Standard Contracts
OPEN MARKET SALE AGREEMENTSMOpen Market Sale Agreement • August 6th, 2024 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
7,058,824 Shares Common Stock Corvus Pharmaceuticals, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • March 21st, 2018 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Corvus Pharmaceuticals, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • February 8th, 2016 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
COMMON STOCK SALES AGREEMENTCommon Stock Sales Agreement • September 20th, 2017 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Corvus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
CORVUS PHARMACEUTICALS, INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • January 4th, 2016 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • California
This Amended and Restated Employment Agreement (the “Agreement”) is made and entered into by and between Richard A. Miller (“Executive”) and Corvus Pharmaceuticals, Inc. (the “Company”) (together referred to herein as the “Parties”), effective as of the latest date set forth by the signatures of the parties hereto below (the “Effective Date”).
CORVUS PHARMACEUTICALS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • January 4th, 2016 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is made as of , 20 by and between Corvus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). [This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.]
LEASE AGREEMENTLease Agreement • January 4th, 2016 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations
THIS LEASE AGREEMENT (this “Lease”) is made this 27th day of January, 2015, between ARE-819/863 MITTEN ROAD, LLC, a Delaware limited liability company (“Landlord”), and CORVUS PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).
CORVUS PHARMACEUTICALS, INC. STOCK PURCHASE RIGHT GRANT NOTICE AND RESTRICTED STOCK PURCHASE AGREEMENTRestricted Stock Purchase Agreement • January 4th, 2016 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • California
Pursuant to its 2014 Equity Incentive Plan, as amended from time to time (the “Plan”), Corvus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), hereby grants to the Purchaser listed below (“Purchaser”), the right to purchase the number of shares of the Company’s Common Stock set forth below (the “Shares”) at the purchase price set forth below (the “Stock Purchase Right”). This Stock Purchase Right is subject to all of the terms and conditions set forth herein, in the Plan and in the certain Restricted Stock Purchase Agreement attached hereto as Exhibit A (the “Restricted Stock Purchase Agreement”), each of which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Stock Purchase Right Grant Notice (the “Grant Notice”) and the Restricted Stock Purchase Agreement.
CORVUS PHARMACEUTICALS, INC. CHANGE IN CONTROL SEVERANCE AGREEMENTChange in Control Severance Agreement • March 1st, 2018 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • California
This Change in Control Severance Agreement (the “Agreement”) is made and entered into by and between Daniel Hunt (“Executive”) and Corvus Pharmaceuticals, Inc. (the “Company”), effective as of the latest date set forth by the signatures of the parties hereto below (the “Effective Date”).
ContractLicense Agreement • March 10th, 2016 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations
[***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
CORVUS PHARMACEUTICALS, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • February 8th, 2016 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • California
This Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of September 16, 2015 (the “Effective Date”), by and among Corvus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the persons and entities listed on Exhibit A hereto (each, an “Investor” and collectively, the “Investors”).
PHASE I/IB COMBINATION STUDY AGREEMENT BY AND BETWEEN GENENTECH, INC. AND CORVUS PHARMACEUTICALS, INC.Phase I/Ib Combination Study Agreement • February 8th, 2016 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS PHASE I/IB COMBINATION STUDY AGREEMENT (“Agreement”) is made and entered into, effective as of October 5, 2015 (“Effective Date”), by and between Genentech, Inc., a Delaware corporation, having a principal place of business at 1 DNA Way, South San Francisco, California 94080 (“Genentech”) and Corvus Pharmaceuticals, Inc., a Delaware corporation, having a principal place of business at 863 Mitten Road, Suite 102, Burlingame, CA 94010 (“Corvus”). Genentech and Corvus are each referred to herein individually as a “Party” and collectively as the “Parties.”
LICENSE AGREEMENTLicense Agreement • January 4th, 2016 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • California
This License Agreement is effective as of December 20, 2014 (the “Effective Date”), by and between THE SCRIPPS RESEARCH INSTITUTE, a California nonprofit public benefit corporation (“TSRI”), and Corvus Pharmaceuticals, Inc., a Delaware corporation (“Licensee”), each located at the respective address set forth in Section 12.16 below, with respect to the facts set forth below.
ContractLicense Agreement • January 4th, 2016 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations
[***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
SECOND AMENDMENT TO LEASELease Agreement • January 4th, 2016 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations
THIS SECOND AMENDMENT TO LEASE AGREEMENT (this “Second Amendment”) is made as of August 20, 2015, by and between ARE-819/863 MITTEN ROAD, LLC, a Delaware limited liability company (“Landlord”), and CORVUS PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).
FIRST AMENDMENT TO LEASELease Agreement • January 4th, 2016 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations
THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “First Amendment”) is made as of March 19, 2015, by and between ARE-819/863 MITTEN ROAD, LLC, a Delaware limited liability company (“Landlord”), and CORVUS PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).
Re: 3(a)(9) Exchange Agreement3(a)(9) Exchange Agreement • November 12th, 2019 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This letter agreement (the “Agreement”) confirms the agreement of Corvus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the holders of the Common Stock listed on Schedule I attached hereto (the “Stockholders”), pursuant to which the Stockholders have agreed to exchange an aggregate of 1,458,000 shares (the “Shares”) of Common Stock, par value $0.0001 per share (the “Common Stock”), beneficially owned by the Stockholders in consideration for one or more Common Stock Warrants in the form attached hereto as Exhibit A (each a “Warrant”) to purchase an aggregate of 1,458,000 shares of Common Stock (the “Warrant Shares”) on the terms specified below.
AMENDMENT NO. 2 TO THE PHASE I/IB COMBINATION STUDY AGREEMENTPhase I/Ib Combination Study Agreement • March 9th, 2020 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • California
THIS AMENDMENT NO. 2 TO THE PHASE I/IB COMBINATION STUDY AGREEMENT (this “Amendment”) dated as of August 1, 2019 amends the Phase I/IB Combination Study Agreement (the “Agreement”), made and entered into as of October 5, 2015, between Corvus Pharmaceuticals, Inc., having a principal office located at 863 Mitten Road, Suite 102, Burlingame, CA 94010 (“Corvus”), and Genentech, Inc., having a principal office located at 1 DNA Way, South San Francisco, CA 94080.
EIGHTH AMENDMENT TO LEASELease Agreement • November 1st, 2021 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations
THIS EIGHTH AMENDMENT TO LEASE AGREEMENT (this “Eighth Amendment”) is made as of September 13, 2021, by and between ARE-819/863 MITTEN ROAD, LLC, a Delaware limited liability company (“Landlord”), and CORVUS PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).
SUBLEASE AGREEMENTSublease Agreement • November 1st, 2021 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations
This Sublease Agreement (“Sublease”) is made effective as of August 1, 2021 (the “Effective Date”), by and between CORVUS PHARMACEUTICALS, INC., a Delaware corporation (“Sublandlord”), and Angel Pharmaceuticals US Inc., a Delaware corporation] (“Subtenant”). Sublandlord agrees to sublease to Subtenant, and Subtenant agrees to sublease from Sublandlord, a portion of the Master Premises (defined below) consisting of approximately 7,585 rentable square feet of space in the building commonly known as 866 Malcolm Road, Burlingame, California, as such premises are more particularly depicted on Exhibit “A” attached hereto (the “Premises”).
CORVUS PHARMACEUTICALS, INC. EMPLOYMENT AGREEMENTEmployment Agreement • May 7th, 2024 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • California
This Employment Agreement (the “Agreement”) is made and entered into by and between Jeffrey S. Arcara (“Executive”) and Corvus Pharmaceuticals, Inc. (the “Company”) (together referred to herein as the “Parties”), effective as of the date Executive commences employment with the Company (the “Effective Date”).
CORVUS PHARMACEUTICALS, INC. AMENDMENT NO. 1 TO OPEN MARKET SALE AGREEMENTSMOpen Market Sale Agreement • May 1st, 2024 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Reference is made to the Open Market Sale AgreementSM, dated March 28, 2023 (the “Agreement”), by and between Corvus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Jefferies LLC (“Jefferies”). The Company and Jefferies (collectively, the “Parties”) wish to amend the Agreement, pursuant to Section 8(h) of the Agreement, to reduce the aggregate offering price under the Agreement (this “Amendment”). The Parties therefore hereby agree as follows:
EXCLUSIVE LICENSE AGREEMENT BETWEEN CORVUS PHARMACEUTICALS, INC. AND MONASH UNIVERSITYExclusive License Agreement • March 9th, 2020 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • California
This Exclusive License Agreement (“Agreement”) is effective April 21, 2017 (“Effective Date”), by and between [MONASH UNIVERSITY ABN 12 377 614 012 of Wellington Road, Clayton 3800, in the State of Victoria, Australia] (“Monash”) and Corvus Pharmaceuticals, Inc., a Delaware corporation having a principal place of business at 863 Mitten Road, Suite 102, Burlingame, CA, 94010, USA (“Licensee”) (each a “Party” and jointly the “Parties”) . The Parties agree as follows:
PHASE I/IB COMBINATION STUDY AGREEMENT BY AND BETWEEN GENENTECH, INC. AND CORVUS PHARMACEUTICALS, INC.Phase I/Ib Combination Study Agreement • October 29th, 2020 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS PHASE I/IB COMBINATION STUDY AGREEMENT (“Agreement”) is made and entered into, effective as of October 5, 2015 (“Effective Date”), by and between Genentech, Inc., a Delaware corporation, having a principal place of business at 1 DNA Way, South San Francisco, California 94080 (“Genentech”) and Corvus Pharmaceuticals, Inc., a Delaware corporation, having a principal place of business at 863 Mitten Road, Suite 102, Burlingame, CA 94010 (“Corvus”). Genentech and Corvus are each referred to herein individually as a “Party” and collectively as the “Parties.”
THIRD AMENDMENT TO LEASELease Agreement • August 4th, 2016 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations
and shall resubmit said drawings to Landlord for approval within 10 days thereafter. Such process shall continue until Landlord has approved the TI Design Drawings.
CORVUS PHARMACEUTICALS, INC. EMPLOYMENT AGREEMENTEmployment Agreement • May 3rd, 2018 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • California
This Employment Agreement (the “Agreement”) is made and entered into by and between Joseph Buggy (“Executive”) and Corvus Pharmaceuticals, Inc. (the “Company”) (together referred to herein as the “Parties”), effective as of the latest date set forth by the signatures of the parties hereto below (the “Effective Date”).
Framework AgreementFramework Agreement • October 5th, 2020 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations
NOW, THEREFORE, in consideration of the mutual agreements and covenants hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties intending to be legally bound hereto hereby agree as follows:
CORVUS PHARMACEUTICALS, INC. AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • August 8th, 2023 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • California
This Amendment to Amended and Restated Employment Agreement (this “Amendment”) is made and entered into by and between Richard A. Miller (the “Executive”) and Corvus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), effective as of March 31, 2023 (the “Effective Date”). Capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Amended and Restated Employment Agreement entered into between Executive and the Company as of December 22, 2015 (the “Agreement”).
8,571,429 Shares Common Stock Corvus Pharmaceuticals, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • February 17th, 2021 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
SEVENTH AMENDMENT TO LEASELease Agreement • March 7th, 2019 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations
THIS SEVENTH AMENDMENT TO LEASE AGREEMENT (this “Seventh Amendment”) is made as of October 11, 2018, by and between ARE-819/863 MITTEN ROAD, LLC, a Delaware limited liability company (“Landlord”), and CORVUS PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).
FIFTH AMENDMENT TO LEASELease Agreement • May 3rd, 2018 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations
THIS FIFTH AMENDMENT TO LEASE AGREEMENT (this “Fifth Amendment”) is made as of March 2, 2018, by and between ARE-819/863 MITTEN ROAD, LLC, a Delaware limited liability company (“Landlord”), and CORVUS PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).
SIXTH AMENDMENT TO LEASELease Agreement • August 2nd, 2018 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations
THIS SIXTH AMENDMENT TO LEASE AGREEMENT (this “Sixth Amendment”) is made as of April 5, 2018, by and between ARE-819/863 MITTEN ROAD, LLC, a Delaware limited liability company (“Landlord”), and CORVUS PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 6th, 2024 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 1, 2024, between Corvus Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and each investor identified on the signature pages hereto (each, including its successors and assigns, an “Investor” and collectively the “Investors”).
AMENDMENT NO. 1 TO THE PHASE I/IB COMBINATION STUDY AGREEMENTPhase I/Ib Combination Study Agreement • March 9th, 2020 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • California
THIS AMENDMENT NO. 1 TO THE PHASE I/IB COMBINATION STUDY AGREEMENT (this “Amendment”) dated as of December 20, 2017 amends the Phase I/IB Combination Study Agreement (the “Agreement”), made and entered into as of October 5, 2015, between Corvus Pharmaceuticals, Inc., having a principal office located at 863 Mitten Road, Suite 102, Burlingame, CA 94010 (“Corvus”), and Genentech, Inc., having a principal office located at 1 DNA Way, South San Francisco, CA 94080.
AMENDMENT NO. 1 TO THE PHASE IB/II COMBINATION STUDY AGREEMENTPhase Ib/Ii Combination Study Agreement • March 9th, 2020 • Corvus Pharmaceuticals, Inc. • Pharmaceutical preparations • California
THIS AMENDMENT NO. 1 TO THE PHASE IB/II COMBINATION STUDY AGREEMENT (this “Amendment”) dated as of December 20, 2017 amends the Phase IB/II Combination Study Agreement (the “Agreement”), made and entered into as of May 1, 2017, between Corvus Pharmaceuticals, Inc., having a principal office located at 863 Mitten Road, Suite 102, Burlingame, CA 94010 (“Corvus”), and Genentech, Inc., having a principal office located at 1 DNA Way, South San Francisco, CA 94080.
