Genesis Biopharma, Inc Sample Contracts

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23,014,000 Shares Iovance Biotherapeutics, Inc. UNDERWRITING AGREEMENT
Underwriting Agreement • February 20th, 2024 • Iovance Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York

· make any demand for, or exercise any right with respect to, the registration under the Securities Act of the offer and sale of any Shares or Related Securities, or cause to be filed a registration statement, prospectus or prospectus supplement (or an amendment or supplement thereto) with respect to any such registration, or

OPEN MARKET SALE AGREEMENTSM
Open Market Sale Agreement • November 18th, 2022 • Iovance Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York

Iovance Biotherapeutics, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the “Agent”), shares of the Company’s common stock, par value $0.000041666 per share (the “Common Shares”), having an aggregate offering price of up to $500,000,000 on the terms set forth in this agreement (this “Agreement”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 22nd, 2011 • Genesis Biopharma, Inc • Arrangement of transportation of freight & cargo • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of April [·], 2011, between Genesis Biopharma, Inc., a Nevada corporation (formerly Freight Management Corp.) (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

LION BIOTECHNOLOGIES, Inc. INDENTURE Dated as of [●] Trustee
Indenture • December 23rd, 2016 • Lion Biotechnologies, Inc. • Biological products, (no disgnostic substances)

INDENTURE dated as of [●] between Lion Biotechnologies, Inc., a Nevada corporation (the “Company”), the Guarantors (as defined herein) and [●], as trustee (the “Trustee”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 29th, 2011 • Genesis Biopharma, Inc • Arrangement of transportation of freight & cargo • New York

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of July 25, 2011, by and among Genesis Biopharma, Inc., a Nevada corporation, with headquarters located at 11500 Olympic Boulevard, Suite 400, Los Angeles, CA 90064 (the "Company"), and the undersigned buyers (each, a "Buyer", and collectively, the "Buyers").

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 29th, 2011 • Genesis Biopharma, Inc • Arrangement of transportation of freight & cargo • New York

SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of July 25, 2011, by and among Genesis Biopharma, Inc., a Nevada corporation, with headquarters located at 11500 Olympic Boulevard, Suite 400, Los Angeles, CA 90064 (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").

COMMON STOCK PURCHASE WARRANT SERIES A WARRANT GENESIS BIOPHARMA, INC.
Security Agreement • September 23rd, 2010 • Genesis Biopharma, Inc • Arrangement of transportation of freight & cargo

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _______________________________ (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 “Initial Exercise Date”) and on or prior to the close of business on _______________________, 2015 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Genesis Biopharma, a _____________ corporation (the “Company”), up to _______________ shares (the “Warrant Shares”) of common stock, par value $__________ per share, of the Company (the “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).

OFFICE LEASE
Office Lease • October 25th, 2018 • Iovance Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California

This Office Lease (this “Lease”), dated as of the date set forth in Section 1.1, is made by and between HUDSON SKYWAY LANDING, LLC, a Delaware limited liability company (“Landlord”), and IOVANCE BIOTHERAPEUTICS, INC., a Delaware corporation (“Tenant”). The following exhibits are incorporated herein and made a part hereof: Exhibit A (Outline of Premises); Exhibit B (Landlord Work Letter); Exhibit B-1 (Work Letter); Exhibit B-2 (Suite 100 & 125 Demising Pricing Plan); Exhibit B-3 (Equipment Removal Plan); Exhibit B-4 (Potential Space Plan); Exhibit C (Form of Confirmation Letter); Exhibit D (Rules and Regulations); Exhibit E (Judicial Reference); Exhibit F (Additional Provisions); and Exhibit G (Outline of Potential Offering Spaces).

4,750,000 Shares Lion Biotechnologies, Inc. UNDERWRITING AGREEMENT
Underwriting Agreement • May 4th, 2015 • Lion Biotechnologies, Inc. • Biological products, (no disgnostic substances) • New York

Introductory. The stockholders of Lion Biotechnologies, Inc., a Nevada corporation (the “Company”), named in Schedule A (the “Selling Stockholders”) propose to sell to the several underwriters named in Schedule B (the “Underwriters”) an aggregate of 4,750,000 shares of the Company’s common stock, par value $0.000041666 per share (the “Shares”), with each Selling Stockholder selling up to the amount set forth opposite such Selling Stockholder’s name in Schedule A, as provided in Section 2. The 4,750,000 Shares to be sold by the Selling Stockholders are called the “Offered Shares.” Jefferies LLC (“Jefferies”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule B, the term “Representative” as used herein shall mean you, as Underwriter, and the term “Underwriters” shall mean either the singular or the plur

LEASE AGREEMENT
Lease Agreement • February 9th, 2021 • Iovance Biotherapeutics, Inc. • Biological products, (no disgnostic substances)

THIS LEASE AGREEMENT (this “Lease”) is made this 8th day of February, 2021, between ARE-SAN FRANCISCO NO. 63, LLC, a Delaware limited liability company (“Landlord”), and IOVANCE BIOTHERAPEUTICS, INC., a Delaware corporation (“Tenant”).

OFFICE LEASE
Office Lease • August 8th, 2016 • Lion Biotechnologies, Inc. • Biological products, (no disgnostic substances) • California

This Office Lease (this “Lease”), dated as of the date set forth in Section 1.1, is made by and between HUDSON SKYWAY LANDING, LLC, a Delaware limited liability company (“Landlord”), and LION BIOTECHNOLOGIES, INC., a Nevada corporation(“Tenant”). The following exhibits are incorporated herein and made a part hereof: Exhibit A (Outline of Premises); Exhibit B (Work Letter); Exhibit C (Form of Confirmation Letter); Exhibit D (Rules and Regulations); Exhibit E (Judicial Reference); Exhibit F (Additional Provisions) and Exhibit G (Outline and Location of Building Signage).

FORM OF STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENT UNDER THE 2021 INDUCEMENT PLAN
Nonqualified Stock Option Award Agreement • September 23rd, 2021 • Iovance Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware

THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this "Agreement"), is entered into as of [ ] (the "Date of Grant"), by and between Iovance Biotherapeutics, Inc., a Delaware corporation (the "Company") on behalf of itself and its Affiliates, and [ ] (the "Participant"). Capitalized terms used in this Agreement and not otherwise defined herein have the meanings ascribed to such terms in the Iovance Biotherapeutics, Inc. 2021 Inducement Equity Incentive Plan, as amended, restated or otherwise modified from time to time in accordance with its terms (the "Plan").

EMPLOYMENT AGREEMENT
Employment Agreement • October 20th, 2011 • Genesis Biopharma, Inc • Arrangement of transportation of freight & cargo • California

This Employment Agreement is made and entered into by and between Genesis Biopharma Inc. (the "Company") and Anthony J. Cataldo ("Executive") as of May ___, 2011(the "Effective Date").

Contract
Subscription Agreement • January 3rd, 2011 • Genesis Biopharma, Inc • Arrangement of transportation of freight & cargo • Nevada

NONE OF THE SECURITIES TO WHICH THIS SUBSCRIPTION AGREEMENT RELATES HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO U.S. PERSONS (AS DEFINED HEREIN) EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE SECURITIES ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THE SECURITIES MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE SECURITIES ACT.

INDEMNIFICATION AGREEMENT
Indemnification Agreement • September 11th, 2014 • Lion Biotechnologies, Inc. • Biological products, (no disgnostic substances) • Nevada
EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • May 6th, 2021 • Iovance Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California

THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of February 18, 2021 by and between Iovance Biotherapeutics, Inc., a Delaware corporation (the “Company”), and Igor Bilinsky (“Executive”) (either party individually, a “Party”; collectively, the “Parties”).

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • September 11th, 2014 • Lion Biotechnologies, Inc. • Biological products, (no disgnostic substances) • California
Text Marked By [* * *] Has Been Omitted Pursuant To A Request For Confidential Treatment And Was Filed Separately With The Securities And Exchange Commission. EXCLUSIVE AND CO-EXCLUSIVE LICENSE AGREEMENT Between LION BIOTECHNOLOGIES, INC. and...
Exclusive and Co-Exclusive License Agreement • November 4th, 2016 • Lion Biotechnologies, Inc. • Biological products, (no disgnostic substances) • Delaware

This Exclusive and Co-Exclusive License Agreement (this “Agreement”) is made and entered into to be effective as of this 14th day of September, 2016 (the “Effective Date”), by and between

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LEASE
Lease Agreement • August 8th, 2014 • Lion Biotechnologies, Inc. • Arrangement of transportation of freight & cargo

THIS LEASE is made and entered into as of the Date of this Lease, by and between Landlord and Tenant. “Date of this Lease” shall mean the date on which the last one of the Landlord and Tenant has signed this Lease.

CONSULTING AGREEMENT
Consulting Agreement • March 30th, 2012 • Genesis Biopharma, Inc • Arrangement of transportation of freight & cargo • California

This Consulting Agreement(the “Agreement”) is made as of this ___day of _________ 2011 by and between Theorem Capital, LLC, a California limited liability company with offices at 10880 Wilshire Blvd., Suite 950, Los Angeles, CA 90024 (the “Consultant”) and Genesis Biopharma, Inc., a Nevada corporation with offices at 11500 Olympic Blvd, Suite 400 Los Angeles, Ca 90064 (the “Company”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 3rd, 2016 • Lion Biotechnologies, Inc. • Biological products, (no disgnostic substances) • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 2nd day of June 2016 by and among Lion Biotechnologies, Inc., a Nevada corporation (the “Company”), and the “Purchasers” named in that certain Securities Purchase Agreement by and among the Company and the Purchasers (the “Purchase Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 3rd, 2016 • Lion Biotechnologies, Inc. • Biological products, (no disgnostic substances) • New York

This SECURITIES PURCHASE AGREEMENT this (“Agreement”), dated as of June 2, 2016, by and among Lion Biotechnologies, Inc., a Nevada corporation (the “Company”), and the purchasers listed on Exhibit A hereto (each, a “Purchaser” and collectively, the “Purchasers”).

GENESIS BIOPHARMA, INC. STOCK OPTION AGREEMENT
Stock Option Agreement • March 31st, 2010 • Genesis Biopharma, Inc • Arrangement of transportation of freight & cargo

Unless otherwise defined herein, the terms defined in this Stock Option Agreement (“Agreement”) shall have the same defined meanings as in the 2010 Equity Compensation Plan (“Plan”) of Genesis Biopharma, Inc. (the “Company”).

Text Marked By [* * *] Has Been Omitted Pursuant To A Request For Confidential Treatment And Was Filed Separately With The Securities And Exchange Commission. THE National Institutes of Health PATENT LICENSE AGREEMENT – EXCLUSIVE COVER PAGE
Patent License Agreement • April 20th, 2015 • Lion Biotechnologies, Inc. • Biological products, (no disgnostic substances) • District of Columbia

This Patent License Agreement, hereinafter referred to as the “Agreement”, consists of this Cover Page, an attached Agreement, a Signature Page, Appendix A (List of Patent(s) or Patent Application(s)), Appendix B (Fields of Use and Territory), Appendix C (Royalties), Appendix D (Benchmarks and Performance), Appendix E (Commercial Development Plan), Appendix F (Example Royalty Report), and Appendix G (Royalty Payment Options). The Parties to this Agreement are:

IOVANCE BIOTHERAPEUTICS, INC. INCENTIVE STOCK OPTION AWARD AGREEMENT
Incentive Stock Option Award Agreement • February 25th, 2020 • Iovance Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware

THIS INCENTIVE STOCK OPTION AWARD AGREEMENT (this “Agreement”), is entered into as of [ ], 20[ ] (the “Date of Grant”), by and between Iovance Biotherapeutics, Inc., a Delaware corporation (the “Company”) on behalf of itself and its Affiliates, and [ ] (the “Participant”). Capitalized terms used in this Agreement and not otherwise defined herein have the meanings ascribed to such terms in the Iovance Biotherapeutics, Inc. 2018 Equity Incentive Plan, as amended, restated or otherwise modified from time to time in accordance with its terms (the “Plan”).

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • October 3rd, 2016 • Lion Biotechnologies, Inc. • Biological products, (no disgnostic substances) • California

THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) dated September 28, 2016 by and between Lion Biotechnologies, Inc., a Nevada corporation (the “Company”), and Gregory Schiffman (“Executive”) (either party individually, a “Party”; collectively, the “Parties”).

AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 9th, 2017 • Lion Biotechnologies, Inc. • Biological products, (no disgnostic substances) • New York

THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) dated January 27, 2017 (the “Effective Date”) by and between Lion Biotechnologies, Inc., a Nevada corporation (the “Company”), and Michael T. Lotze, MD (“Executive”) (either party individually, a “Party”; collectively, the “Parties”).

SECOND AMENDMENT TO CONSULTING AGREEMENT DATED FEBRUARY 15, 2011 BY AND BETWEEN EMMES GROUP CONSULTING LLC AND GENESIS BIOPHARMA, INC.
Consulting Agreement • March 30th, 2012 • Genesis Biopharma, Inc • Arrangement of transportation of freight & cargo

THIS SECOND AMENDMENT TO THE CONSULTING AGREEMENT (“Amendment”) dated February 12, 2012 (“Effective Date”) is made and entered into by and between Emmes Group Consulting LLC, having its principle place of business at 92 Natoma Street, Suite 200, San Francisco, CA 94105, (hereinafter referred to as “EMMES”), and Genesis Biopharma, Inc., a Nevada Corporation, a having a principal place of business at 10880 Wilshire Blvd., Suite 950, Los Angeles, CA 90024 (hereinafter referred to as “GENESIS”).

PUBLIC HEALTH SERVICE COOPERATIVE RESEARCH AND DEVELOPMENT AGREEMENT FOR INTRAMURAL-PHS CLINICAL RESEARCH
Cooperative Research and Development Agreement • November 29th, 2011 • Genesis Biopharma, Inc • Arrangement of transportation of freight & cargo • District of Columbia

This Agreement is based on the model Cooperative Research and Development Agreement (“CRADA”) adopted by the U.S. Public Health Service (“PHS”) Technology Transfer Policy Board for use by components of the National Institutes of Health (“NIH”), the Centers for Disease Control and Prevention (“CDC”), and the Food and Drug Administration (“FDA”), which are agencies of the PHS within the Department of Health and Human Services (“HHS”).

Text Marked By [* * *] Has Been Omitted Pursuant To A Request For Confidential Treatment And Was Filed Separately With The Securities And Exchange Commission. EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • August 9th, 2016 • Lion Biotechnologies, Inc. • Biological products, (no disgnostic substances) • California

THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of June 1, 2016, by and between Lion Biotechnologies, Inc., a Nevada corporation (the “Company”), and Dr. Maria Fardis (“Executive”) (either party individually, a “Party”; collectively, the “Parties”).

AMENDMENT TO CONSULTING AGREEMENT DATED FEBRUARY 15, 2011 BY AND BETWEEN EMMES GROUP CONSULTING LLC AND GENESIS BIOPHARMA, INC.
Consulting Agreement • March 30th, 2012 • Genesis Biopharma, Inc • Arrangement of transportation of freight & cargo

THIS FIRST AMENDMENT TO THE EXCLUSIVE LICENSE AGREEMENT (“Amendment”) dated August 1, 2011 (“Effective Date”) is made and entered into by and between Emmes Group Consulting LLC, having its principle place of business at 92 Natoma Street, Suite 200, San Francisco, CA 94105, (hereinafter referred to as “EMMES”), and Genesis Biopharma, Inc., a Nevada Corporation, a having a principal place of business at 10880 Wilshire Blvd., Suite 950, Los Angeles, CA 90024 (hereinafter referred to as “GENESIS”).

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