HomeMy WebLinkAbout02- Ligocyte Pharmaceuticals, Inc.; Economic Loan - Loan Agreement
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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
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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."
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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.
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WAN AGREEMENT
Page 14 of 14
LENDER: CITY OF BOZEMAN
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Clark Johnson, City Manager
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Robin L. Sullivan
City Clerk
STATE OF MONTANA )
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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.
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ASSIGNMENT OF DEPOSIT ACCOUNT
This assignment of deposit account dated ~ft:;2- is made and executed between
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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.
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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. .
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ACKNOWLEDGES RECEIPT FROM THE ABOVE NAMED THE FOLLOWING DESCRIBED PROPERTY FOR SAFE KEEPING. a:
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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.
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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;
~ -