Endocyte, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • September 12th, 2018 • Endocyte Inc • Pharmaceutical preparations • New York
COMMON STOCK SALES AGREEMENTSales Agreement • December 23rd, 2013 • Endocyte Inc • Pharmaceutical preparations • New York
4,500,000 Shares ENDOCYTE, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 31st, 2014 • Endocyte Inc • Pharmaceutical preparations • New York
] Shares Endocyte, Inc. Common Stock ($0.001 Par Value) UNDERWRITING AGREEMENTUnderwriting Agreement • July 21st, 2011 • Endocyte Inc • Pharmaceutical preparations • New York
Endocyte, Inc., a Delaware corporation (the “Issuer”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), and the stockholder of the Issuer (the “Selling Stockholder”) named in Schedule I hereto proposes to sell to the Underwriters for whom you are acting as representatives (the “Representatives”) an aggregate of 4,841,610 shares (the “Firm Securities”) of the Issuer’s common stock, par value $0.001 per share (the “Common Stock”) pursuant to this underwriting agreement (the “Agreement”), of which 4,000,000 shares are to be issued and sold by the Issuer (the “Issuer Securities”) and 841,610 shares are to be sold by the Selling Stockholder (the “Stockholder Securities”).
ENDOCYTE, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • August 17th, 2010 • Endocyte Inc • Delaware
THIS AGREEMENT is entered into, effective as of , 2010 by and between Endocyte, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”), effective as of the date that the Registration Statement on Form S-1 related to the initial public offering of the Company’s Common Stock is declared effective by the United States Securities and Exchange Commission.
ENDOCYTE, INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENTChange in Control and Severance Agreement • September 28th, 2010 • Endocyte Inc • Pharmaceutical preparations • Indiana
This Change in Control and Severance Agreement (the “Agreement”) is made and entered into by and between Michael A. Sherman (“Executive”) and Endocyte, Inc., a Delaware corporation (the “Company”), effective as of August 25, 2010 (the “Effective Date”).
WARRANT TO PURCHASE SHARES OF SERIES C-3 PREFERRED STOCK IN THE AMOUNT OF 1.875% OF THE ACTUAL LOAN AMOUNTWarrant Agreement • August 17th, 2010 • Endocyte Inc • Delaware
THIS CERTIFIES THAT, for value received, Oxford Finance Corporation (“Holder”) is entitled to subscribe for and purchase SIXTY-SIX THOUSAND, ONE HUNDRED SEVENTY-SEVEN (66,177) shares of fully paid and nonassessable Series C-3 Preferred Stock of Endocyte, Inc , a Delaware corporation (the “Company”), at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Preferred Stock” shall mean Company’s presently authorized Series C-3 Preferred Stock, $0.001 par value per share, and any stock into which such Preferred Stock may hereafter be converted or exchanged and the term “Warrant Shares” shall mean the shares of Preferred Stock which Holder may acquire pursuant to this Warrant and any other shares of stock into which such shares of Preferred Stock may hereafter be converted or exchanged. This Warrant is issued in connection with that certain loan transaction entered into as of an even date here
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 15th, 2010 • Endocyte Inc • Pharmaceutical preparations • Maryland
THIS LOAN AND SECURITY AGREEMENT, dated as of August 27, 2010 (as amended, restated, supplemented or otherwise modified from time to time (this “Agreement”)) is among MIDCAP FUNDING III, LLC, a Delaware limited liability company (“MidCap”) in its capacity as agent for Lenders (as defined below) (together with its successors and assigns in such capacity, “Agent”), SILICON VALLEY BANK, a California corporation (“SVB”), the other financial institutions who are or hereafter become parties to this Agreement as lenders (together with MidCap and SVB, collectively the “Lenders”, and each individually, a “Lender”), ENDOCYTE, INC., a Delaware corporation (“Borrower”), and the other entities or persons, if any, who are or hereafter become parties to this Agreement as guarantors (each a “Guarantor” and collectively, the “Guarantors”, and together with Borrower, each a “Loan Party” and collectively, “Loan Parties”).
WARRANT TO PURCHASE SHARES OF COMMON STOCKWarrant Agreement • March 8th, 2016 • Endocyte Inc • Pharmaceutical preparations • Delaware
THIS CERTIFIES THAT, for value received, Healthcare Equity Holdings, LLC (“Holder”) is entitled to subscribe for and purchase THIRTY-FOUR THOUSAND, SIX HUNDRED FORTY-SEVEN (34,647) shares of fully paid and nonassessable Common Stock of Endocyte, Inc., a Delaware corporation (the “Company”), at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Common Stock” shall mean Company’s presently authorized Common Stock, $0.001 par value per share, and any stock into which such Common Stock may hereafter be converted or exchanged and the term “Warrant Shares” shall mean the shares of Common Stock which Holder may acquire pursuant to this Warrant and any other shares of stock into which such shares of Common Stock may hereafter be converted or exchanged.
ENDOCYTE, INC. 2010 EQUITY INCENTIVE PLAN STOCK OPTION AWARD AGREEMENTStock Option Award Agreement • August 1st, 2018 • Endocyte Inc • Pharmaceutical preparations • Indiana
This Award Agreement (“Award Agreement”), dated as of ___________, 20___, is by and between Endocyte, Inc., a Delaware corporation (the “Company”), and ________ (“Optionee”). Unless otherwise defined herein, the terms defined in the Endocyte, Inc. 2010 Equity Incentive Plan (the “Plan”), shall have the same defined meanings in this Award Agreement.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 2nd, 2017 • Endocyte Inc • Pharmaceutical preparations • Delaware
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 29, 2017, by and among Endocyte, Inc., a Delaware corporation (the “Company”), and ABX advanced biochemical compounds – Biomedizinische Forschungsreagenzien GmbH, a company organized under the laws of Germany (“ABX”).
WARRANT TO PURCHASE STOCKWarrant Agreement • September 28th, 2010 • Endocyte Inc • Pharmaceutical preparations • Delaware
THIS CERTIFIES THAT, for value received, Silicon Valley Bank (“Holder”) is entitled to subscribe for and purchase such number of fully paid and non-assessable shares (as more fully defined below, the “Warrant Shares”) of the capital stock of Endocyte, Inc., a Delaware corporation (the “Company”), as set forth below, at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. This Warrant is issued in connection with that certain Loan and Security Agreement of even date herewith among the Company, MidCap Funding III, LLC and Silicon Valley Bank, as amended and in effect from time to time (the “Loan Agreement.”)
MASTER LICENSE AGREEMENT Between PURDUE RESEARCH FOUNDATION and ENDOCYTE, INC.Master License Agreement • March 13th, 2015 • Endocyte Inc • Pharmaceutical preparations • Indiana
THIS MASTER LICENSE AGREEMENT is made and entered into and effective as of July 1, 2013 (“Effective Date”), by and between PURDUE RESEARCH FOUNDATION, a statutory body corporate formed and existing under the Indiana Foundation or Holding Companies Act of 1921 (hereinafter referred to as “PRF”), and Endocyte, Inc. and its Affiliates, 3000 Kent Ave., Suite A1-100, West Lafayette, IN 47906, a Delaware corporation (collectively and hereinafter referred to as “Endocyte”) collectively referred to hereinafter as the “Parties.”
THIRD LOAN MODIFICATION AGREEMENTLoan Modification Agreement • November 14th, 2011 • Endocyte Inc • Pharmaceutical preparations • Maryland
This Third Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of September 30, 2011, by and among (i) MIDCAP FUNDING V, LLC, a Delaware limited liability company, as assignee of MIDCAP FUNDING III, LLC (“MidCap”) in its capacity as agent for Lenders (as defined below) (the “Agent”), the Lenders identified on the signature pages hereto (each a “Lender” and collectively, the “Lenders”), and ENDOCYTE, INC., a Delaware corporation (“Borrower”).
AMENDMENT #1 TO LICENSE AGREEMENT ID 2014-0052 Between Purdue Research Foundation and Endocyte, Inc.License Agreement • May 10th, 2017 • Endocyte Inc • Pharmaceutical preparations
THIS AMENDMENT, made and entered into this 29th day of June, 2015 (“Amendment Effective Date”) amends the Master License Agreement entered into and effective as of July 1, 2013 and all subsequent Amendments (hereinafter AGREEMENT) between Purdue Research Foundation (hereinafter known as PRF) and Endocyte, Inc. (hereinafter known as LICENSEE) with respect to the matters addressed in this Agreement.
ENDOCYTE, INC. 2010 EQUITY INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT (2011 RSU PROGRAM)Performance-Based Restricted Stock Unit Award Agreement • June 2nd, 2011 • Endocyte Inc • Pharmaceutical preparations • Indiana
This Award Agreement (“Award Agreement”), dated as of May 26, 2011, is by and between Endocyte, Inc., a Delaware corporation (the “Company”), and (“Participant”). Unless otherwise defined herein, the terms defined in the Endocyte, Inc. 2010 Equity Incentive Plan (the “Plan”), shall have the same defined meanings in this Award Agreement.
AGREEMENT AND PLAN OF MERGER dated as of October 17, 2018, among NOVARTIS AG, EDINBURGH MERGER CORPORATION and ENDOCYTE, INC.Merger Agreement • October 18th, 2018 • Endocyte Inc • Pharmaceutical preparations • Delaware
AGREEMENT AND PLAN OF MERGER dated as of October 17, 2018 (this “Agreement”), by and among Novartis AG, a company organized under the laws of Switzerland (“Parent”), Edinburgh Merger Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Endocyte, Inc., a Delaware corporation (the “Company”). Unless expressly stated otherwise, Parent, Merger Sub and the Company are referred to in this Agreement individually as a “party” and collectively as the “parties”.
Lease AgreementLease Agreement • March 28th, 2012 • Endocyte Inc • Pharmaceutical preparations • Indiana
This Lease is entered into as of this 1st day of January, 2012_, by and between American Yorkshire Club (hereinafter referred to as “lessor”), and ENDOCYTE INC. (Hereinafter referred to as “Lessee”).
ENDOCYTE, INC. 2010 EQUITY INCENTIVE PLAN STOCK OPTION AWARD AGREEMENTStock Option Award Agreement • August 1st, 2018 • Endocyte Inc • Pharmaceutical preparations • Indiana
This Award Agreement (“Award Agreement”), dated as of ___________, 20___, is by and between Endocyte, Inc., a Delaware corporation (the “Company”), and ________ (“Optionee”). Unless otherwise defined herein, the terms defined in the Endocyte, Inc. 2010 Equity Incentive Plan (the “Plan”), shall have the same defined meanings in this Award Agreement.
THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • August 17th, 2010 • Endocyte Inc • Delaware
This Third Amended and Restated Investors’ Rights Agreement (“Rights Agreement”) is entered into as of March 9, 2007 by and between Endocyte, Inc., a Delaware corporation (the “Company”) and the individuals or entities listed on the Schedule I hereto (the “Investors”). This Agreement amends and restates the Second Amended and Restated Investors’ Rights Agreement entered into by and between the Company and certain of the Investors, dated November 23, 2004.
PURDUE TECHNOLOGY CENTER WEST LAFAYETTE, IN 47906 EXTENSION OF LEASELease Extension • March 28th, 2012 • Endocyte Inc • Pharmaceutical preparations
THIS EXTENSION OF LEASE is made this 3rd day of January, 2012, by and between PURDUE RESEARCH FOUNDATION (“Landlord”), an Indiana corporation (formed and existing under the Indiana Foundation or Holding Companies Act, Acts of 1921, ch. 246), and ENDOCYTE (“Tenant”). Landlord and Tenant have previously entered into a lease (the “Lease”) dated March 1, 2010, for space at the Purdue Technology Center, located at 3000 Kent Avenue, West Lafayette, Indiana.
FIRST AMENDMENT OF LEASE AGREEMENTLease Agreement • February 27th, 2018 • Endocyte Inc • Pharmaceutical preparations
THIS AGREEMENT is made and entered into this 10th day of November, 2017, by and between PURDUE RESEARCH FOUNDATION , an Indiana corporation (formed and existing under the Indiana Foundation or Holding Companies Act, Acts of 1921, ch. 246), (“Landlord”), and ENDOCYTE (“Tenant”). In consideration of their mutual promises contained in this Amendment, the parties agree as follows:
SEPARATION AGREEMENT AND RELEASE OF CLAIMSSeparation Agreement • June 20th, 2016 • Endocyte Inc • Pharmaceutical preparations • Indiana
This Separation Agreement and Release of Claims (this "Agreement") is entered into by and between Endocyte, Inc. ("Endocyte"), and P. Ron Ellis ("Ellis") (together, the "Parties") and will become effective on the date that is eight days after Ellis has executed and not revoked this Agreement (the “Effective Date”).
SUBORDINATION AGREEMENTSubordination Agreement • December 15th, 2010 • Endocyte Inc • Pharmaceutical preparations • Maryland
This Subordination Agreement (the “Agreement”) is made as of December __, 2010, by and between ___________________ (“Creditor”), and MIDCAP FUNDING III, LLC, a Delaware limited liability company (“MidCap”) in its capacity as Agent (as hereinafter defined) for the Lenders (as hereinafter defined).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • December 15th, 2010 • Endocyte Inc • Pharmaceutical preparations • Delaware
This Note Purchase Agreement, dated as of December 14, 2010 (this “Agreement”), is entered into by and among Endocyte, Inc., a Delaware corporation (the “Company”), and the persons and entities listed on the schedule of investors attached hereto as Schedule I (each an “Investor” and, collectively, the “Investors”), as such Schedule I may be amended in accordance with Section 7 hereof.
PURDUE TECHNOLOGY CENTER WEST LAFAYETTE, INDIANA 47906 LEASE AGREEMENTLease Agreement • March 8th, 2016 • Endocyte Inc • Pharmaceutical preparations • Indiana
THIS LEASE AGREEMENT (the “Lease”) is made and entered into as of this 8th day of December, 2015, by and between PURDUE RESEARCH FOUNDATION (“Landlord”), an Indiana corporation (formed and existing under the Indiana Foundation or Holding Companies Act, Acts of 1921, ch. 246), and ENDOCYTE (“Tenant”).
FIRST AMENDMENT OF LEASE AGREEMENTLease Agreement • May 13th, 2011 • Endocyte Inc • Pharmaceutical preparations
THIS AGREEMENT is executed in duplicate this 1st day of April, 2011, by and between PURDUE RESEARCH FOUNDATION, an Indiana corporation (formed and existing under the Indiana Foundation or Holding Companies Act, Acts of 1921, ch. 256), (“Landlord”), and ENDOCYTE (“Tenant”) a Corporation of Delaware. In consideration of their mutual promises contained in this Amendment, the parties agree as follows:
AMENDMENT TO CHANGE IN CONTROL AND SEVERANCE AGREEMENTChange in Control and Severance Agreement • December 21st, 2018 • Endocyte Inc • Pharmaceutical preparations • Delaware
This Amendment to Change in Control and Severance Agreement (the “Amendment”) is made and entered into by and between Endocyte, Inc., a Delaware corporation (the “Company”), and (“Employee”), effective , 2018, to amend the Change in Control and Severance Agreement (“Agreement”) made and entered into effective as of , 20 , by and between the Company and Employee. Capitalized terms used but not defined herein shall have the meanings set forth in the Agreement.
AMENDMENT #14License Agreement • May 10th, 2017 • Endocyte Inc • Pharmaceutical preparations
THIS AMENDMENT, made and entered into this 30'" day of January, 20 I 5 ("Amendment Effective Date") amends the Amended and Restated License Agreement executed on October 21st, 1998, and all subsequent Amendments (hereinafter AGREEMENT) between Purdue Research Foundation (hereinafter known as PRF) and Endocyte Corporation (hereinafter known as LICENSEE) with respect to the matters addressed in this Agreement.
AWARD AGREEMENTTime-Based Restricted Stock Unit Award Agreement • August 1st, 2018 • Endocyte Inc • Pharmaceutical preparations • Indiana
This Award Agreement (“Award Agreement”), dated as of __________ ___, 20___, is by and between Endocyte, Inc., a Delaware corporation (the “Company”), and ________ (“Participant”). Unless otherwise defined herein, the terms defined in the Endocyte, Inc. 2010 Equity Incentive Plan (the “Plan”), shall have the same defined meanings in this Award Agreement.
ContractSubordinated Convertible Promissory Note • December 15th, 2010 • Endocyte Inc • Pharmaceutical preparations • Delaware
THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION OTHERWISE COMPLIES WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
Second Amendment to the Amended and Restated License Agreement made effective on March 1, 2010 between the Purdue Research Foundation and Endocyte, Inc. (“Agreement”)License Agreement • May 10th, 2017 • Endocyte Inc • Pharmaceutical preparations
This second amendment (“Amendment”), made and entered effective as of the 1st day of March, 2010 (the “Effective Date”) between Endocyte, Inc., with a place of business at 3000 Kent Avenue, Suite A1-100, West Lafayette, IN 47906 (“Client”), and, Purdue Research Foundation, having a place of business at 1281 Win Hentschel Blvd., West Lafayette, IN 47906.
FIFTH AMENDMENT TO OFFICE LEASEOffice Lease • August 1st, 2018 • Endocyte Inc • Pharmaceutical preparations
THIS FIFTH AMENDMENT TO OFFICE LEASE (this “Amendment”) is made and entered into as of the 29th day of May, 2018, by and between TEMPUS ONE COLLEGE PARK LLC (“Landlord”), as successor in interest to ZELLER MANAGEMENT CORPORATION, as agent for Owner (“Original Landlord”), and ENDOCYTE, INC. (“Tenant”).
THIRD AMENDMENT TO OFFICE LEASEOffice Lease • March 18th, 2013 • Endocyte Inc • Pharmaceutical preparations
THIS THIRD AMENDMENT TO OFFICE LEASE (this “Amendment”) is made and entered into as of the 31st day of July, 2012, by and between ZELLER MANAGEMENT CORPORATION, as agent for Owner (“Landlord”), and ENDOCYTE, INC. (“Tenant”).
Patent Assignment AgreementPatent Assignment Agreement • September 28th, 2010 • Endocyte Inc • Pharmaceutical preparations • Indiana
This Patent Assignment Agreement is entered into as of November 1, 2007 (the “Effective Date”), by and among Endocyte Inc., an Indiana corporation located at 3000 Kent Avenue, West Lafayette, IN 47906 (“Endocyte”); Optical Therapeutic Technologies Inc., an Indiana corporation located at 3000 Kent Avenue, West Lafayette, IN 47906 (“OTT”); and Karim N. Jallad, Michael D. Kennedy, Philip S. Low, and Dor Ben-Amotz, individuals residing at the addresses in the signature block (collectively, “Inventors”).
