFFICER 19C. DATE SIGNED 20B. UNITED STATES OF AMERlCA 20C. DATE SIGNED ~!6/d/ BY c.~ 1C~.~ 15-Jun-2001 BY IS/pair"" of"."on alUM';:'" 10 .ilnl ISI'/IOn,'" ofConlnlCli1fJ OIJl~r) NSN 7HO-lll.U2.8069 215-107 ST ANDARO FORM 26 (REV. 4-8S) PRE\10US romoN UNUSABLE OPO 1985 0-469-794 Pfll<ribod by OSA FAA (48 en) S3.214(a) -..----.' fe..a r 1- ~lVO r 4.. . . ***************************** NOTICE OF GRANT AWARD **************************** SI.IALL BUSINESS INNOVATION RESEARCH PROG Issue Date: 06/22/2001 Department of Health and Human Services National Institutes Of Health NATIONAL INSTITUTE OF ALLERGY AND INFECTIOUS DISEASES ******************************************************************************** Grant Number: 5 R44 AI43789-03 Principal Investigator: NAGY, JON 0 PHD Project Title: RATIONAL DESIGN OF ADHESION ~LOCKING ANTI-INFLAMMATORIES PRESIDENT & CEO '~ F (" ~:: f \ ,I ~ f'. . ._..... .'" . ;2 ,I LIGOCYTE PHARMACEUTICALS, IN~ 920 TECHNOLOGY BLVD, SUITE C .fillv .' ti 'il'I'" . ,I' BOZEMAN, MT 59718 Budget Period: 05/01/2001 - 04/30/2002 Project Period: 08/01/1998 - 04/30/2003 Dear Business Official: The National Institutes of Health hereby awards a grant in the amount of $l,450,152(see I 'Award Calculation I , in Section I) to LIGOCYTE PHARMACEUTICALS, INC. in support of the above referenced project. This award is pursuant to the authority of 42 USC 241 42 CFR PART 52 15 USC 638 and is subject to terms and conditions referenced below. Acceptance of this award including the Terms and Conditions is acknowledged by the grantee, when funds are drawn down or otherwise obtained from the grant payment system. Award recipients are responsible for reporting inventions derived or reduced to practice in the performance of work under this grant. Rights to inventions vest with the grantee organization provided certain requirements are met and there is acknowledgement of NIH support. In addition, recipients must ensure that patent and license activities are consistent with their responsibility to make unique research resources developed under this award available to the scientific community, in accordance with NIH policy. For additional information, please visit http://www.iedison.gov. If you have any questions about this award, please contact the individual(s) referenced in the information below. Sincerely jours, " . / " ?r\ il.-~\,~l i~ u~ Karen Mc\ja.y Grants M~nagement Officer NATIONAL/INSTITUTE OF ALLERGY AND INFECTIOUS DISEASES See additional information below , LlGQCYTE PHARMACEUTICALS, INC. Depreciation Expense [Depreciation] GAAP For the Period January 1, 2001 to December 31, 2001 Placed in Depr Life . Cost or E>..+ "" ~,~~ Asset 10 Service Meth/Conv YrMo Other Basis rc :". 1~1.( \I!.t1 VoilA '" (~~/\e (<lIl ~., i- Class: 010 :!'/;"" , fin.. ," 000790 Apple Computer 1/11/00 SL 1 OOFM 3 0 1,042.20 "3~~ 000800 ~ 10 0 000810 Office Blinds 2/29/00 SL 1 OOFM 3 0 1,186.00 C(.(J 000820 Laser Jet Color Printer 2/14/00 SL 1 OOFM 5 0 3,715.83 I~OO 000830 4-Drawer File Cabinets (9) 3/21/00 SL 1 OOFM 10 0 899.91 'lev 000840 Microcent Compac & Accu..Jet 3/24/00 SL 1 OOFM 3 0 1,345.37 l.{ 00 G)<h:~:t r3 000850 Computer Network Installation & cabling 3/22/00 SL 1 OOFM 3 0 2,990.00 - 000860 ' Poster & Frame Center Office Pictures 3/ 3/00 SL 1 OOFM 10 0 561.14 . I Co 000880 Fisher Scientific Computer 5/31/00 SL 1 OOFM 3 0 1,998.77 g()~ 000890 Software Purchase 8/31/00 SL100FM 3 0 1,254.74 '2. t.:H.~ 001030 Workstations 3/15/01 SL 1 OOFM 10 0 '12,218.25 :r~",o 001040 Sharp copier 3/15/01 SL 1 OOFM 5 0 6,995.00 .; tOb 001050 ~ Sharp printer/copier (from '00) 3/31/01 SL 1 OOFM 5 0 4,922.00 '3 'S Qc;.) 001060 .:;:. Dell computer 4124/01 SL100FM 3 0 1.456.00 ~. (,)(> 01010003 Typing Stand 10/20/94 SL 1 OOMHM 10 0 130.00 ~i {) 01010005 Desk 1/19/95 SL 100MHM 10 0 399.00 'J Sa 01010006' Furniture - Kathy 10/15/96 SL 1 OOMHM 10 0 842.92 ~~o 01010007 Conference Room Furniture 4/15/97 SL 1 OOMHM 10 0 3,218.50 1.$"00 01010008 Telephone System 2/28/98 SL 1 OOFM 5 0 1,283.00 5'"00 ) 01010009 Cabinets 7/18/98 SL 1 OOFM 10 0 280.00 10Q 01010010 Desk and Chair 7/18/98 SL 1 OOFM 10 0 1,282.00 S~'=' 01010011 Mac Computer 8/15/98 SL1 OOHY 3 0 2,394.63 ~-Ot1 01010012 Lap-Top Computer 10/22/98 SL1 OOHY 3 0 2,820.45 ~fro 01010013 Cabinets 7/18/98 SL 1 OOFM 10 0 971.72 t./IJO 01010014 Slide Projector 3/15/99 SL 1 OOFM 10 0 2,000.00 '1 ~-~~ 01010015 Furniture. Biosurface ~ / ~ _'I f- ~+, .", t.J Placed in Depr Life Cost or .ssetlD Service Meth/Conv YrMo Other Basis FII\V 3/ 1/99 SL 1 OOFM 10 0 28,000.00 / o. U<,,- 01010016 Telephone System. Executone 3/15/99 SL 1 OOFM 10 0 2,445.00 /' I.:.: ~ .:' ~.; 01010017 Computer -IMAC 7/22199 SL 1 OOFM 3 0 1,132.51 .~,:;.o 01010018 Printer - Lexmark 7/31/99 . SL 100FM 5 0 380.00 / ~,I r:.~ '01010019 Computer - IMAC Super 7/221.99 SL 1 OOFM 3 0 3,162.10 :.100 01010020 Computer - IMAC 9/18/99 SL 1 OOFM 3 0 1,319.15 .~"" 01010021 Computer Accounting 12116/99 SL 1 OOFM 3 0 1,875.00 . f ' t(.. 01010022 Accounting Software 11/15/99 SL 1 OOFM 3 0 9,645.00 11:1tt> 01010023 Computer - Accounting 12/16/99 SL 100FM . 3 0 2,075.00 "I S IJ 01010025 Laserjet Printer - HP 10/16/99 SL 1 OOFM 5 0 516.69 / ,,'0 01010026 Table. Secretary 11/30/99 SL 1 OOFM 10 0 498.00 J,oo 01010027 Computer - IMAC 11/30/99 SL 100FM 3 0 1,098.21 'Z~--c 01010028 Computer.. IMAC 10/31/99 SL 1 OOFM 3 0 1,263.83 ~<J<:J 01010029 Desk - Workstation 10/31/99 SL100FM 10 0 2,307.80 (", :. ' 01030001 Furniture 7/15/94 SL100MHM 10 0 1,985.00 (1 \} l:~\ 01030002 Copy Machine 7/15/96 SL 1 OOMHM 5 0 797.41 1"'-' (j Unchanged Assets All assets that have no activity during the focus perioe 1,670.60 (~.r.."~''; Subtotal: 010 ",\,,-t-.. I "tII,81M.58 <lL,/ qr Ge".('&<\ a'b....: ,P . 111.., '3=1, C/ass:020 (...A~ ca~""\p......",t 000540 Computer Equipment (Nagy's) J./ t:; (J 1/ 3/00 SL 1 OOFM 3 0 1,173,54 000550 QUX.2195D (Harris Manufacturing) 4/13/00 SL 100FM 10 0 5,435.00 ~"OCl 000560 4-Channel Broiler Pump 4/17/00 SL 100FM 10 0 1,995,00 I J."" 000570 Labline compact C02 incubator I~.c 4/25/00 SL 1 OOFM 10 0 1,998.66 000580 Exhaust Fan 6/21/00 SL 100FM 10 0 600.00 '3 So 000590 Adobe Software 6/29/00 SL 1 OOFM 3 0 952.67 d-oo 000600 Office Pro Software 6/29/00 SL 1 OOFM 3 0 1,229.70 -foo. 000610 Dimension L Dell Software '-I~o 7/10/00 SL 100FM 3 0 1,508.00 000620 Dell Dimension L Series Computers (4) 7110100 SL100FM 3 0 4,756.00 .;)..-:Joe 000630 Laserjet Printer 7/10/00 SL 1 OOFM 5 0 1,064.55 Soo 000640 Mini Rack Mouse Cages 81 3/00 SL 1 OOFM 10 0 3,385.43 ;).000 000650 Paradlgn Network Server Hardware/Software 8/ 2/00 SL 100FM 3 0 5,350.00 100e Page: 2 -....- / ';'$ t I^''' -t....t Placed in Oepr Life Cost or /~et 10 Service Meth/Conv YrMo other Basis F""v - ,.)660 Scion VG-5 Video Grabber 8123/00 SL 100FM 10 0 1,060,20 ':)0 0 000670 Apple Power Macs (2) and Equipment 9/23/00 SL 100FM 3 0 8,990.99 t./ S"o ~ 000680 Delllnspiron 5000 Computer 9/ 5/00 SL 100FM 3 0 3,272.00 d ""0 000690 VWR Rocking Platform 10/13/00 SL 100FM 10 0 607.91 "3~" 000700 Fan Installation 11/29/00 SL 100FM 10 0 632.00 - 000710 Office remodel 12/19/00 SL 100FM 3 0 1,400.00 - 000720 ' DMLS Microscope 9/13/00 SL 100FM 10 0 4,598.51 '3 roo 000730 Lab Fan Installation 12/ 9/00 SL 100FM 10 0 622.72 - 000740 Dell Dimension L800R Software 12/12/00 SL 1 OOFM 3 0 1,516.00 5dO 000750 Office Remodel 12/20/00 SL 1 OOFM 3 0 1,350.00 - 000760 Desk & Credenza 12/29/00 SL 100FM 10 0 1,000.00 Soo 000870 Re-c1ass Expenses 5/31/00 SL 100FM 10 0 1,347.75 - 000910 Particle Size Analyzer-90Plus ;; t/,QdCl 12/20/00 SL 100FM 10 0 30,000.00 000920 EmulsiFlex-C5 High pressure homogenizer & Filter 9/ 8/00 SL 100FM 10 0 18,302.00 /~ aot.' 000940 Optiscan & keyboard 7/18/01 SL100FM 10 0 7,990.00 S-f"QO 000950 4 channel pump(Swiss) 2/ 2/01 SL 100FM 10 0 2,025.84 /00 0 000960 Proxima ultrllght projector j 2/ 8/01 SL 100FM 10 0 3,582.01 ;;'10... 0 000970 Mas 90 time card % 2/ 8/01 SL 1 OOFM 3 0 1,495.00 S"<>O 000980 Adobe software 3/22101 SL 1 OOFM 3 0 558.95 ';L."'~ 000990 Cabinets (White) 3/28/01 SL 100FM 10 0 800.00 7..ClC 001000 Safety hood 4/17/01 SL 1 OOFM 10 0 3,950.00 2~ 001010 Frame grabber 4/16/01 SL 1 OOFM 10 0 1,068.89 S'do 01020001 Microscope 8/24/94 SL 100MHM 10 0 1,420,00 gso 01020002 Incubator 8/24/94 SL 1 OOMHM 10 0 2,070.00 / J e;t:> 01020003 liqUid Nitro Container 8/24/94 SL100MHM 10 0 740.00 '2~ 01020004 Centrifuge 8/24/94 SL 1 OOMHM 10 0 385.00 "",~It~' 01020006 Cole Parmer Test Equipment 10/31/94 SL100MHM 10 0 859.00 '~....,~ 01020009 Microscope 10/31/94 SL100MHM 10 0 2,085.00 '15'?,' 01020011 Blo Safety Cabinet 10/31/94 SL 100MHM 10 0 4,185.00 '2-/00 01020012 Roller Bottle Assembly 11/30/94 SL 1 OOMHM 10 0 1,741.57 'l~,'c Page; 3 Placed in Depr Life Cost or Service Meth/Conv YrMo Other Basis Incubator 12/31/94 SL100MHM 10 0 4,010.88 I~ot;) 01020014 Work Tables 12/31/94 SL100MHM 10 0 574.55 /I.)c..' 01020015 Benches and Cabinet 4/17195 SL100MHM 10 0 748.13 I '; \~.' 01020016 Centrifuge' 12/14/95 SL 1 OOMHM 10 0 350.00 100 01020018 Refrigerator 9/30/96 SL 100MHM 10 0 900.00 ~,~.:) 01020019 Stirring Hot Plates 8/31/96 SL 1 OOMHM 10 0 571.05 ~ U;\~ 01020022 Oven 12/15/96 SL 1 OOMHM 10 0 282.00 "Jr" 01020023 Microscope Stand & Adapter 5/31/97 SL100MHM 10 0 1,611.32 . ~:{,t':...:;:.,,:, 01020024 Laser Writer 6/30/97 SL100MHM 5 0 1,123.76 ...~.."(-: 01020025 . Vision I Camera, Monitor & Access 7/7/97 SL 1 OOMHM 10 0 7,320.00 ~.)~., 01020026 . Grade I Image Tube 7/7/97 SL100MHM 10 0 6,895.00 .~ .a~() 01020027 Time Lapse Video Recorder 7/7/97 SL100MHM 10 0 995.00 :.~()~ 01020028 Camera Accessories 7/7/97 SL100MHM 10 0 490.00 {PC 01020029 Fume Hood . Lab 7/12/98 SL 1 OOFM 10 0 2,262.79 I~ 01020030 PH Electric Semi Comb W/BNC Conn 3/31/98 SL 1 OOFM 10 0 694.06 ;: r~.'; 01020031 Lab Fixtures 2/28/98 SL1 OOFM 10 0 9,350.00 ...~ ~.Qe'J 01020032 'Shear Assay System 2/28/98 SL100FM 10 0 15,000.00 .rO.ooo ~~1-...,.... J..vc.I'.\l...J c" 1-,':1.<:"\'" <::'''.\ (.~,.\.\e..." I 01020033 Incubator 3/31/98 SL 1 OOFM 10 0 2,667.00 1,~44 f"lljl' ;.."t~..'1 ~". ,,"'\$. If s..tJi '\., I":'t.a..s IJ.\....... 01020034 Mini Blot Module ~\I 1l1..I,l' I)fi:. 0. II".... . ';/0, tJo.c. , 3/31/98 SL 1 OOFM 10 0 514.03 /()() . 01020035 Mocroplat Photometer 3/31/98 SL 1 OOFM 10 0 5,676.92 ~~~O 01020036 Mlniblotter Manifold 8/31/98 SL 1 OOFM 100 650.00 .....~-o 01020037 Incubator 8/31/98 SL 1 OOFM 10 0 772.80 .S"'O 01020038 Centrifuge 9/30/98 SL 1 OOFM 10 0 7,918.40 '1"J..oo 01020039 Clinostat 11/30/98 SL 1 OOFM 10 0 4,985.00 '2 1'00. 01020041 Temperature Controller 1/15/98 SL1 OOFM 10 0 687.75 "z'.<-'l:::l 01020042 Low RPM Mixer 3/31/98 SI.:100FM 10 0 579.50 -k.;lo.) 01020043 Freezer 1 0/16/99 SL 1 OOFM 10 0 454.94 -}._ rt'r'~ 01020044 Fraction Collector 11/30/99 SL 1 OOFM 10 0 1,897.52 G,J<:) 01020045 Microscope 11/30/99 SL 1 OOFM 10 0 1,532.53 ~I :,0 01020046 Freezemobile 11/30/99 SL 1 OOFM 10 0 17,068.00 I a, ,~..,() Page: 4 '" ._...._,._..~_.. Placed In Depr Life Cost or ~s.,.. II'-,,\...J. Service Meth/Conv YrMo other Basis f,.....; - Centr Kneewell 11/30/99 SL 1 OOFM 10 0 6,416.67 ~.::><:>o 01020048 Rotor 11/30/99 SL 1 OOFM 10 0 2,808.33 JI,jo.., 01020049 Shakerllncubator 11/30/99 SL 1 OOFM 10 0 6,996.10 1'~o:.""" Unchanged Assets' All assets that have no activity during the focus periee 13,422.41 - Subtotal: 020 267,331.33 /11, rz's Class: 030 000770 Lab Cabinets (ATSCO) 51 5/00 SL 1 OOFM 10 0 2,598.00 7 <;;"0 000780 Locator"4 Plus Cryo Vessel (Fisher Sci) ~ 51 5/00 SL100FM 10 0 2,481.60 1000 001020 \.U ~ountertops SL 1 OOFM 10 0 400.00 - ~ 2/28/01 5,479.60 - Subtotal: 030 J t r--a Class: 040 01040001 Subtotal: 040 50___ Class: 155 000900 Comllght Services New Lab remodel 4/10/00 SL 1 OOFM 3 0 6,208.74 - 001070 :rGomU'hl powen>bip, 3 0 2,681.86 '1-':.-0 t.J 3/5/01 SL 1 OOFM 001080 :2 Cabinets 3 0 1,122.00 ioo 4/24/01 SL 1 OOFM Subtotal: 155 10,012.60 ~ II') <:I Grand Total 434,541.11 ~'-' 'iI"'......t p....' ...~_~..,,J +t,......Jk ,,!-a./Ot ~Je.gJ~ l?-=.....;- fhIOAI,.. ~ '" ~ (Su q tM ~('" ~ ) ~::.1 F,"'oj F....r"'''.,i ~.... - - If' ( 9-/01 L.{ ':;'0';> H~o 50<"11"\1 ltll'{l~ I 'l-Mr / ft),) i'.\.L;f",...IC\v~ 6/,./111 I '"3, S"Q.. I tJ ,r:..", I ~.....h ~.~<>... "(,,,/01 '1>'3"" ).. .;loa r:i 1m rroaSSCl<" 'l'1 1 t{1 ./ d- .}-o a /440 ~..,,\<..I I: '1 d.... I/''t/. , ~<l"o 2./00 tlA l(.rl\J(../1~ ! 11'1101 I 't9 S'" l..fa" t)'1 ""t...t-". 1V/l'~I'I..,c:. 1I: '/2.8(0' 11H- / '100 o;,l...ke... Sld'f/ol 1"11r 11./1>0 ~.fe.t"l it"","" 4 1']..1../6/ 16"" '2.),..0 · t,-eo /'10..1:;".... ':fllil', j)-"'<" 0 /@to f(),~-1o - d .~ 1, 1do I d\>. '1l/lCl 0rar\J 1"TtA l Page: 5 I : . \ "L 0'3/67/2El01 12:02 5182369685 FIRSTENBERG PClGE 02 La Firstenberg Machinery Company, Inc. ee7 SQuth 19th Sue.t, Rlcl'lfl'1ond. CA 94804 Phone: 510-233.777i · Fax 510-236.eSS8 . .. - Invoice ;; LIGOCC90701 Date 9-1-2001 Cust! D# 1132 SoldTo L1gocyle Pharmaceuticals ShipTo Ligoeyte Pharmaceutical. Address 920 TeehMlogy Blvd ShipAddreu 920 Technology Blvd Bouman MT 59718 Bozeman MT 59716 Phone 406-585-2133 ShipPhone Ftx 040e-.eiS5~276e ShlpF." AUn Susan Wilmer ShlpAttn '. l'~' i~~~~j~~~:}~~.~~ . ..' ....1...... . t /~;:r~ $4 600. ~~~. ... . ..t.",... Terms ~aym'nt In full prior to shipment, !Iuyer respon..ible for Sub Tot.I $-4.500.00 crating/shipping of equipment. Sales Tax Rale Sal.. Tax $0.00 \<{ S"'tpplnglCratlng . ..'\ f...e(r' l"vole.Total $4,600.00 - - . EqUIpment IIllId -Ia, whel'lll8. It r. I!lvyw'e I8IjlO11l11bl1itv to 1:W.IidlI ufoIIy rmnc- and .quipll'l8llt or _h GlIw mMII' .. n.y be ~UIY. to ..t.;u.rd ~ Gf1h. mllRlll.,dIu frcm "'""; III'IIf to...... tt111t prapcr ... Clllftllng JlI'O'*N"" _ folowotd by tt'.. op<<'Mol'lI, ~ Buyw W- ~ dRnd. 1'ld......ltV. .... hGld B..... ~ from ..,d ,...,. .. ..... a.ill1ll. ClOttIl .net .-_ from ~ 1IlJYIY. dtelf1,.,r ~rty dlllMp, IfIIlng fram lhe PU"'~' ownnhitl Of" ~ bI/ e~ a' euywellG__ ~ Ill' Ind~t con1I'8ctr:n of1l-.lNtOtUlnClI.. ~ plJlWUJlnt fD th-. T...... It """" lln~ tt111l: .", '*lcn r..Ing tram "J.gwd m.nu&lolurirlO or ~ cW'Ioc;:la In adllTlll'Chclndl.. .,... be ......a onlv .'.,. b mtnlIfJtatIlrw. I'rovldad 11m: I!lu,.,. '"'" ctuallndMln.'fv e.a.r in ~ with !hit far;oIn;. s.u.........cn fD I!ll,ly,r."y rI;IO oflndemll\tfor~ 1Ni'I/lltlSt/1w M1'Yhwe 'PtlUtfMl"Gtl' Gblr"'1UI8uverlrl_.1K.1lrlrI wIII1lhe rNb!'for \NhIaI'l Buyllr /nit. Ind~ MlIf. ~ r Page 1 .... InvoicE PEGASUS SCIENTIFIC, INC. 15779 COLUMBIA PIKE PMB 760 BURTONSVILLE, MD 20866 DATE INVOICE It (301) 421-4399 FAX (301)421-1189 EIN NO. 52-1909436 8/2/01 1928 1 - BILL TO:- SHIP TO: LIGOCYTE PHARMACEUTICALS LIGOCYTE PHARMACEUTICALS lNC ATTn : BASH WARWOOD ATTn: BASH WARWOOD 920 TECHNOLOGY BLVD 920 TECHNOLOGY BLVD BOZEMAN, MT 59718 BOZEMAN, MT 59718 Po#02236 P.O. NUMBER TERMS - SHIP EO.B. PROJECT 02236 50% down bal... SB 8/2/01 SALES RE... origin QUANTITY ITEM CODE DESCRIPTION PRICE EACH AMOUNT 1 AMEAG AMSCO EAGLE AUTOCLAVE, 16X16X26, 13,500.00 . 13,500.00 WITH BOll.,ER FREIGHT 595.72 595.72 qE ""'C~VEC" 5.00% 0.00 . \.. '.~ I ..j. . ...... ~~~ :i. n ... .. thank you for your business ... TOTAL 514,095.72 .;:... P-J.1 :?7s;r;~O'C ~; / .. I 3t+5.7~ EG SUS SCIENTIFIC, INC. Invoic~ 1577 COLUMBIA PIKE PMB 760 8 TONSVILLE, MD 20866 DATE -- (301 ) 1-4399 FAX (301) 421-1189 EIN NO, 52-1909436 8/14/01 1948 . - . BILL TO:- SHIP TO: LlGOCYTE PHARMACEUTICALS LIGOCYTE PHARMACEUTICALS lNC ATTn: BASHWARWOOD ATTn: BASH WARWOOD 920 TECHNOLOGY BLVD 920 TECHNOLOGY BLVD BOZEMAN, MT 59718 BOZEMAN, MT 59718 Po#02236 P.O. NUMBER TEAMS - SHIP F.O.B. PROJECT 02236 50% down bal... SB 8/14/01 COMMON ... origin QUANTITY ITEM CODE DESCRIPTION PRICE EACH AMOUNT 1 RC3B SORVALL RC3B CENTRlFUGE WITH 2,595.00 2,595.00 6 LITER ROTOR 1 G25 NEW BRUNSWICK G25 INCUBATOR S 3,300.00 3,300.00 SHAKER 3 BPS HOT PLATE STIRRER 85.00 255.00 2 LC LAB CART 75.00 150.00 2 VG12 VORTEX. GENIE 2 MIXER 85.00 170.00 1 NLF NORLAKE FREEZER 295.00 295.00 1 MP35A KODAK M35A X-OMAL FnM PROCESSOR 2,200.00 2,200.00 1 9600 PE MODEL 9600 THERMAL CYCLER 3,000.00 3,000.00 1 INVERT D INVERTOSCOPE D MICROSCOPE 1,995.00 1,995.00 e-e-~ J ;/r-\ ~'L/VVi , 0 00 1,649.77 : :$ 3, CO' FREIG 1,649.77 15,050.49+ 5.00% 0.00 001 O~.- LOO 1 7, 4 1 2 · 5 + .~ thank you for your busines 1 7, 4 1 2 . 5 - i'f 1 7, 4 1 2 · 5 - '.. ;:;.. -2.362.01* '" ;-.l;t - - PEGASUS SCIENTIFIC, INC. Invoice 15779 COLUMBIA PIKE PMB 760 BURTONSVILLE, MD 20866 DATE INVOICE tt (301) 421-4399 FAX (301) 421-1189 EfN NO. 52.1909436 9/28/01 2064 BilL Tm SHIP TO: LIGOCYTE PHARMACEUTICALS i.~~ f::~ ;.'~.~': Vl~: ~ \}~:. f) LIGOCYTE PHARMACEUTICALS ATTn: BARB WARWOOD , i ~:. , ATTN: SUSAN WIMER MACKIN 920 TECHNOLOGY BLVD 920 TECHNOLOGY BLVD STE C BOZEMAN, MT 59718 BOZEMAN, MT 59718 PQ#02236 P.o. NUMBER TERMS - EO.B. PROJECT 02236 50% down bal... SB 9/28/01 fed ex ground origin QUANTITY ITEM CODE DESCRIPTION . . . AMOUNT 1 ULTRAWASH... DYNATECH ULTRAWASH nPLATE 1,995.00 1,995.00 WASHER WITH BOTTLES FREIGHT 51.50 51.50 5.00% 0.00 -J ('!) -. "," l~ than I, you for your business $2,046.50 TOTAL ~: ~ ." ~ - ./ J:;-1 I i) 1/ .... - PEGASUS SCIENTIFIC, INC. Invoice 15779 COLUMBIA PIKE PMB 760 BURTONSVILLE, MD 20866 DATE INVOICE it (301)421-4399 FAX(301)421-1189 EIN NO. 52.1909436 8/24/01 1977 , . BILL TO:' SHIP TO: ; LIGOCYTE PHARMACEUTICALS LIGOCYTE PHARMACEUTICALS INC ATTn : BASH WARWOOD ATTn: BASH WARWOOD 920 TECHNOLOGY BLVD 920 TECHNOLOGY BLVD BOZEMAN, MT 59718 BOZEMAN, MT 59718 Po#02236 P.o. NUMBER TERMS III SHIP EO.B. PROJECT 02236 50% down balm SB 8/24/01 COMMON ... origin QUANTITY ITEM CODE DESCRIPTION PRICE EACH AMOUNT 1 LL5 LABLINE WATERBATH 10 LITER 65.00 65.00 1 3527 LAB LINE MODEL 3527 SHAKER 1,995.00 1,995.00 1 FOXY FOXY FRACTION COLLECTER 800.00 800.00 FREIGHT 188.35 188.35 5.00% 0.00 '-t. .~ ~ ()O -- ~ 0 1 ' f.::CeIVt: . o (; - 'D Wi) (I V30.0lJ) . . ....:rf Io"'~ .11 -,~. .',' .i r" .... . . . df/ll 05'''-0 z. ~u / 't }'f).{)D ~ . ...- - O"'J "'0 z.. 00 / (/ 1'3, # 3!J i;:.: thanl< you for your business ;.:. TOTAL $3,048.35 l~} i L/:SO,lJ7J li;~ ~ irjIP1 a.5~ "'. InvoicE ./ PEGASUS SCIENTIFIC, INC. 15779 COLUMBIA PIKE PMB 760 BURTONSVILLE. MD 20866 DATE INVOICE # (301) 421.4399 FAX (301) 421-1189 EIN NO. 52-1909436 @ 9/26/01 BILL TO: SHIP TO: LIGOCYTE PHARMACEUTICALS MSU-MARSH LABS ATTn: BASHWARWOOD ATTN: HARDY .....; :,..... ;.'".."....1 Ve ['\ 920 TECHNOLOGY BLVD 19TH & LINCOLN STS. ':""'j'~l:.,l;.".,:~ .' ~ ..] BOZEMAN, MT 59718 BOZEMAN, MT 59717 PO#02379 '. TERMS - SHIP . . : PROJECT SB 9/26/01 P.ADDED V... origin DESCRIPTION PRICE EACH AMOUNT 1 NU407FM-400 NUAIRE 4 FOOT BIOLOGICAL 3,000.00 3,000.00 SAFTEY HOOD CLASSS II TYPE AJB3 WITH BASE UV LIGHT FREIGHT 477.62 477.62 5.00% 0.00 V OS7-0 (.......... ~~~~ reO , l-, l (,....1. of..., ~.-~. '." :>. . ".: rLt ;,....1 ,./.;..c.'....... f/.- ~/ -:.' ,; , ~I c..... I- -. - '.. 7,';' I ...~ ~..: thanlt you for your business TOTAL p.Q $3,477.62 ~ i 500.00_ .t~ C d.-uJz- I 97 7. (,,: PEGASUS SCIENTIFIC, INC. Invoice ./ 15779 COLUMBIA PIKE PMB 760 ~'";!F(';FJVED BURTONSVILLE, MD 20866 DATE INVOICE # (301) 421-4399 FAX (301) 421.1189 .ji.l~ l ':1 '.ir:~~1 EIN NO. 52-1909436 7/18/01 1905 . BilL TO: SHIP TO: LIGOCYTE PHARMACEUTICALS LIGOCYTE PHARMACEUTICALS INC ATTo : BASH W ARWOOD ATTn: BASHWARWOOD 920 TECHNOLOGY BLVD 920 TECHNOLOGY BLVD BOZEMAN, MT 59718 BOZEMAN, MT 59718 Po#02236 P.O. NUMBER TERMS - SHIP VIA EO.B. PROJECT 02236 50% down baL.. SB 7/18/01 SALES RE..~ origin QUANTITY ITEM CODE DESCRIPTION PRICE EACH AMOUNT 1 ICE MAKER NEW ICE-O-MATIC ICE MAKER 2,460.00 2,460.00 #EF250A32S FREIGHT 180.98 180.98 THE REST OF PO WD..L BE SENT OUT UPON COMPLETION , ,. I.;. .; :5 thanle you for your business ,.- ~ TOTAL $2,640.98 ,. ." ~ p.Jl. 1'"320.41 .;g l\ SO -00) ~ ) 3'ZO. ~C; ~ -