INCENTIVE STOCK OPTION AGREEMENT NEOGENIX ONCOLOGY, INC.Incentive Stock Option Agreement • April 30th, 2010 • Neogenix Oncology Inc • Maryland
AGREEMENT made as of the day of , 20 , between NEOGENIX ONCOLOGY, INC. (the “Company”), a Maryland corporation having a principal place of business in Rockville, Maryland, and [ ], an employee of the Company (the “Employee”).
A Cancer Therapeutics & Diagnostics Company phone: (516) 482 1200 fax: (516) 482 3848Employment Agreement • April 30th, 2010 • Neogenix Oncology Inc • New York
This letter dated May 5, 2009 is to confirm our understanding with respect to your employment by Neogenix Oncology, Inc. or any present or future parent, subsidiary or affiliate thereof (collectively, the “Company”). The terms and conditions agreed to in this letter are hereinafter referred to as the “Agreement.” In consideration of the mutual promises and covenants contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby mutually acknowledged, we have agreed as follows:
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • April 30th, 2010 • Neogenix Oncology Inc
This AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”), dated as of February 19, 2010, is by and between Neogenix Oncology, Inc. (the “Company”) and Peter Gordon (“you”).
Services Agreement Neogenix Oncology, Inc. 31.1C PROJECTServices Agreement • July 16th, 2010 • Neogenix Oncology Inc • In vitro & in vivo diagnostic substances
ASSET PURCHASE AGREEMENT dated as of July 23, 2012, by and between PRECISION BIOLOGICS, INC., as Purchaser, and NEOGENIX ONCOLOGY, INC., as SellerAsset Purchase Agreement • July 26th, 2012 • Neogenix Oncology Inc • In vitro & in vivo diagnostic substances • Maryland
THIS ASSET PURCHASE AGREEMENT is dated July 23, 2012 (the “Execution Date”), by and between Precision Biologics, Inc., a Delaware corporation (“Purchaser”) and Neogenix Oncology, Inc., a Maryland corporation (“Seller”).
Services Agreement Neogenix Oncology, Inc.Services Agreement • April 30th, 2010 • Neogenix Oncology Inc
** Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits information subject to the confidentiality request. Omissions are designated with brackets containing two asterisks “[ ** ]”. As part of our confidential treatment request, a complete version of this exhibit has been filed separately with the Securities and Exchange Commission.
MARYLAND TECHNOLOGY DEVELOPMENT CENTER LICENSE AGREEMENT AMENDMENT 6License Agreement • April 30th, 2010 • Neogenix Oncology Inc
WHEREAS, Licensee currently occupies Labs #211 and #222, and offices #267 and #317 in the Maryland Technology Development Center in Montgomery County, Maryland (the “Original Premises”);
MARYLAND TECHNOLOGY DEVELOPMENT CENTER LICENSE AGREEMENT AMENDMENT 5License Agreement • April 30th, 2010 • Neogenix Oncology Inc
WHEREAS, Licensee currently occupies Labs #211 and #222, and office #317 in the Maryland Technology Development Center in Montgomery County, Maryland (the “Original Premises”);
A Cancer Therapeutics & Diagnostics Company phone: (240) 314 0596Employment Agreement • February 15th, 2011 • Neogenix Oncology Inc • In vitro & in vivo diagnostic substances • Maryland
This letter, dated February 9, 2011, is to confirm our understanding with respect to your employment by Neogenix Oncology, Inc. or any present or future parent, subsidiary or affiliate thereof (collectively, the “Company”). The terms and conditions agreed to in this letter are hereinafter referred to as the “Agreement.” In consideration of the mutual promises and covenants contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby mutually acknowledged, we have agreed as follows:
AMENDMENT TO CONTRIBUTION AGREEMENTContribution Agreement • June 14th, 2010 • Neogenix Oncology Inc • In vitro & in vivo diagnostic substances • Maryland
This AMENDMENT TO CONTRIBUTION AGREEMENT (this “Amendment”) is entered into as of this 26th day of May, 2006, by and between ARIEL HOLLINSHEAD, an individual (the “Transferor”) and NEOGENIX ONCOLOGY INC., a Maryland corporation (“NOC”) and amends the Contribution Agreement between Transferor and NOC, dated as of December 10, 2004 (the “Agreement”). Capitalized terms not defined herein shall have the meaning as set forth in the Agreement.
CONTRIBUTION AGREEMENTContribution Agreement • June 14th, 2010 • Neogenix Oncology Inc • In vitro & in vivo diagnostic substances • Maryland
This CONTRIBUTION AGREEMENT (this “Agreement”) is entered into as of this 10th day of December, 2004, by and among ARIEL HOLLINSHEAD, an individual (the “Transferor”) and NEOGENIX ONCOLOGY CORP., a Maryland corporation (“NOC”).
MARYLAND TECHNOLOGY DEVELOPMENT CENTER LICENSE AGREEMENT AMENDMENT 1License Agreement • April 30th, 2010 • Neogenix Oncology Inc
WHEREAS, Licensee currently occupies office #317 in the Maryland Technology Development Center in Montgomery County, Maryland (the “Original Premises”);
MARYLAND TECHNOLOGY DEVELOPMENT CENTER LICENSE AGREEMENT AMENDMENT 2License Agreement • April 30th, 2010 • Neogenix Oncology Inc
WHEREAS, Licensee currently occupies office #317 in the Maryland Technology Development Center in Montgomery County, Maryland (the “Original Premises”);
BRIDGE LOAN NOTEBridge Loan Note • July 26th, 2012 • Neogenix Oncology Inc • In vitro & in vivo diagnostic substances
FOR VALUE RECEIVED, the undersigned NEOGENIX ONCOLOGY, INC., a Maryland corporation (the "Borrower"), hereby promises to pay to the order of PRECISION BIOLOGICS, INC., a Delaware corporation (together with its successors or assigns, the “Lender”), at such office as Lender may direct, in lawful money of the United States and in immediately available funds, the principal amount of SIX HUNDRED FORTY THOUSAND SIX HUNDRED NINETY-SEVEN AND NO/100 DOLLARS ($640,697.00), together with interest thereon and other agreed charges as provided herein.
MARYLAND TECHNOLOGY DEVELOPMENT CENTER LICENSE AGREEMENT AMENDMENT 9License Agreement • April 30th, 2010 • Neogenix Oncology Inc
WHEREAS, Licensee currently occupies Labs #211 and #222, and offices #132, #261, #262, #267 and #317 in the Maryland Technology Development Center in Montgomery County, Maryland (the “Original Premises”);
MARYLAND TECHNOLOGY DEVELOPMENT CENTER LICENSE AGREEMENT AMENDMENT 10License Agreement • April 30th, 2010 • Neogenix Oncology Inc
WHEREAS, Licensee currently occupies Labs #211 and #222, and offices #261, #262, #267 and #317 in the Maryland Technology Development Center in Montgomery County, Maryland (the “Original Premises”);
SHADY GROVE INNOVATION CENTER f/k/a MARYLAND TECHNOLOGY DEVELOPMENT CENTER LICENSE AGREEMENT AMENDMENT 11License Agreement • April 30th, 2010 • Neogenix Oncology Inc
WHEREAS, Licensee currently occupies Labs #211, #222 and #226, and offices #260, #261, #262, #267 and #317 in the Shady Grove Innovation Center f/k/a Maryland Technology Development Center in Montgomery County, Maryland (the “Original Premises”);
This Agreement BETWEEN Affiliated Developers, Inc. 54-65 48th Street Maspeth, NY 11378 as Landlord and NeoGenix Oncology, Inc. 14 Bond Street, Su. #192 Great Neck, NY 11021 as TenantLease Agreement • April 30th, 2010 • Neogenix Oncology Inc • New York
approximately, without representation, 1,641 s.f. rentable located on the Second floor (known as Suite #24) of the Building known as and by 445 Northern Boulevard, Great Neck, N.Y. 11021 (“Building”) and located upon the land at 445 Northern Boulevard, Great Neck (“Land”)
FIRST MODIFICATION OF LEASELease Modification • April 30th, 2010 • Neogenix Oncology Inc
THIS AGREEMENT, dated as of July 18, 2008, by and between AFFILIATED DEVELOPERS, INC., a New York corporation with offices at 54-65 48th Street, P.O. Box 780007, Maspeth, New York (hereinafter referred to as the “Landlord”) and NEOGENIX ONCOLOGY, INC., a New York corporation with offices at 445 Northern Boulevard, Suite 24, Great Neck, NY 11021 (hereinafter referred to as the “Tenant”), modifying a certain Lease dated March 17, 2005 (the “Lease”) by and between the parties for the premises located on the second floor of 445 Northern Boulevard, Great Neck, New York,
THIRD MODIFICATION OF LEASELease • April 30th, 2010 • Neogenix Oncology Inc
THIS AGREEMENT, dated as of October 27, 2009, by and between AFFILIATED DEVELOPERS, INC., a New York corporation with offices at 54-65 48th Street, P.O. Box 780007, Maspeth, New York (hereinafter referred to as the “Landlord”) and NEOGENIX ONCOLOGY, INC., a New York corporation with offices at 445 Northern Boulevard, Suite 24, Great Neck, NY 11021 (hereinafter referred to as the “Tenant”).
MARYLAND TECHNOLOGY DEVELOPMENT CENTER LICENSE AGREEMENTLicense Agreement • April 30th, 2010 • Neogenix Oncology Inc • Maryland
THIS AGREEMENT (the “License Agreement” or “License”), made this 28th day of April, 2004 (the “Effective Date” except as otherwise provided herein) by and between Neogenix Oncology, Inc. (hereinafter referred to as “Licensee”) and Maryland Economic Development Corporation, a public instrumentality of the State of Maryland (hereinafter referred to as “MEDCO”).
SHADY GROVE INNOVATION CENTER f/k/a MARYLAND TECHNOLOGY DEVELOPMENT CENTER LICENSE AGREEMENT AMENDMENT 12License Agreement • April 30th, 2010 • Neogenix Oncology Inc
WHEREAS, Licensee currently occupies Labs #211, #222 and #226, and offices #260, #261, #262, #267, #317 and #318 in the Shady Grove Innovation Center f/k/a Maryland Technology Development Center in Montgomery County, Maryland (the “Original Premises”);
MARYLAND TECHNOLOGY DEVELOPMENT CENTER LICENSE AGREEMENT AMENDMENT 10License Agreement • April 30th, 2010 • Neogenix Oncology Inc
WHEREAS, Licensee currently occupies Labs #211, #222 and #226, and offices #261, #262, #267 and #317 in the Maryland Technology Development Center in Montgomery County, Maryland (the "Original Premises");
MARYLAND TECHNOLOGY DEVELOPMENT CENTER LICENSE AGREEMENT AMENDMENT 4License Agreement • April 30th, 2010 • Neogenix Oncology Inc
WHEREAS, MEDCO and Licensee have entered into a License Agreement dated April 28, 2004; Amendment 1 dated June 1, 2004, Amendment #2 dated June 17, 2005, and Amendment #3 dated June 14, 2006;
SEPARATION AGREEMENTSeparation Agreement • June 2nd, 2011 • Neogenix Oncology Inc • In vitro & in vivo diagnostic substances • Maryland
AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 7th, 2012 • Neogenix Oncology Inc • In vitro & in vivo diagnostic substances
THIS AMENDMENT TO ASSET PURCHASE AGREEMENT (this "Amendment") is entered into as of this 31st day of August 2012 by and between Precision Biologics, Inc., a Delaware corporation (“Purchaser”) and Neogenix Oncology, Inc., a Maryland corporation (“Seller”) and amends the Asset Purchase Agreement dated July 23, 2012 by and between Purchaser and Seller (the "Original Purchase Agreement", and as so amended, the "Purchase Agreement"). Terms defined in the Original Purchase Agreement and not otherwise defined herein are used herein as defined in the Original Purchase Agreement.
NON-QUALIFIED STOCK OPTION AGREEMENT NEOGENIX ONCOLOGY, INC.Non-Qualified Stock Option Agreement • April 30th, 2010 • Neogenix Oncology Inc • Maryland
AGREEMENT made as of the day of 20 , between NEOGENIX ONCOLOGY INC. (the “Company”), a Maryland corporation having a principal place of business in Rockville, Maryland and [ ] (the “Participant”).
MARYLAND TECHNOLOGY DEVELOPMENT CENTER LICENSE AGREEMENT AMENDMENT 3License Agreement • April 30th, 2010 • Neogenix Oncology Inc
WHEREAS, MEDCO and Licensee have entered into a License Agreement dated April 28, 2004; Amendment 1 dated June 1, 2004 and Amendment #2 dated June 17, 2005;
PATENT PURCHASE AND TRANSFER AGREEMENTPatent Purchase and Transfer Agreement • June 14th, 2010 • Neogenix Oncology Inc • In vitro & in vivo diagnostic substances • New York
This Patent Purchase and Transfer Agreement (the “Agreement”) is entered into as of November 20, 2008 by and between Neogenix Oncology, Inc., a Maryland corporation (the “Buyer”), and International BioImmune Systems Inc., a Delaware corporation (“Seller”) and the other parties listed on the signature page.
SECOND AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 28th, 2012 • Neogenix Oncology Inc • In vitro & in vivo diagnostic substances
THIS SECOND AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”) is entered into as of this 20th day of September 2012 by and between Precision Biologics, Inc., a Delaware corporation (“Purchaser”), and Neogenix Oncology, Inc., a Maryland corporation (“Seller”), and amends the Asset Purchase Agreement dated July 23, 2012 by and between Purchaser and Seller (the “Original Purchase Agreement”), as amended by the Amendment to Asset Purchase Agreement dated August 31, 2012 (the Original Purchase Agreement, as so amended, the “Purchase Agreement”). Terms defined in the Purchase Agreement and not otherwise defined herein are used herein as defined in the Purchase Agreement.
MARYLAND TECHNOLOGY DEVELOPMENT CENTER LICENSE AGREEMENT AMENDMENT 7License Agreement • April 30th, 2010 • Neogenix Oncology Inc
WHEREAS, Licensee currently occupies Labs #211 and #222, and offices #160, #267 and #317 in the Maryland Technology Development Center in Montgomery County, Maryland (the “Original Premises”);
SECOND MODIFICATION OF LEASELease Modification • April 30th, 2010 • Neogenix Oncology Inc
THIS AGREEMENT, dated this 22 day of January, 2009, by and between AFFILIATED DEVELOPERS, INC., a New York corporation with offices at 54-65 48th Street, P.O. Box 780007, Maspeth, New York (hereinafter referred to as the “Landlord”) and NEOGENIX ONCOLOGY, INC. a New York corporation with offices at 445 Northern Boulevard, Suite #24, Great Neck, NY 11021 (hereinafter referred to as the “Tenant”), modifying a certain Agreement of Lease dated March 17, 2005 previously modified by a First Modification of Lease dated July 18, 2008 and a Commencement Date Agreement dated May 1, 2005 (collectively the “Lease”) for certain premises located in 445 Northern Boulevard, Great Neck, NY 11021 (“Building”) containing approximately, without representation, 4,531 rentable square feet on the 2nd floor (“Suite #24”), (herein collectively referred to as “Existing Demised Premises”).
