REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • New York
THIS REGISTRATION RIGHTS AGREEMENT (hereinafter referred to as the “Agreement”), dated July 18, 2012 by and between Vaccinogen, Inc., a Maryland Corporation (hereinafter referred to as the “Company”) and Kodiak Capital Group, LLC, a Delaware Limited Liability Company, with its principal office at 260 Newport Center Drive, Suite 100, Newport Beach CA 92660 (hereinafter referred to as the “Investor”).
COMMON STOCK PURCHASE WARRANT (For Non U.S. Subscribers) VACCINOGEN, INC.Warrant Agreement • January 30th, 2015 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
THIS CERTIFIES THAT, for value received_______________ or its registered assigns, is entitled to purchase from Vaccinogen, Inc., a Maryland corporation whose shares of Common Stock (defined below) (the “Company”), at any time or from time to time during the period specified in Paragraph 2 hereof, _______________ (________) fully paid and nonassessable shares of the Company’s Common Stock, par value $.0001 per share (the “Common Stock”), at an exercise price per whole share equal to $6.05 (the “Exercise Price”). The term “Warrant Shares,” as used herein, refers to the shares of Common Stock purchasable hereunder. The Warrant Shares and the Exercise Price are subject to adjustment as provided in Paragraph 4 hereof. The term “Warrants” means this Warrant and the other warrants issued pursuant to that certain Subscription Agreement and described in that certain Amended and Restated Confidential Private Placement Memorandum Supplement, dated January 29, 2014, as supplemented by Supplement N
INVESTMENT AGREEMENTInvestment Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • New York
THIS INVESTMENT AGREEMENT (hereinafter referred to as the “Agreement”), dated as of July 18, 2012 (“Execution Date”) by and between Vaccinogen, Inc., a Maryland corporation (hereinafter referred to as the “Company”), and Kodiak Capital Group, LLC, a Delaware limited liability company (hereinafter referred to as the “Investor”).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of the _____ day of ____________________, 2010, by and among Vaccinogen, Inc., a Maryland corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor.”
VACCINOGEN, INC. SUBSCRIPTION AGREEMENT (For Non U.S. Subscribers)Subscription Agreement • January 30th, 2015 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
The undersigned (hereinafter “Subscriber”) hereby confirms his/her/its subscription for the purchase of units (“Units”) of Vaccinogen, Inc., a Maryland corporation (the “Company”), on the terms described below, with each Unit consisting of:
VACCINOGEN, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 20th, 2015 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
This Restricted Stock Agreement (the “Agreement”), dated as of [DATE] (the “Grant Date”), between Vaccinogen, Inc., a Maryland corporation, and the Grantee whose names appears on the signature page hereof, is being entered into pursuant to the Vaccinogen, Inc. 2015 Stock Incentive Plan (the “Plan”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • Delaware
THIS REGISTRATION RIGHTS AGREEMENT is made as of the 24th day of June, 2010, by and among Vaccinogen, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as “Investor”.
EMPLOYMENT AGREEMENTEmployment Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of February 1, 2010 (the “Effective Date”), by and between VACCINOGEN, INC. (the “Company”), and MICHAEL G. HANNA, JR., PH.D. (the “Executive”).
ContractCommon Stock Purchase Warrant • September 12th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE TRANSFERRED UNLESS THE COMPANY HAS RECEIVED A WRITTEN OPINION FROM COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY STATING THAT SUCH TRANSFER IS BEING MADE IN COMPLIANCE WITH ALL APPLICABLE FEDERAL AND STATE SECURITIES LAWS.
VACCINOGEN, INC. AMENDMENT NO. 3 TO NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations
THIS AMENDMENT NO. 3 TO NOTE AND WARRANT PURCHASE AGREEMENT is dated as of the ___ day of April, 2013, by and between Vaccinogen, Inc., a Maryland corporation (the “Company”), and The Abell Foundation, Inc., a Maryland corporation (the “Purchaser”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 22nd, 2014 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of September 19, 2014 (the “Effective Date”), by and between VACCINOGEN, INC. (the “Company”), and Andrew L. Tussing (the “Executive”).
UNSECURED PROMISSORY NOTEUnsecured Promissory Note • May 13th, 2016 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
This Unsecured Promissory Note (this “Note”) is dated as of May 10, 2016, by and between Vaccinogen, Inc., a Maryland corporation (“Vaccinogen”) and KLP Enterprises, LLC, a limited liability company formed under the laws of Delaware (the “Lender”).
MASTER SERVICES AGREEMENTMaster Services Agreement • September 16th, 2014 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
This Master Services Agreement (this “Agreement”) is entered into as of the 10th day of September, 2014 (the “Effective Date”) by and between Vaccinogen, Inc. having its registered address at 5300 Westview Drive, Suite 406, Frederick, MD 21703 (“Vaccinogen” or “Company”), and RxTrials, Inc. d/b/a OnPoint CRO, having its registered address at 2838 Leaf Shade Drive, Suite B, Ellicott City, MD 21042 USA (“RxTrials”). The above parties are hereinafter referred to each as a “Party” and jointly as the “Parties.”
EMPLOYMENT AGREEMENTEmployment Agreement • September 22nd, 2014 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of the Effective Date (as defined below), by and between VACCINOGEN, INC. (the “Company”), and Michael G. Hanna, Jr., Ph.D. (the “Executive”).
VIA FEDERAL EXPRESS/EMAILProduct Supply Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations
RE: Product Supply Agreement between Organon Teknika Corporation (“OTC”) and Intracel Resources LLC (as successor in interest to Intracel Corporation) dated December 1, 2000, as amended by Addendum dated November 26, 2002 (the “Supply Agreement”) and Letter Agreement dated as of November 27, 2002 between OTC, Organon BioSciences International B.V. (“OBS”) (as successor in interest to Akzo Nobel Pharma International B.V.) (OTC and OBS, together Organon), Intracel Corporation and Intracel Acquisition Holding Company LLC (the “Original Letter Agreement")
VACCINOGEN, INC. NON-STATUTORY STOCK OPTION AGREEMENTNon-Statutory Stock Option Agreement • February 20th, 2015 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
This Non-Statutory Stock Option Agreement (the “Agreement”), dated as of [DATE] (the “Grant Date”), between Vaccinogen, Inc., a Maryland corporation, and the Grantee whose name appears on the signature page hereof, is being entered into pursuant to the Vaccinogen, Inc. 2015 Stock Incentive Plan (the “Plan”).
STOCK EXCHANGE AGREEMENTStock Exchange Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • Delaware
THIS STOCK EXCHANGE AGREEMENT (this “Agreement”) is dated as of June 24, 2010, by and between Vaccinogen, Inc., a Delaware corporation (the “Company”), Intracel Holdings Corporation, a Delaware corporation (“Intracel”), and those persons and entities listed on Exhibit A hereto (other than Intracel) (the “Tranche 12 Lenders"). Intracel and the Tranche 12 Lenders may each be referred to herein as a "Holder" and collectively as the "Holders".
PATENT SECURITY AGREEMENTPatent Security Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
This PATENT SECURITY AGREEMENT (this “Patent Security Agreement”) is made this ___ day of ______________, 2013, by and between VACCINOGEN, INC., a Maryland corporation (“Grantor”), and THE ABELL FOUNDATION, INC., a Maryland corporation (the “Foundation”).
AMENDMENT TO INVESTMENTAGREEMENTInvestment Agreement • July 12th, 2013 • Vaccinogen Inc • Pharmaceutical preparations
THIS AMENDMENT TO INVESTMENT AGREEMENT (the “Amendment”) is made and entered into as of July 8, 2013, by and among Vaccinogen, Inc., a Maryland corporation (the “Company”) and Kodiak Capital Group, LLC, a Delaware limited liability company (collectively, the “Investor”). The Company and the Investor are collectively referred to as the “Parties.”
INVESTMENT AGREEMENTInvestment Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
THIS INVESTMENT AGREEMENT (hereinafter referred to as the “Agreement”), dated as of January 16, 2013 (“Execution Date”) by and between Vaccinogen, Inc., a Maryland corporation (hereinafter referred to as the “Company”), and The Abell Foundation, Inc., a Maryland nonstock corporation (hereinafter referred to as the “Investor”).
SECURITY AGREEMENTSecurity Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
THIS SECURITY AGREEMENT is made this 26th day of October, 2011, by and between VACCINOGEN, INC., a Maryland corporation whose address is 5300 Westview Drive, Suite 406, Frederick, Maryland 21703 (“Debtor”), and THE ABELL FOUNDATION, INC., a Maryland corporation whose address is 111 South Calvert Street, Suite 2300, Baltimore, Maryland 21202 (“Secured Party”). In consideration of credit extended by Secured Party to Debtor, Debtor and Secured Party agree as follows:
ContractWarrant Agreement • May 5th, 2015 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THEY MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR AN EXEMPTION THEREFROM.
LICENSE AGREEMENTLicense Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • New York
This License Agreement (the “Agreement”) is entered into and made effective as of October 10, 2007 (“Effective Date”) by and between Intracel Acquisition Holding Company LLC, a Delaware limited liability company having a place of business at 550 Highland Street, Frederick, MD 20701 (“Intracel”) and Vaccinogen, Inc., a [Delaware] corporation having a place of business at Frederick, MD 21703 (“Vaccinogen”). Vaccinogen and Intracel are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
ContractCommon Stock Purchase Warrant • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SUBSCRIPTION AGREEMENT DATED AS OF ___________, 2013, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 OR REGULATION S UNDER SUCH ACT. THE WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THE WARRANT MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES.
LEASE AGREEMENT By and Between 1001 FELL STREET LIMITED PARTNERSHIP, LLLP Landlord AND VACCINOGEN, INC. Tenant PREMISES: 947-949 Fell Street, 1st and 2nd Floor Baltimore, MD 21231 DATED: January 6, 2015Lease Agreement • January 12th, 2015 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
THIS LEASE is made as of the 6th day of January, 2015, by and between 1001 FELL STREET LIMITED PARTNERSHIP, LLLP, a Maryland Limited Partnership (hereinafter referred to as "Landlord") and VACCINOGEN, INC., a Maryland corporation (hereinafter referred to as "Tenant").
August 22, 2014License Agreement • August 25th, 2014 • Vaccinogen Inc • Pharmaceutical preparations • New York
Reference is made to that certain License Agreement, dated as of October 10, 2007 (the “Original License Agreement”), as amended by that certain Amendment to License Agreement, dated as of June 24, 2010 (the “License Amendment;” collectively with the Original License Agreement, the “License Agreement”), by and between Vaccinogen, Inc., a Maryland corporation (“Vaccinogen”), and Intracel Holdings Corporation, a Delaware corporation (“Intracel”). Each of Vaccinogen and Intracel is referred to herein as a “Party,” and collectively as the “Parties.”
AMENDMENT TO UNSECURED PROMISSORY NOTEUnsecured Promissory Note • July 1st, 2016 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
This Amendment (this “Amendment”) to that $1,600,000 Unsecured Promissory Note dated as of March 31, 2016 (the “Note”), by and between Vaccinogen, Inc., a Maryland corporation (“Vaccinogen”) and Dolphin Offshore Partners, LP, a limited partnership formed under the laws of Delaware (the “Lender”), is effective as of June 30, 2016.
February 14, 2013 Andrew L. Tussing President & COO Vaccinogen, Inc. Frederick, MD 21703 Dear Andrew:Financial Advisory Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • Pennsylvania
In response to our recent discussions, we are pleased to propose a binding Agreement (“Agreement”) between First Liberties Financial, a New York corporation together with its subsidiaries, successors and assigns, hereby referred to as FLF, a broker-dealer registered with the SEC and member of FINRA, with principal offices at 369 Lexington Avenue, Suite 311, New York, NY 10017 and Vaccinogen, Inc., a company with executive offices located at 5300 Westview Drive, Suite 406, Frederick, MD 21703 (together with its affiliates, parent companies, subsidiaries, successors and assigns, hereby referred to as the “Company”), collectively known as Parties, as follows:
AMENDMENT TO UNSECURED PROMISSORY NOTEUnsecured Promissory Note • July 1st, 2016 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
This Amendment (this “Amendment”) to that $1,600,000 Unsecured Promissory Note dated as of May 10, 2016 (the “Note”), by and between Vaccinogen, Inc., a Maryland corporation (“Vaccinogen”) and KLP Enterprises, LLC, a limited limited liability company formed under the laws of Delaware (the “Lender”), is effective as of June 30, 2016.
April 29, 2009 Mr. Andrew L. Tussing Co-Founder and Chief Operating Officer Vaccinogen, Inc.Capital Introduction Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • August 25th, 2014 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
THIS RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”), is made as of the 22nd day of August, 2014, by and between Vaccinogen, Inc., a Maryland corporation (the “Company”), and Intracel Holdings Corporation, a Delaware corporation (the “Investor”).
EXTENSION AND SECOND AMENDMENT TO LEASELease Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations
This Extension and Second Amendment to Lease (the “Amendment”) is made this 23 day of October, 2012, by and between Martens Properties L.L.L.P., a Maryland limited liability limited partnership (“Landlord”) and Vaccinogen LLC (“Tenant”).
AMENDMENT TO WARRANT AGREEMENT TO PURCHASE STOCK OF VACCINOGEN, INC.Warrant Agreement • May 5th, 2015 • Vaccinogen Inc • Pharmaceutical preparations
AMENDMENT, dated as of [DATE], to that certain Warrant Agreement (the “Warrant”) to Purchase Stock of Vaccinogen, Inc., a Maryland corporation (the “Company”), issued by the Company to [NAME OF WARRANTHOLDER] (the “Holder” and, together with the Company, the “Parties”). All terms not otherwise defined herein shall have the meanings given to them in the Warrant.
INVESTORS’ RIGHTS AGREEMENTInvestors' Rights Agreement • July 5th, 2013 • Vaccinogen Inc • Pharmaceutical preparations • Delaware
THIS INVESTORS’ RIGHTS AGREEMENT is made effective as of the 24th day of June, 2010, by and among Vaccinogen, Inc., a Delaware corporation (the “Company”); each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”; and the Key Holders (as defined below).
FIRST AMENDMENT TO PROMISSORY NOTEPromissory Note • November 18th, 2015 • Vaccinogen Inc • Pharmaceutical preparations • Maryland
This First Amendment to Promissory Note (this “First Amendment”) is effective as of November 10, 2015 (the “First Amendment Effective Date”), by and between Vaccinogen, Inc., a Maryland corporation (the “Borrower”) and Dolphin Offshore Partners, LP, a limited partnership formed under the laws of Delaware (the “Lender”).
