ZIOPHARM Oncology, Inc. 9,708,738 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • May 12th, 2017 • Ziopharm Oncology Inc • Pharmaceutical preparations • New York
ZIOPHARM Oncology, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”) for whom you are acting as representative (the “Representative”), an aggregate of 9,708,738 shares of Common Stock, par value $0.001 per share, of the Company (the “Shares”). The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.” To the extent there are no additional underwriters listed on Schedule 1, the term “Representative” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires.
Alaunos Therapeutics, Inc., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 20 Debt SecuritiesIndenture • August 12th, 2022 • Alaunos Therapeutics, Inc. • Pharmaceutical preparations • New York
INDENTURE, dated as of [•], 20 , among Alaunos Therapeutics, Inc., a Delaware corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”):
Alaunos Therapeutics, Inc. 24,228,719 Shares of Common Stock (par value $0.001 per share) Underwriting AgreementUnderwriting Agreement • November 30th, 2022 • Alaunos Therapeutics, Inc. • Pharmaceutical preparations • New York
Alaunos Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to Cantor Fitzgerald & Co. (“Cantor” or the “Underwriter”) an aggregate of 24,228,719 shares (the “Shares”) of its common stock, par value $0.001 per share (“Common Stock”). The 24,228,719 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriter an option to purchase up to an additional 3,634,307 Shares as provided in Section 2. The additional 3,634,307 Shares to be sold by the Company pursuant to such option are called the “Option Shares.” The Firm Shares and, if and to the extent such option is exercised, the Option Shares, are collectively called the “Offered Shares.”
ALAUNOS THERAPEUTICS, INC. AND , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OFPreferred Stock Warrant Agreement • August 12th, 2022 • Alaunos Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between ALAUNOS THERAPEUTICS, INC., a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).
ZIOPHARM ONCOLOGY, INC. AND , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF __________Common Stock Warrant Agreement • June 21st, 2019 • Ziopharm Oncology Inc • Pharmaceutical preparations • New York
THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between ZIOPHARM ONCOLOGY, INC., a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).
OPEN MARKET SALE AGREEMENTSMOpen Market Sale Agreement • June 21st, 2019 • Ziopharm Oncology Inc • Pharmaceutical preparations • New York
ALAUNOS THERAPEUTICS, INC. and ____________, As Warrant Agent Form Of Debt Securities Warrant Agreement Dated As Of ____________Warrant Agreement • August 12th, 2022 • Alaunos Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [•], between Alaunos Therapeutics, Inc., a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).
9,600,000 Shares ZIOPHARM ONCOLOGY, INC. Common Stock ($0.001 par value per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • February 7th, 2011 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec • New York
ALAUNOS THERAPEUTICS, INC. AND __________ , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF __________Warrant Agreement • August 12th, 2022 • Alaunos Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between ALAUNOS THERAPEUTICS, INC., a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).
ALAUNOS THERAPEUTICS, INC. EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • August 12th, 2022 • Alaunos Therapeutics, Inc. • Pharmaceutical preparations • New York
As further set forth in this agreement (this “Agreement”), Alaunos Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell from time to time through Piper Sandler & Co. (the “Agent”), as sales agent, the Company’s common stock, par value $0.001 per share (the “Common Stock”) (such shares of Common Stock to be sold pursuant to this Agreement, the “Shares”) on terms set forth herein. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitation set forth in Section 2 of this Agreement on the number of Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and the Agent shall have no obligation in connection with such compliance.
INDEMNITY AGREEMENTIndemnification Agreement • January 31st, 2013 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec • Delaware
This Indemnity Agreement (this “Agreement”) dated as of __________ ___, 2012, is made by and between ZIOPHARM Oncology, Inc., a Delaware corporation (the “Company”), and __________ (“Indemnitee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 15th, 2009 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 9, 2009, by and among ZIOPHARM Oncology, Inc, a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUED UPON ITS EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 5 OF THIS WARRANTCommon Stock Purchase Warrant • May 3rd, 2006 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec • New York
ZIOPHARM Oncology, Inc., a Delaware corporation (the “Company”), for value received, hereby certifies that [ ], or its registered assigns (the “Registered Holder”), is entitled, subject to the terms and conditions set forth below, to purchase from the Company, at any time or from time to time on or after May 3, 2006 and on or before 5:00 p.m. (Eastern time) on May 3, 2011 (the “Exercise Period”), [ ] shares of Common Stock, $0.001 par value per share, of the Company (“Common Stock”), at a purchase price of $5.56 per share. The shares purchasable upon exercise of this Warrant, and the purchase price per share, each as adjusted from time to time pursuant to the provisions of this Warrant, are hereinafter referred to as the “Warrant Shares” and the “Purchase Price,” respectively. This Warrant is one of a series of Warrants issued by the Company in connection with a private placement of Common Stock and Warrants of like tenor, except as to the number of shares of Common Stock subject there
Form of Placement Agent WarrantWarrant Agreement • May 3rd, 2006 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec • New York
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAW. THIS WARRANT AND SUCH SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE PLEDGED, TRANSFERRED OR HYPOTHECATED IN THE ABSENCE OF SUCH REGISTRATION OR DELIVERY OF AN OPINION OF COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS IN COMPLIANCE WITH THE ACT OR UNLESS SOLD IN FULL COMPLIANCE WITH RULE 144 UNDER THE ACT.
AMENDED AND RESTATED WARRANT TO PURCHASE STOCKWarrant Agreement • March 30th, 2022 • Alaunos Therapeutics, Inc. • Pharmaceutical preparations • California
This AMENDED AND RESTATED WARRANT TO PURCHASE STOCK (as amended and in effect from time to time, this “Warrant”) is issued as of the issue date set forth on Schedule I hereto (the “Issue Date”) by the company set forth on Schedule I hereto (the “Company”) to in connection with that certain Loan and Security Agreement dated as of August 6, 2021 between them (as amended and/or modified and in effect from time to time, including without limitation by that certain First Amendment to Loan and Security Agreement of even date herewith, the “Loan Agreement”). This Warrant amends, restates and replaces that certain Warrant to Purchase Stock issued by Ziopharm Oncology, Inc., a Delaware corporation to (the “Original Warrant”) on August 6, 2021. The parties agree as follows:
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 8th, 2021 • Ziopharm Oncology Inc • Pharmaceutical preparations
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of the Effective Date among (a) SILICON VALLEY BANK, a California corporation (“SVB”), in its capacity as administrative agent and collateral agent (“Agent”), (b) SVB, as a lender, (c) SVB INNOVATION CREDIT FUND VIII, L.P., a Delaware limited partnership (“SVB Capital”), as a lender (SVB and SVB Capital and each of the other “Lenders” from time to time a party hereto are referred to herein collectively as the “Lenders” and each individually as a “Lender”), and (d) the borrower listed on Schedule I hereto (“Borrower”). The parties agree as follows:
STRICTLY CONFIDENTIALPlacement Agent Agreement • March 1st, 2011 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec • New York
SUBSCRIPTION AGREEMENTSubscription Agreement • May 3rd, 2006 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec • New York
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) made as of the date set forth on the signature page hereof between ZIOPHARM Oncology, Inc., a Delaware corporation having a place of business at 1180 Avenue of the Americas, 19th Floor, New York, New York 10036 (the “Company”), and the undersigned (the “Subscriber”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 13th, 2019 • Ziopharm Oncology Inc • Pharmaceutical preparations • Massachusetts
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of September 12, 2019, by and between ZIOPHARM Oncology, Inc., a Delaware corporation (the “Company”), and the purchaser set forth on Schedule 1 hereto (the “Purchaser”), and shall become effective as of the Closing (as defined in the Issuance Agreement, defined below).
ZIOPHARM Oncology, Inc. 2012 Equity Incentive Plan Form of Option Agreement (Incentive Stock Option or Nonstatutory Stock Option)Option Agreement • June 26th, 2012 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec
Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Option Agreement, Ziopharm Oncology, Inc. (the “Company”) has granted you an option under its 2012 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. The option is granted to you effective as of the date of grant set forth in the Grant Notice (the “Date of Grant”). If there is any conflict between the terms in this Option Agreement and the Plan, the terms of the Plan will control. Capitalized terms not explicitly defined in this Option Agreement or in the Grant Notice but defined in the Plan will have the same definitions as in the Plan.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 26th, 2007 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 16, 2007, by and among ZIOPHARM Oncology, Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • August 1st, 2019 • Ziopharm Oncology Inc • Pharmaceutical preparations • New York
SECURITIES ISSUANCE AGREEMENTSecurities Issuance Agreement • January 14th, 2015 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec • Texas
THIS SECURITIES ISSUANCE AGREEMENT (the “Agreement”), dated as of January 13, 2015, by and among ZIOPHARM Oncology, Inc., a Delaware corporation (the “Issuer”), the University of Texas System Board of Regents on behalf of The University of Texas M.D. Anderson Cancer Center, an agency of the State of Texas (“MD Anderson”). Capitalized terms used herein but not otherwise defined shall have the meanings given to them in Section 1.4.
ZIOPHARM ONCOLOGY, INC. WARRANT TO PURCHASE COMMON STOCKWarrant Agreement • September 15th, 2009 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec
This Warrant (this “Warrant”) is being issued in connection with a private placement of common stock and warrants to purchase common stock pursuant to Securities Purchase Agreements dated September 9, 2009, by and among the Company and the Purchasers identified therein (the “Purchase Agreements”). This Warrant (this “Warrant”) is one of a series of similar warrants issued pursuant to that certain Placement Agents’ engagement letter dated August 7, 2009, by and between the Company and Rodman and Renshaw, LLC (the “Engagement Letter”). All such warrants are referred to herein, collectively, as the “Warrants.”
LICENSE AND COLLABORATION AGREEMENTLicense and Collaboration Agreement • April 2nd, 2015 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec • London
This LICENSE AND COLLABORATION AGREEMENT (this “Agreement”) is made as of March 27, 2015 (the “Execution Date”), by and between Intrexon Corporation, a corporation organized and existing under the laws of Virginia, having its principal place of business at 20374 Seneca Meadows Parkway, Germantown, MD 20876, USA (“Intrexon”), ARES TRADING Trading S.A., a corporation organized and existing under the laws of Switzerland, having offices at Zone Industrielle de L´Ouriettaz, 1170 Aubonne, Switzerland (“ARES TRADING”), and ZIOPHARM Oncology, Inc., a corporation organized and existing under the laws of Delaware, having its principal place of business at One First Avenue, Parris Building 34, Navy Yard Plaza, Boston, MA 02129, USA (“ZIOPHARM”). ARES TRADING, ZIOPHARM and Intrexon are referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2022 • Alaunos Therapeutics, Inc. • Pharmaceutical preparations • Massachusetts
EMPLOYMENT AGREEMENT (the “Agreement”), dated as of September 30, 2020 (the “Effective Date”), by and between ZIOPHARM Oncology, Inc., a Delaware corporation, with principal offices at One First Avenue, Parris Building, #34 Navy Yard Plaza, Boston, Massachusetts 02129 (the “Company”), and Raffaele Baffa, M.D., Ph.D., presently residing at 28 Cliff Rd, Wellesley, MA 02481 (the “Employee”).
EXCLUSIVE CHANNEL PARTNER AGREEMENTExclusive Channel Partner Agreement • February 16th, 2017 • Ziopharm Oncology Inc • Pharmaceutical preparations • New York
THIS EXCLUSIVE CHANNEL PARTNER AGREEMENT (the “Agreement”) is made and entered into effective as of January 6, 2011 (the “Effective Date”) by and between INTREXON CORPORATION, a Virginia corporation with offices at 20358 Seneca Meadows Parkway, Germantown, MD 20876 (“Intrexon”), and ZIOPHARM ONCOLOGY, INC., a Delaware corporation having its principal place of business at 1180 Avenue of the Americas, 19th Floor, New York, NY 10036 (“ZIOPHARM”). Intrexon and ZIOPHARM may be referred to herein individually as a “Party”, and collectively as the “Parties.”
EMPLOYMENT AGREEMENTEmployment Agreement • July 24th, 2019 • Ziopharm Oncology Inc • Pharmaceutical preparations • Massachusetts
EMPLOYMENT AGREEMENT (the “Agreement”), dated as of June 4, 2019 (the “Effective Date”), by and between ZIOPHARM Oncology, Inc., a Delaware corporation, with principal offices at One First Avenue, Parris Building, #34 Navy Yard Plaza, Boston, Massachusetts 02129 (the “Company”), and Sath Shukla, presently residing at [address] (the “Employee”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 10th, 2012 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec • Massachusetts
AGREEMENT (the “Agreement”), dated as of May 8, 2012, by and between ZIOPHARM Oncology, Inc., a Delaware corporation, with executive offices at 1180 Avenue of the Americas, Suite 1920, New York, New York, 10036 and principal operational offices at One First Avenue, Parris Building, #34 Navy Yard Plaza, Boston, Massachusetts 02129 (the “Company”), and JASON AMELLO, presently residing at 1700 Beacon Street, Newton, Massachusetts 02468 (the “Employee”).
Certain identified information marked with [***] has been excluded from this exhibit because it is not material and is of the type that the registrant treats as private and confidential. AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • May 10th, 2023 • Alaunos Therapeutics, Inc. • Pharmaceutical preparations • New York
This AMENDED AND RESTATED Exclusive License Agreement (the “Agreement”) is entered into as of April 3, 2023 (the “Effective Date”) replaces in its entirety the Exclusive License Agreement entered into on October 5, 2018 (the “ELA Agreement”) by and between Alaunos Therapeutics (formerly known as ZIOPHARM Oncology, Inc.), a Delaware corporation, with its principal place of business at 8030 El Rio, Houston TX 77054 (“Alaunos”), and Precigen, Inc., a Virginia corporation, with its principal place of business at 20358 Seneca Meadows Parkway, Germantown, MD 20876 (“Precigen”). Alaunos and Precigen are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
EXHIBIT 10.4 MANAGEMENT CONSULTING SERVICES AGREEMENT BY AND BETWEEN EASYWEB, INC. AND SUMMIT FINANCIAL RELATIONS This Agreement is made as of this 10th (tenth) day of December 2004, by and between EasyWeb, Inc. ("Company") and Summit Financial...Management Consulting Services Agreement • March 31st, 2005 • Easyweb Inc • Services-business services, nec
SECURITIES ISSUANCE AGREEMENTSecurities Issuance Agreement • June 30th, 2016 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec • New York
THIS SECURITIES ISSUANCE AGREEMENT (the “Agreement”), dated as of June 29, 2016, by and among ZIOPHARM Oncology, Inc., a Delaware corporation (the “Issuer”), and Intrexon Corporation, a Virginia corporation (“Intrexon”). Capitalized terms used herein but not otherwise defined shall have the meanings given to them in Section 1.5. Intrexon and the Issuer may be referred to herein individually as a “Party” and collectively as the “Parties.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 15th, 2009 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 9, 2009, by and among ZIOPHARM Oncology, Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 3rd, 2011 • Ziopharm Oncology Inc • Services-specialty outpatient facilities, nec • New York
EMPLOYMENT AGREEMENT (the “Agreement”), dated as of June 1, 2011, by and between ZIOPHARM Oncology, Inc., a Delaware corporation with principal executive offices at 1180 Avenue of the Americas, New York, NY 10036 (the “Company”), and RICHARD E. BAGLEY, residing at 197 Eighth Street, #503, Charlestown, MA 02129 (the “Executive”).
SUBSCRIPTION AGREEMENTSubscription Agreement • October 14th, 2005 • Ziopharm Oncology Inc • Services-business services, nec • Delaware
SUBSCRIPTION AGREEMENT (this “Agreement”) made as of the last date set forth on the signature page hereof between Ziopharm, Inc. (the “Company”), and the undersigned (the “Subscriber”).
