INDEMNIFICATION AGREEMENTIndemnification Agreement • January 10th, 2014 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of November 15, 2012 between Applied Genetic Technologies Corporation, a Delaware corporation (the “Company”), and [Director] (“Indemnitee”).
Applied Genetic Technologies Corporation Shares of Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales AgreementApplied Genetic Technologies Corp • May 30th, 2018 • Biological products, (no disgnostic substances) • New York
Applied Genetic Technologies Corporation, a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
Applied Genetic Technologies Corporation Shares of Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales AgreementSales Agreement • April 2nd, 2021 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • New York
Applied Genetic Technologies Corporation, a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
] Shares APPLIED GENETIC TECHNOLOGIES CORPORATION Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • July 21st, 2014 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • New York
Applied Genetic Technologies Corporation, a Delaware corporation (the “Company”), proposes to sell [ ] shares (the “Firm Stock”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”). In addition, the Company proposes to grant to the underwriters (the “Underwriters”) named in Schedule I attached to this agreement (this “Agreement”) an option to purchase up to [ ] additional shares of the Common Stock on the terms set forth in Section 2 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock”. This Agreement is to confirm the agreement concerning the purchase of the Stock from the Company by the Underwriters.
16,075,000 SHARES OF COMMON STOCK 16,666,667 COMMON WARRANTS (EXERCISABLE FOR 16,666,667 WARRANT SHARES) AND 591,667 PRE-FUNDED WARRANTS (EXERCISABLE FOR 591,667 WARRANT SHARES) OF APPLIED GENETIC TECHNOLOGIES CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • July 14th, 2022 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • New York
The undersigned, Applied Genetic Technologies Corporation, a company incorporated under the laws of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which H.C. Wainwright & Co., LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
ContractApplied Genetic Technologies Corp • January 10th, 2014 • Biological products, (no disgnostic substances) • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER. PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
ContractApplied Genetic Technologies Corp • January 10th, 2014 • Biological products, (no disgnostic substances) • North Carolina
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH APPLICABLE LAW.
EMPLOYMENT AGREEMENTEmployment Agreement • February 14th, 2022 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Florida
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of the 15th day of November, 2021 by and between Applied Genetic Technologies Corporation, a Delaware corporation, including its successors and assigns, (“Employer” or the “Company”), and Abraham Scaria (“Executive”).
AGREEMENT AND PLAN OF MERGER among: ALLIANCE HOLDCO LIMITED a private limited company organized under the laws of England and Wales; ALLIANCE ACQUISITION SUB, INC., a Delaware corporation; and APPLIED GENETIC TECHNOLOGIES CORPORATION, a Delaware...Agreement and Plan of Merger • October 24th, 2022 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Delaware
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of October 23, 2022, by and among ALLIANCE HOLDCO LIMITED, a private limited company organized under the laws of England and Wales (“Parent”); ALLIANCE ACQUISITION SUB, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Purchaser”); and APPLIED GENETIC TECHNOLOGIES CORPORATION, a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
APPLIED GENETIC TECHNOLOGIES CORPORATION [•] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 5th, 2020 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • New York
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 2nd, 2020 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • New York
THIS LOAN AND SECURITY AGREEMENT is made and dated as of June 30, 2020 and is entered into by and among APPLIED GENETIC TECHNOLOGIES CORPORATION, a Delaware corporation, and each of its Subsidiaries (hereinafter collectively referred to as the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (collectively, referred to as the “Lenders”) and HERCULES CAPITAL, INC., a Maryland corporation, in its capacity as administrative agent and collateral agent for itself and the Lenders (in such capacity, the “Agent”).
APPLIED GENETIC TECHNOLOGIES CORPORATION AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT NOVEMBER 15, 2012Investor Rights Agreement • January 10th, 2014 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Delaware
THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of the 15th day of November, 2012, by and among APPLIED GENETIC TECHNOLOGIES CORPORATION, a Delaware corporation (the “Company”) and the investors listed on Exhibit A (referred to hereinafter as the “Investors” and each individually as an “Investor”) and the stockholders listed on Exhibit B hereto (the “Common Stockholders”).
APPLIED GENETIC TECHNOLOGIES CORPORATION WARRANT TO PURCHASE SHARESApplied Genetic Technologies Corp • January 10th, 2014 • Biological products, (no disgnostic substances) • Florida
THIS WARRANT is issued to [ ] (the “Holder”) by APPLIED GENETIC TECHNOLOGIES CORPORATION, a Delaware corporation (the “Company”), pursuant to the terms of that certain Subscription Agreement dated [ ], in connection with the Company’s issuance to the holder of this Warrant of a Convertible Promissory Note (the “Note”).
OMNIBUS AMENDMENT TO STANDARD EXCLUSIVE LICENSE AGREEMENT WITH SUBLICENSING TERMS (A3288) AND [***] AGREEMENTStandard Exclusive License Agreement • September 10th, 2015 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Florida
This OMNIBUS AMENDMENT TO STANDARD EXCLUSIVE LICENSE AGREEMENT WITH SUBLICENSING TERMS (A3288) AND [***] AGREEMENT (this “Amendment”) is made and entered into this 1st day of July, 2015 (the “Amendment Effective Date”) by and among University of Florida Research Foundation, Inc. (“UFRF”), a nonstock, nonprofit Florida corporation, the University of Florida Board of Trustees, a nonstock, nonprofit Florida corporation (“University”), Johns Hopkins University (“JHU”), a Maryland corporation and Applied Genetic Technologies Corporation, a Delaware corporation having a principal place of business at 11801 Research Drive, Suite D, Alachua, Florida 32615 (the “Licensee”). All capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Joint Agreement (defined below) or the [***] (defined below) as applicable.
STANDARD EXCLUSIVE LICENSE AGREEMENT WITH KNOW HOW - Agreement No: A11361 PROMOTER TECHNOLOGY LICENSEStandard Exclusive License Agreement • January 10th, 2014 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)
This Agreement is made effective the 18th day of September, 2012, (the “Effective Date”) by and between the University of Florida Research Foundation, Inc. (hereinafter called “UFRF”), a nonstock, nonprofit Florida corporation, and Applied Genetic Technologies Corporation (hereinafter called “Licensee”), a small entity corporation organized and existing under the laws of Delaware;
MANUFACTURING LICENSE AND TECHNOLOGY TRANSFER AGREEMENTConfidential Materials Omitted and Filed Separately With the Securities and Exchange Commission • September 11th, 2018 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Delaware
This Manufacturing License and Technology Transfer Agreement (“Agreement”) is entered into as of July 1, 2015 (the “Execution Date”), and effective as of the Effective Date, by and between Applied Genetic Technologies Corporation, having a place of business at 11801 Research Drive, Suite D, Alachua, FL 32615 (“AGTC”) and Biogen MA Inc. (“LICENSEE”), having a place of business at 250 Binney Street, Cambridge, MA 02142. AGTC and LICENSEE are referred to collectively hereinafter as the “Parties” and individually as a “Party”.
EXCLUSIVE LICENSE AGREEMENT WITH SUBLICENSING TERMS (Alpha-1- Anti-Trypsin UF#184I)Exclusive License Agreement • November 4th, 2013 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)
This Agreement is made effective the 25th day of September, 2001, (the “Effective Date”) by and between the University of Florida Research Foundation, Inc. (hereinafter called “UFRF”), a nonstock, nonprofit Florida corporation, and Applied Genetic Technologies Corporation (hereinafter called “Licensee” or “AGTC”), a corporation organized and existing under the laws of Florida. Licensee shall include any wholly owned subsidiary of AGTC.
NON-EXCLUSIVE LICENSE AGREEMENT WITH SUBLICENSING TERMSNon-Exclusive License Agreement • January 10th, 2014 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)
This Agreement is made effective the 19th day of January 2006 (hereinafter “Effective Date”) by and between The UAB Research Foundation (hereinafter “UABRF”), a nonstock, nonprofit Alabama corporation having an office at 701 20th Street South, Birmingham, AL 35294 USA and AGTC (hereinafter “Licensee”), a corporation organized and existing under the laws of Delaware and having a principal office at 12085 Research Drive, Alachua, Florida 32615.
ContractApplied Genetic Technologies Corp • January 10th, 2014 • Biological products, (no disgnostic substances) • North Carolina
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH APPLICABLE LAW.
STANDARD EXCLUSIVE LICENSE AGREEMENT WITH SUBLICENSING TERMSExclusive License Agreement • January 10th, 2014 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)
This Agreement is made effective the 7th day of October, 2003, (the “Effective Date”) by and between the University of Florida Research Foundation, Inc. (hereinafter called “UFRF”), a nonstock, nonprofit Florida corporation, Johns Hopkins University (hereinafter “JHU”), a Maryland Corporation, and Applied Genetic Technologies, Inc. and any Affiliates of Applied Genetic Technologies, Inc. (hereinafter called “Licensee”), a corporation organized and existing under the laws of Florida;
SECOND AMENDMENT TO OFFICE LEASE AGREEMENTOffice Lease Agreement • September 23rd, 2021 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)
THIS SECOND AMENDMENT TO OFFICE LEASE AGREEMENT (“Amendment”) dated this 9th day of November, 2017, is by and between ALACHUA FOUNDATION PARK HOLDING COMPANY, LLC, a Florida Limited Liability Company (“Landlord”) and APPLIED GENETIC TECHNOLOGIES CORPORATION, a Delaware corporation (“Tenant”).
March 2, 2015Letter Agreement • May 11th, 2015 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Florida
This letter agreement (“Agreement”) will confirm the terms of your separation from employment with Applied Genetic Technologies Corporation (“AGTC” or the “Company”), a Florida company. This Agreement will become effective on the eighth day following your execution of it, as described in section 7 below (the “Effective Date”).
RESTRICTED STOCK UNIT AGREEMENT Granted by Applied Genetic Technologies Corporation Under the 2013 Equity and Incentive PlanRestricted Stock Unit Agreement • September 18th, 2020 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)
Applied Genetic Technologies Corporation (the “Company”) hereby grants to the person named below (the “Recipient”) restricted stock units (“Restricted Stock Units”), with each such unit representing the right to receive one share of Stock, pursuant to the terms set forth below (the “Award”). The Award is and shall be subject in every respect to the provisions of the Company’s 2013 Equity and Incentive Plan, as amended from time to time (the “Plan”), which is incorporated herein by reference and made a part hereof. The Recipient hereby accepts this Award subject to all the terms and provisions of the Plan and agrees that (a) in the event of any conflict between the terms hereof and those of the Plan, the latter shall prevail, and (b) all decisions under and interpretations of the Plan by the Board or the Committee shall be final, binding and conclusive upon the Recipient and his or her heirs and legal representatives. Capitalized terms used herein but not defined shall have the meaning
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • October 24th, 2022 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Delaware
This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of October 23, 2022, is entered into by and among Alliance Holdco Limited, a private limited company organized under the laws of England and Wales (“Parent”), Alliance Acquisition Sub, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Purchaser”), and each of the individuals or entities set forth on Schedule A (each, a “Stockholder” and collectively, the “Stockholders”). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below). Parent, Purchaser and each of the Stockholders are each sometimes referred to herein as a “Party” and collectively, as the “Parties.”
EMPLOYMENT AGREEMENTEmployment Agreement • February 14th, 2022 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Florida
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of the 6th day of November, 2021 by and between Applied Genetic Technologies Corporation, a Delaware corporation, including its successors and assigns, (the “Employer” or “Company”), and Hope R. D’Oyley-Gay (“Executive”).
FIRST AMENDMENT TO THE STANDARD EXCLUSIVE LICENSE AGREEMENT WITH SUBLICENSING TERMSStandard Exclusive License Agreement With Sublicensing Terms • November 4th, 2013 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)
This First Amendment to the Standard Exclusive License Agreement With Sublicensing Terms (the “JHU/UFRF Agreement”), dated October 7, 2003, is made as of November , 2004 (“First Amendment Date”), by and between the University of Florida Research Foundation, Inc. (“UFRF”) and Johns Hopkins University (“JHU”) on the one hand, and Applied Genetic Technologies Corporation, Inc. (“Licensee”) on the other.
SECOND AMENDMENT AFTER RESTATED AMENDMENT To EXCLUSIVE LICENSE AGREEMENT WITH SUBLICENSING TERMS (A2124/UF#1841)Exclusive License Agreement • March 4th, 2014 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)
This Second Amendment After Restated Amendment to the Exclusive License Agreement With Sublicensing Terms (the “Second Amendment”) is made as of this 10th day of January 2014 by and among Applied Genetic Technologies Corporation, a Delaware corporation (“AGTC”) and the University of Florida Research Foundation, Inc., a non-stock, non-profit Florida corporation (“UFRF”). This Second Amendment amends the Exclusive License Agreement With Sublicensing Terms between AGTC and UFRF (also known as University Agreement No. 2001-09-13B and Agreement A2124/UF#1841), dated September 25, 2001, as amended by (i) the Restated Amendment to License Agreement (B) dated as of January 31, 2005 and (ii) First Amendment After Restated License Agreement (B)(A2124) dated as of November 28. 2007 (as amended, the “License Agreement”).
SECOND AMENDMENT To STANDARD EXCLUSIVE LICENSE AGREEMENT WITH SUBLICENSING TERMS (A3288)Standard Exclusive License Agreement With Sublicensing Terms • November 4th, 2013 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)
This Second Amendment to the Standard Exclusive License Agreement With Sublicensing Terms (also known as Agreement A3288), dated October 7, 2003 and amended as of November 2004 (the “License Agreement”) is made as of this 25th day February, 2009 by and among Applied Genetic Technologies Corporation, a Delaware corporation (“AGTC”), the University of Florida Research Foundation, Inc., a non-stock, non-profit Florida corporation (“UFRF”) and Johns Hopkins University, a Maryland corporation (“JHU”).
FIRST AMENDMENT TO NON-EXCLUSIVE LICENSE AGREEMENTNon-Exclusive License Agreement • July 11th, 2014 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)
This First Amendment to the Non-Exclusive License Agreement (this “First Amendment”) is made and entered into this 28th day of March, 2014 (the “First Amendment Effective Date”) by and between The UAB Research Foundation, an Alabama not-for-profit corporation having a principal place of business at 701 20th St. S., Birmingham, AL 35233 (“UABRF”) and Applied Genetic Technologies Corporation, a corporation existing and organized under the laws of the state of California and having a principal place of business at 11801 Research Drive, Suite D, Alachula, Florida 32615 (the “Licensee”). Each of UABRF and the Licensee are referred to in this Agreement individually as a “Party” and collectively as the “Parties”. All capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the License Agreement (defined below).
AMENDMENT TO OFFICE LEASE AGREEMENTOffice Lease Agreement • September 23rd, 2021 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)
THIS AMENDMENT TO OFFICE LEASE AGREEMENT (“Amendment”) dated this 20 day of DECEMBER, 2016, but deemed effective as of October 1, 2016, is by and between ALACHUA FOUNDATION PARK HOLDING COMPANY, LLC, a Florida Limited Liability Company (“Landlord”) and APPLIED GENETIC TECHNOLOGIES CORPORATION, a Delaware corporation (“Tenant”).
COLLABORATION AND LICENSE AGREEMENT by and between BIOGEN MA INC. and APPLIED GENETIC TECHNOLOGIES CORPORATION July 1, 2015Collaboration and License Agreement • September 11th, 2018 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Delaware
This Collaboration and License Agreement (the “Agreement”) is entered into as of July 1, 2015 (the “Execution Date”), by and between Biogen MA Inc., a corporation organized and existing under the laws of the Commonwealth of Massachusetts and having a principal place of business at 250 Binney Street, Cambridge, MA 02142 (“Biogen”) and Applied Genetic Technologies Corporation, a corporation organized and existing under the laws of Delaware and having a principal place of business at 11801 Research Drive, Suite D, Alachua, FL 32615 (“AGTC”). Biogen and AGTC may each be referred to herein individually as a “Party” and collectively as the “Parties.”
March 2, 2015 Dan Menichella Charlotte, NC 28207 Dear Dan:Letter Agreement • May 12th, 2015 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Florida
This letter agreement (“Agreement”) will confirm the terms of your separation from employment with Applied Genetic Technologies Corporation (“AGTC” or the “Company”), a Florida company. This Agreement will become effective on the eighth day following your execution of it, as described in section 7 below (the “Effective Date”).
LEASE AGREEMENTLease Agreement • March 4th, 2014 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances)
THIS Lease Agreement, entered into this 19th day of Sept., 2011, between THOMPSON-DAVIS ENTERPRISES, LLC, a limited liability company organized under the laws of the State of Florida, hereinafter referred to as Lessor, and APPLIED GENETIC TECHNOLOGICS, a corporation organized under the laws of the state of Delaware or its successor entity or entities, and assigns, hereinafter referred to as Lessee.
RESTATED AMENDMENT TO LICENSE AGREEMENT (B)License Agreement • January 10th, 2014 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • Florida
This Restated Amendment to License Agreement (this “Restated Amendment”) is made and effective as of January 31, 2005 (“Effective Date”), by and between the University of Florida Research Foundation, Inc. (“UFRF”), a nonstock, nonprofit Florida corporation, and Applied Genetic Technologies Corporation (“Licensee”), a corporation organized and existing under the laws of the State of Delaware.
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 23rd, 2021 • Applied Genetic Technologies Corp • Biological products, (no disgnostic substances) • New York
THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of May 13, 2021 (the “First Amendment Effective Date”), is made by and among APPLIED GENETIC TECHNOLOGIES CORPORATION, a Delaware corporation, and each of its Subsidiaries (hereinafter collectively referred to as the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (collectively, referred to as the “Lenders”) and HERCULES CAPITAL, INC., a Maryland corporation, in its capacity as administrative agent and collateral agent for itself and the Lenders (in such capacity, the “Agent”).
