BELLICUM PHARMACEUTICALS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [ • ], 20__ Debt SecuritiesIndenture • July 23rd, 2019 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • New York
INDENTURE, dated as of [•], 20__, among BELLICUM PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and[TRUSTEE], as trustee (the “Trustee”):
8,000,000 Shares Bellicum Pharmaceuticals, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • April 18th, 2018 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • New York
registration statement, prospectus, or prospectus supplement (or an amendment or supplement thereto) with respect to any such registration, or
Form of Warrant PRE-FUNDED COMMON STOCK PURCHASE WARRANT BELLICUM PHARMACEUTICALS, INC.Warrant Agreement • December 6th, 2021 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Issue Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Bellicum Pharmaceuticals, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Bellicum Pharmaceuticals, Inc. and _____________, As Warrant Agent Form of Preferred Stock Warrant Agreement Dated As Of __________Preferred Stock Warrant Agreement • May 13th, 2022 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This Preferred Stock Warrant Agreement (this “Agreement”), dated as of [●], between Bellicum Pharmaceuticals, 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”).
Bellicum Pharmaceuticals, Inc. and _____________, As Warrant Agent Form of Common Stock Warrant Agreement Dated As Of __________Common Stock Warrant Agreement • May 13th, 2022 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This Common Stock Warrant Agreement (this “Agreement”), dated as of [●], between Bellicum Pharmaceuticals, 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 • October 5th, 2018 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • New York
Bellicum Pharmaceuticals, Inc. and _____________, As Warrant Agent Form of Debt Securities Warrant Agreement Dated As Of __________Warrant Agreement • May 13th, 2022 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This Debt Securities Warrant Agreement (this “Agreement”), dated as of [●], between Bellicum Pharmaceuticals, 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”).
BELLICUM PHARMACEUTICALS, INC. and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF [ ], 20Debt Securities Warrant Agreement • August 7th, 2018 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • New York
DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of between BELLICUM PHARMACEUTICALS, 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”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 13th, 2018 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations
THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of December 21, 2017 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including Oxford in its capacity as a Lender (each a “Lender” and collectively, the “Lenders”), and BELLICUM PHARMACEUTICALS, INC., a Delaware corporation with offices located at 2130 West Holcombe Boulevard, Suite 800, Houston, Texas 77030, (“Borrower”), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as follows:
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 18th, 2014 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) dated as of , is made by and between BELLICUM PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 14th, 2016 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This Registration Rights Agreement (this “Agreement”) is made as of January 15, 2016, by and between Bellicum Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the persons listed on the attached Schedule A who are signatories to this Agreement (collectively, the “Investors”). Unless otherwise defined herein, capitalized terms used in this Agreement have the respective meanings ascribed to them in Section 1.
BELLICUM PHARMACEUTICALS, INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 24th, 2022 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • California
dated as of November 3, 2021, is entered into by and between Bellicum Pharmaceuticals, Inc. a Delaware corporation, having a location at 3730 Kirby Drive, Suite 1200, Houston, Texas 77098 (the “Company”) and Charity Scripture, MS, PharmD, BCOP. (the “Executive”).
1,040,000 SHARES OF COMMON STOCK PRE-FUNDED WARRANTS TO PURCHASE 3,109,378 SHARES OF COMMON STOCK COMMON WARRANTS TO PURCHASE 4,149,378 SHARES OF COMMON STOCK BELLICUM PHARMACEUTICALS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 2nd, 2020 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • New York
STATE OF TEXASCancer Research Grant Contract • November 5th, 2020 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • Texas
This CANCER RESEARCH GRANT CONTRACT (“Contract”) is by and between the Cancer Prevention and Research Institute of Texas (“CPRIT”), hereinafter referred to as the “INSTITUTE”, acting through its Executive Director, and Bellicum Pharmaceuticals, Inc., hereinafter referred to as the “RECIPIENT”, acting through its authorized signing official.
LEASE AGREEMENTLease Agreement • March 14th, 2016 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • Texas
This Lease Agreement (this “Lease Agreement”) is made and entered into as of the date set forth on the signature page between SHERIDAN HILLS DEVELOPMENTS L.P., a Texas limited partnership, hereinafter referred to as “Landlord”, and BELLICUM PHARMACEUTICALS, INC., a Delaware corporation, hereinafter referred to as “Tenant”:
BELLICUM PHARMACEUTICALS, INC. EMPLOYMENT AGREEMENTEmployment Agreement • November 18th, 2014 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • Texas
This EMPLOYMENT AGREEMENT (this “Agreement”), made effective as of October 17, 2011 (the “Effective Date”), is by and between Bellicum Pharmaceuticals, Inc. a Delaware corporation (the “Company”), having an office at 6400 Fannin Street, Suite 2300, Houston, Texas 77030 (“Company Premises”) and Annemarie Moseley, M.D., Ph.D., an individual, residing at 7913 Brightman Lane, Austin, Texas 78733 (“Executive”). The Company and Executive are referred to herein individually as a “Party” and collectively as the “Parties”. As used herein, “Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with, the Company.
CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [***], HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE BELLICUM PHARMACEUTICALS, INC. HAS DETERMINED THAT IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT BELLICUM PHARMACEUTICALS, INC. TREATS AS...License Agreement • August 12th, 2021 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This LICENSE AGREEMENT (the “Agreement”), effective as of June 4, 2015 (the “Effective Date”), is made by and between Bellicum Pharmaceuticals, Inc., a Delaware corporation, having a place of business at 2130 Holcombe Boulevard, Suite 800, Houston, TX 77030, United States of America (“Bellicum”), and BioVec Pharma, Inc., a legally constituted corporation, having a principal place of business at 1201 rue du Capitaine Bernier, Québec, QC, Canada (“BioVec”).
BELLICUM PHARMACEUTICALS, INC. THIRD AMENDED AND RESTATED CONSULTING AGREEMENTConsulting Agreement • November 18th, 2014 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • Texas
This THIRD AMENDED AND RESTATED CONSULTING AGREEMENT, dated as of November 9, 2011, is by and between Bellicum Pharmaceuticals, Inc. a Delaware corporation (the “Company”), having an office at 6400 Fannin Street, Suite 2300, Houston, Texas 77030 (“Company Premises”), and Kevin M. Slawin, M.D., an individual, residing at 2336 Underwood Street, Houston, Texas 77030 (“Consultant”).
AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • November 18th, 2014 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This Amended and Restated License Agreement (this “Agreement”) is made effective as of March 7, 2011 (the “Effective Date”) by and between ARIAD Pharmaceuticals, Inc., a Delaware corporation with its principal place of business at 26 Landsdowne Street, Cambridge, MA 02139 (“ARIAD”), and Bellicum Pharmaceuticals, Inc., a Delaware corporation with a place of business at 6400 Fannin St., Suite 2300, Houston, TX 77030 (“Bellicum”). ARIAD and Bellicum are each hereafter referred to individually as a “Party” and together as the “Parties”.
Exclusive License Agreement BAYLOR COLLEGE OF MEDICINE BELLICUM PHARMACEUTICALS, INC.Exclusive License Agreement • November 5th, 2020 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations
This Exclusive License Agreement (hereinafter called “Agreement”), to be effective as of the day of March, 2008 (hereinafter called “Agreement Date”), is by and between Baylor College of Medicine (hereinafter called “BAYLOR”), a Texas nonprofit corporation having its principal place of business at One Baylor Plaza, Houston, Texas 77030, and Bellicum Pharmaceuticals, Inc., a corporation organized under the laws of Delaware and having a principal place of business at Twelve Greenway Plaza, Suite 1380, Houston, TX 77046, and its Affiliates (hereinafter, collectively referred to as “BELLICUM”),
LEASE AGREEMENT LIFE SCIENCE PLAZA 2130 WEST HOLCOMBE BOULEVARD HOUSTON, TEXAS BY AND BETWEEN SHERIDAN HILLS DEVELOPMENTS L.P. (“LANDLORD”) AND BELLICUM PHARMACEUTICALS, INC. (“TENANT”) June 1, 2012Lease Agreement • November 18th, 2014 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • Texas
This Lease Agreement (this “Lease Agreement”) is made and entered into as of the date set forth on the signature page between SHERIDAN HILLS DEVELOPMENTS L.P., a Texas limited partnership, hereinafter referred to as “Landlord”, and BELLICUM PHARMACEUTICALS, INC., a Delaware corporation, hereinafter referred to as “Tenant”:
CONSULTING AGREEMENTConsulting Agreement • August 10th, 2023 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • California
THIS CONSULTING AGREEMENT (the “Agreement”) is made and entered into as of June 30, 2023 (“Effective Date”) by and between Bellicum Pharmaceuticals, Inc. a Delaware corporation having its principal place of business at 3730 Kirby Drive, Suite 1200, Houston, Texas 77098 (collectively with its subsidiaries, “Bellicum” or the “Company”), and Richard Fair, having an address on file (“Consultant”). Each of Company and Consultant are sometimes hereafter referred to as a “Party” or collectively as the “Parties.”
AMENDMENT TO CONSULTING AGREEMENTConsulting Agreement • November 14th, 2023 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations
This Amendment to Consulting Agreement (the “Amendment”) is made and entered into effective September 26, 2023 (the “Effective Date”) by and between Charity Scripture, having an address on file (“Consultant”) and Bellicum Pharmaceuticals, Inc., having its principal address at 3730 Kirby Dr., Suite 1200, Houston, Texas 77098 (together with its affiliates and subsidiaries “Bellicum”). Capitalized terms used herein but not defined herein will have the meanings ascribed to such terms in the Agreement. Consultant and Bellicum are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • November 18th, 2014 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • Texas
THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “First Amendment”) is made and entered into as of the 13th day of September, 2013 (the “Amendment Effective Date”) by and between SHERIDAN HILLS DEVELOPMENTS L.P. (“Landlord”) and BELLICUM PHARMACEUTICALS, INC. (“Tenant”).
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 18th, 2014 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations
This Second Amendment to Loan and Security Agreement (“Amendment”) is entered into as of July 3, 2014, by and between Comerica Bank (“Bank”) and Bellicum Pharmaceuticals, Inc., a Delaware corporation (“Borrower”).
BELLICUM PHARMACEUTICALS, INC. LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 18th, 2014 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • California
This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of December 13, 2012, by and between COMERICA BANK (“Bank”) and BELLICUM PHARMACEUTICALS, INC., a Delaware corporation (“Borrower”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 19th, 2019 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is made and entered into as of August 16, 2019 (the “Effective Date”) by and among Bellicum Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the purchasers listed on the signature pages hereto (each a “Purchaser” and together the “Purchasers”). Certain terms used and not otherwise defined in the text of this Agreement are defined in Section 11 hereof.
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 18th, 2014 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations
This First Amendment to Loan and Security Agreement (“Amendment”) is entered into as of March 1, 2014, by and between Comerica Bank (“Bank”) and Bellicum Pharmaceuticals, Inc., a Delaware corporation (“Borrower”).
SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • November 18th, 2014 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • Delaware
This Second Amended and Restated Investor Rights Agreement (this “Agreement”) is made and entered into as of August 22, 2014 (the “Effective Date”), by and among Bellicum Pharmaceuticals, Inc., a Delaware corporation (the “Company”), the holders of the Company’s Series A Preferred Stock (each a “Series A Holder” and collectively, the “Series A Holders”), the holders of the Company’s Series B Preferred Stock (each a “Series B Holder” and collectively, the “Series B Holders”), the holders of the Company’s Series C Preferred Stock (each a “Series C Holder” and collectively, the “Series C Holders”, and together with the Series A Holders and the Series B Holders, the “Preferred Holders”), each as set forth on Schedule A attached hereto, and the holders of the Company’s Common Stock other than ARIAD (defined below) set forth on Schedule B attached hereto (each a “Common Holder” and collectively, the “Common Holders” and together with the Preferred Holders, each an “Investor” and collectively
COMMON STOCK PURCHASE WARRANT OF BELLICUM PHARMACEUTICALS, INC.Warrant Agreement • November 18th, 2014 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • Texas
THIS WARRANT CERTIFIES THAT, for the value received, the State of Texas, acting by and through the Office of Governor Economic Development and Tourism, together with its assigns (the “Warrantholder”), is entitled to purchase from Bellicum Pharmaceuticals, Inc. a Delaware corporation (the “Company”), up to the number of shares set forth in Section 1.1 below (subject to adjustment in accordance with the provisions hereof) of the Company’s common stock, par value $0.001 per share (the “Common Stock”) at an exercise price (the “Exercise Price”) equal to $0.001 per share. This Warrant is issued in connection with the Texas Emerging Technology Fund Grant Agreement, executed of oven date herewith by and between the Warrantholder and the Company (the “Grant Agreement”).
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • November 9th, 2016 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • Texas
This First Amendment to Lease Agreement (this “First Amendment”) is made and entered into by and between LIFE SCIENCE PLAZA INVESTMENT GROUP, LP, a Delaware limited partnership (“Landlord”), as successor-in-interest to Sheridan Hills Developments L.P. (“Original Landlord”), and BELLICUM PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”), effective on and as of the date on which the Landlord executes this First Amendment as set forth on the signature page hereto (the “Effective Date”).
BELLICUM PHARMACEUTICALS, INC. WARRANT TO PURCHASE SERIES C PREFERRED STOCKWarrant Agreement • November 18th, 2014 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • Delaware
THIS CERTIFIES THAT, for value received, [ ], with its principal office at [ ], or assigns (the “Holder”), is entitled to subscribe for and purchase at the Exercise Price (defined below) from BELLICUM PHARMACEUTICALS, INC., a Delaware corporation, with its principal office at 2130 W. Holcombe Blvd., #850, Houston, TX 77030 (the “Company”) up to [ ] shares of the Series C Preferred Stock of the Company (the “Preferred Stock”).
INVESTOR RIGHTS AGREEMENT BETWEEN BELLICUM PHARMACEUTICALS, INC. AND ARIAD GENE THERAPEUTICS, INC. AND ARIAD PHARMACEUTICALS, INC.Investor Rights Agreement • November 18th, 2014 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • Delaware
This INVESTOR RIGHTS AGREEMENT (the “Agreement”) is made as of July 25, 2006, by and between Bellicum Pharmaceuticals, Inc., a Delaware corporation (the “Company” or “Bellicum”) having a place of business at Twelve Greenway Plaza, Suite 1380, Houston, Texas 77046, and ARIAD Pharmaceuticals, Inc., and ARIAD Gene Therapeutics, Inc., both Delaware corporations with their principal place of business at 26 Landsdowne Street, Cambridge, Massachusetts 02139 (collectively, the “Investor”).
EXCLUSIVE LICENSE AGREEMENT Re: BCM BLG # 13-040 Entitled “Methods for Inducing Selective Apoptosis”Exclusive License Agreement • November 18th, 2014 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • Texas
This Exclusive License Agreement (hereinafter called “Agreement”), to be effective as of the 1st day of November, 2014 (hereinafter called “Agreement Date”), is by and between Baylor College of Medicine (hereinafter called “BCM”), a Texas nonprofit corporation having its principal place of business at One Baylor Plaza, Houston, Texas 77030, and Bellicum Pharmaceuticals, Inc., a corporation organized under the laws of Delaware and having a principal place of business at 2130 West Holcombe Blvd., Suite 850, Houston, TX 77030, and its Affiliates (hereinafter, collectively referred to as “LICENSEE”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 9th, 2016 • Bellicum Pharmaceuticals, Inc • Pharmaceutical preparations • California
THIS LOAN AND SECURITY AGREEMENT is made and dated as of March 10, 2016 and is entered into by and among BELLICUM PHARMACEUTICALS, INC., a Delaware corporation, and each of its Qualified Subsidiaries (hereinafter collectively referred to as “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (collectively, referred to as “Lender”) and HERCULES CAPITAL, INC., a Maryland corporation, in its capacity as administrative agent for itself and Lender (in such capacity, “Agent”).
