ARGOS THERAPEUTICS, INC. Common Stock (par value $0.001 per share) AMENDED AND RESTATED SALES AGREEMENTSales Agreement • February 5th, 2018 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
Reference is made to that certain Sales Agreement, dated May 8, 2015 (the “Sales Agreement”), by and between Argos Therapeutics, Inc. (the “Company”) and Cowen and Company, LLC (“Cowen”), as sales agent. The Company now intends to enter into this Amended and Restated Sales Agreement (this “Agreement”) with Cowen to amend and restate the terms of the Sales Agreement in its entirety. As such, the Company confirms with Cowen, as follows:
— ] Shares Argos Therapeutics, Inc. Common Stock PURCHASE AGREEMENTPurchase Agreement • January 21st, 2014 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
9,090,909 Shares of Common Stock and Warrants to Purchase 6,818,181 Shares of Common Stock Argos Therapeutics, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • July 29th, 2016 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
Argos Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of (i) 9,090,909 shares (each, a “Share”) of the Company’s Common Stock, $0.001 par value per share (the “Common Stock”) and (ii) warrants to purchase up to 6,818,181 shares of Common Stock in the form set forth in Exhibit A (each, a “Warrant”). Each Share is being sold together with a Warrant to purchase 0.75 of a share of Common Stock at an exercise price of $5.50 per whole share of Common Stock. The Shares and Warrants are collectively called the “Securities.” The shares of Common Stock underlying the Warrants are called the “Warrant Shares.”
ContractWarrant Agreement • March 6th, 2017 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATIONS ARE NOT REQUIRED, OR (iii) RECEIPT OF NO ACTION LETTERS FROM THE APPROPRIATE GOVERNMENTAL AUTHORITIES REASONABLY SATISFACTORY TO THE COMPANY, AND WITHOUT OTHERWISE COMPLYING WITH THE PROVISIONS OF SECTION 7 OF THIS WARRANT.
] Shares ARGOS THERAPEUTICS, INC. COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • February 16th, 2012 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
INTRODUCTION. Argos Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [ ] shares (the “Firm Shares”) of the common stock, $0.001 par value per share (the “Common Stock”), of the Company.
INDEMNIFICATION AGREEMENT [Note: Bracketed provisions to be included for directors appointed by investment funds]Indemnification Agreement • December 30th, 2013 • Argos Therapeutics Inc • Pharmaceutical preparations • Delaware
This Agreement is made as of the day of 20 , by and between Argos Therapeutics, Inc., a Delaware corporation (the “Corporation), and (the “Indemnitee”), a director or officer of the Corporation.
ARGOS THERAPEUTICS, INC. Nonstatutory Stock Option AgreementNonstatutory Stock Option Agreement • May 16th, 2016 • Argos Therapeutics Inc • Pharmaceutical preparations • Delaware
ARGOS THERAPEUTICS, INC. DURHAM, NC 27704Employment Agreement • December 30th, 2013 • Argos Therapeutics Inc • Pharmaceutical preparations • North Carolina
This letter agreement (“Agreement”) sets forth the terms and conditions of your continued employment with Argos Therapeutics, Inc. (the “Company”), as amended and restated as of the date set forth above.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 28th, 2017 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 22, 2017 by and among Argos Therapeutics, Inc., a Delaware corporation (the “Company”), and Saint-Gobain Plastics Performance Corporation, a California corporation (“Saint-Gobain”).
ContractVenture Loan and Security Agreement • September 30th, 2014 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
VENTURE LOAN AND SECURITY AGREEMENT Dated as of September 30, 2014 by and among HORIZON TECHNOLOGY FINANCE CORPORATION, a Delaware corporation 312 Farmington Avenue Farmington, CT 06032 as a Lender and Collateral Agent FORTRESS CREDIT CO LLC, a Delaware limited liability company 1345 Avenue of Americas New York, NY 10105 as a Lender And ARGOS THERAPEUTICS, INC., 4233 Technology Drive Durham, NC 27704 a Delaware corporation as Borrower Loan A Commitment Amount: $5,000,000 Loan B Commitment Amount: $7,500,000 Loan C Commitment Amount: $5,000,000 Loan D Commitment Amount: $7,500,000
WARRANT AGREEMENTWarrant Agreement • July 29th, 2016 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
WARRANT AGREEMENT, dated as of , 2016 (the “Agreement”), by and among Argos Therapeutics, Inc., a Delaware corporation (the “Company”), Computershare Inc., a Delaware corporation (“Computershare”), and its wholly-owned subsidiary, Computershare Trust Company, N.A., a federally chartered trust company (the “Trust Company” and collectively with Computershare, “Warrant Agent”).
ARGOS THERAPEUTICS, INC. CONSULTING AGREEMENTConsulting Agreement • November 19th, 2018 • Argos Therapeutics Inc • Pharmaceutical preparations • North Carolina
This Consulting Agreement (this “Agreement”) is entered into as of August 29, 2018 (the “Effective Date”) by and between Argos Therapeutics, Inc. (the “Company”), and Jeffrey Abbey (the “Consultant”).
SATISFACTION AND RELEASE AGREEMENTSatisfaction and Release Agreement • November 28th, 2017 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
This SATISFACTION AND RELEASE AGREEMENT (the “Agreement”) is dated as of the 22nd day of November, 2017, by and between ARGOS THERAPEUTICS, INC., a Delaware corporation (“Argos”) and SAINT-GOBAIN PERFORMANCE PLASTICS CORPORATION, a California corporation (“SGPPL”).
RETENTION AGREEMENTRetention Agreement • November 19th, 2018 • Argos Therapeutics Inc • Pharmaceutical preparations • North Carolina
This Retention Agreement (the “Agreement”) is entered into as of July 20, 2018, by and between Argos Therapeutics, Inc. (the “Company”) and Jeffrey D. Abbey (“Executive”).
RELEASE OF CLAIMS AGREEMENTRelease of Claims Agreement • November 19th, 2018 • Argos Therapeutics Inc • Pharmaceutical preparations • North Carolina
In exchange for the consideration set forth in the Retention Agreement dated July 20, 2018 (the “Retention Agreement”) to which this Release of Claims Agreement (the “Release Agreement”) is attached as Exhibit A, including receipt of the Initial Retention Amount (as defined therein) and eligibility to receive the Temporary Revised Salary Amount and Second Retention Amount (each as defined therein), all of which I acknowledge I would not otherwise be entitled to receive, I hereby agree as follows:
RELEASE AND SETTLEMENT AGREEMENTRelease and Settlement Agreement • September 2nd, 2011 • Argos Therapeutics Inc • Pharmaceutical preparations • North Carolina
This Release and Settlement Agreement (“Agreement”) is entered into effective as of February 23, 2010 (the “Effective Date”) by and between Argos Therapeutics, Inc., a Delaware corporation (the “Company”), and Timothy W. Trost (“Employee”).
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions. LICENSE AGREEMENTLicense Agreement • November 12th, 2013 • Argos Therapeutics Inc • Pharmaceutical preparations • North Carolina
THIS LICENSE AGREEMENT (the “AGREEMENT”) made and entered into this tenth day of January, 2000, by and between DUKE UNIVERSITY, a North Carolina not-for-profit corporation, (hereinafter called “DUKE”), having its principal office at Durham, North Carolina 27708, and MERIX BIOSCIENCE, INC., a Delaware corporation organized under the laws of Delaware (hereinafter called “MERIX”), having a mailing address at P.O. Box 14509, Research Triangle Park, North Carolina 27709.
ARGOS THERAPEUTICS, INC. Incentive Stock Option Agreement Granted Under 2011 Stock Incentive PlanIncentive Stock Option Agreement • January 6th, 2012 • Argos Therapeutics Inc • Pharmaceutical preparations
AGREEMENTLease Agreement • November 12th, 2013 • Argos Therapeutics Inc • Pharmaceutical preparations • North Carolina
This Agreement (“Agreement”) is made effective as of the 16th day of January, 2001, by and between The GMH Independence Limited Partnership, a North Carolina limited partnership (“Lessor”), Aventis Pharmaceuticals Products Inc. (f/k/a Rhone-Poulenc Rorer Pharmaceuticals Inc.,) a Delaware corporation (“Lessee”), MERIX Bioscience, Inc., a Delaware corporation (“Sublessee”), and Rhone-Poulenc Rorer Inc., a Pennsylvania corporation (“Guarantor”);
LICENSE AGREEMENTLicense Agreement • February 10th, 2012 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
THIS LICENSE AGREEMENT (“Agreement”) is effective as of March 6, 2004 (“Effective Date”), by and between Merix Bioscience, Inc., a Delaware corporation with principal offices at 4233 Technology Drive, Durham, North Carolina 27704 (“MERIX”), and Geron Corporation, a Delaware corporation with offices at 230 Constitution Drive, Menlo Park, California 94025 (“GERON”). MERIX and GERON are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
LICENSE AGREEMENTLicense Agreement • December 30th, 2013 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
This License Agreement, effective on the 28th day of July, 2011 (the “Effective Date”), is entered into by and between Celldex Therapeutics, Inc., a Delaware corporation having a principal place of business at 119 Fourth Avenue, Needham, MA 02494 (hereinafter “Celldex”) and Argos Therapeutics, Inc., a Delaware corporation having a principal place of business at 4233 Technology Drive, Durham, NC 27704 (“Argos”). Celldex and Argos are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions. LICENSE AGREEMENT by and between ARGOS THERAPEUTICS, INC. and GREEN CROSS CORP.License Agreement • January 21st, 2014 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
THIS LICENSE AGREEMENT (the “Agreement”), effective as of July 31, 2013 (the “Effective Date”), is by and between Argos Therapeutics, Inc., a corporation organized and existing under the laws of Delaware (“Argos”) and Green Cross Corp., a corporation organized and existing under the laws of Republic of Korea (“Green Cross”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 16th, 2017 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 15, 2017 by and among Argos Therapeutics, Inc., a Delaware corporation (the “Company”), and Pharmstandard International S.A. (“PHS”). Capitalized terms used herein have the respective meanings ascribed thereto in that certain Note Purchase Agreement dated as of the date hereof by and among the Company and PHS (the “Purchase Agreement”) unless otherwise defined herein.
FIFTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 30th, 2013 • Argos Therapeutics Inc • Pharmaceutical preparations • Delaware
This Fifth Amended and Restated Registration Rights Agreement dated as of August 9, 2013 (this “Agreement”), among Argos Therapeutics, Inc., a Delaware corporation (the “Company”), and the persons executing a counterpart of this Agreement listed as Holders on the signature pages of this Agreement.
ARGOS THERAPEUTICS, INC. Nonstatutory Stock Option Agreement Granted Under 2014 Stock Incentive PlanNonstatutory Stock Option Agreement • January 21st, 2014 • Argos Therapeutics Inc • Pharmaceutical preparations
to License Agreement between Argos Therapeutics, Inc. (hereinafter “Argos”) - and - Lummy (Hong Kong) Co., Ltd. (hereinafter “China Company”) This Amendment is made as of and effective March 23th, 2018 (“Effective Date”), contingent on the full...License Agreement • April 2nd, 2018 • Argos Therapeutics Inc • Pharmaceutical preparations
WHEREAS, Argos and China Company entered into a license agreement dated April 7, 2015 (the “License Agreement”), as first amended on December 5, 2016, and amended a second time on October 19, 2017;
WARRANT TO PURCHASE SHARES OF COMMON STOCK Expires February 5, 2013Warrant Agreement • July 29th, 2011 • Argos Therapeutics Inc • Delaware
THIS CERTIFIES THAT, for value received, Johannes W.G. Vieweg, M.D. (hereinafter referred to as “Initial Holder,” and, along with any other registered holder of this Warrant, as “Holder”) is entitled to subscribe for and purchase up to Four Hundred Eighty Thousand (480,000) of the fully paid and nonassessable shares of the Common Stock, par value $0.001 per share (the “Common Stock”), of Argos Therapeutics, Inc., a Delaware corporation (the “Company”), at a price of $0.18 per share. The shares issuable upon exercise of this Warrant, as adjusted pursuant to the provisions hereof, are referred to as the “Shares”. The purchase price of each Share and such other price as shall result, from time to time, from adjustments specified herein is herein referred to as the “Warrant Price”, subject to the provisions and upon the terms and condition hereinafter set forth. This Warrant is being issued pursuant to a written compensatory contract under Rule 701 promulgated under the Securities Act of 1
BY EMAIL Medinet Co., Ltd. Shin-Yokohama Square Bldg. 14F, 2-3-12 Shin- Yokohama, Kohoku-ku, Yokohama, Kanagawa, 222-0033 JAPAN MEDcell Co., Ltd.License Agreement • May 15th, 2018 • Argos Therapeutics Inc • Pharmaceutical preparations
NOVATED, AMENDED AND RESTATED LICENSE AGREEMENT by and between ARGOS THERAPEUTICS, INC., MEDINET CO., LTD. and MEDCELL CO., LTD.License Agreement • March 31st, 2015 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
THIS NOVATED, AMENDED AND RESTATED LICENSE AGREEMENT (the “Agreement”), effective as of October 1, 2014 (the “Effective Date”), is by and between Argos Therapeutics, Inc., a corporation organized and existing under the laws of Delaware (“Argos”), Medinet Co., Ltd., a corporation organized and existing under the laws of Japan (“Medinet”) and MEDcell Co., Ltd., a corporation organized and existing under the laws of Japan.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 7th, 2016 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of March 4, 2016 by and among Argos Therapeutics, Inc., a Delaware corporation (the “Company”), and the “Investors” named in that certain Securities Purchase Agreement by and among the Company and the Investors (the “Purchase Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. EXCLUSIVE LICENSE AGREEMENT - TREATING AUTOIMMUNE DISEASESExclusive License Agreement • July 29th, 2011 • Argos Therapeutics Inc • Texas
This Exclusive License Agreement (this “Agreement”) is made on January 15th, 2002, by and between BAYLOR RESEARCH INSTITUTE (“Institute”), a nonprofit corporation organized and existing under the laws of the State of Texas, having its principal office at 3434 Live Oak, Dallas, Texas, 75204 (“Institute”), and MERIX Bioscience, Inc., a Delaware corporation (“Licensee”), with its principal offices at 4233 Technology Drive, Durham, North Carolina 27704. This Agreement is effective as of the date hereof (the “Effective Date”).
March 2, 2017Venture Loan and Security Agreement • March 6th, 2017 • Argos Therapeutics Inc • Pharmaceutical preparations
Re: Venture Loan and Security Agreement dated as of September 29, 2014 (as amended from time to time, the “Loan Agreement”) by and among Argos Therapeutics, Inc. (“Borrower”), Horizon Credit II LLC (“HCII”), as assignee of Horizon Technology Finance Corporation (“Horizon”), Fortress Credit Opportunities V CLO Limited (“FCO V”), as assignee of Fortress Credit Co LLC (“Fortress”), Fortress Credit Opportunities VII CLO Limited, as assignee of Fortress (“FCO VII” and collectively with, HCII and FCO V, “Lenders”) and Horizon as Collateral Agent, Secured Promissory Note (Loan A) issued by Borrower, dated September 29, 2014 in the original principal amount of $5,000,000 (as amended from time to time, the “Loan A Note”), Secured Promissory Note (Loan B) issued by Borrower, dated September 29, 2014 in the original principal amount of $7,500,000 (as amended from time to time, the “Loan B Note”), Secured Promissory Note (Loan C) issued by Borrower, dated August 7, 2015 in the original principal a
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. EXCLUSIVE LICENSE AGREEMENT (Anti-Interferon Alpha Monoclonal Antibodies)Exclusive License Agreement • July 29th, 2011 • Argos Therapeutics Inc • Texas
This Exclusive License Agreement (this “Agreement”) is made on November 17, 2005, by and between BAYLOR RESEARCH INSTITUTE (“Institute”), a nonprofit corporation organized and existing under the laws of the State of Texas, having its principal office at 3434 Live Oak, Dallas, Texas, 75204, and Argos Therapeutics, Inc., a Delaware corporation formerly known as MERIX Bioscience, Inc., a Delaware corporation (“Licensee”), with its principal offices at 4233 Technology Drive, Durham, North Carolina 27704. This Agreement is effective as of the date hereof (the “Effective Date”).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • June 16th, 2017 • Argos Therapeutics Inc • Pharmaceutical preparations • New York
This NOTE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of June 15, 2017 by and among Argos Therapeutics, Inc., a Delaware corporation (the “Company”) and Pharmstandard International S.A. (the “Investor”).
Evaluation and Option Agreement for a Patent LicenseEvaluation and Option Agreement for a Patent License • April 2nd, 2018 • Argos Therapeutics Inc • Pharmaceutical preparations • England and Wales
This Evaluation and Option Agreement for a Patent License ("Agreement"), dated as of February 1, 2018 ("Effective Date"), is by and between Actigen Limited (“Patent Holder”) Pharmstandard International, S.A. ("Prospective Licensor") and Argos Therapeutics, Inc. ("Prospective Sublicensee").
