AbCellera Biologics Inc. Common Shares UNDERWRITING AGREEMENTUnderwriting Agreement • December 7th, 2020 • AbCellera Biologics Inc. • Pharmaceutical preparations • New York
PUBLIC HEALTH SERVICE PATENT LICENSE AGREEMENT – EXCLUSIVE This Agreement is based on the model Patent License Exclusive Agreement adopted by the U.S. Public Health Service (“PHS”) Technology Transfer Policy Board for use by components of the National...Patent License Agreement • November 20th, 2020 • AbCellera Biologics Inc. • Pharmaceutical preparations • 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), Appendix E (Commercialization Plan). Appendix F (Example Royalty Report), and Appendix G (Royalty Payment Options).
Re: Employment AgreementEmployment Agreement • December 7th, 2020 • AbCellera Biologics Inc. • Pharmaceutical preparations • British Columbia
The terms of this agreement will take effect on August 22nd, 2019 (the “Effective Date”), and will continue until terminated in accordance with the provisions of this Agreement. Please review the terms of this Agreement carefully. If you wish to accept these terms of employment, please sign and return a copy of this agreement to me at before May 12th, 2019.
RESEARCH COLLABORATION AND LICENSE AGREEMENT Between ABCELLERA BIOLOGICS INC. and ELI LILLY AND COMPANYResearch Collaboration and License Agreement • November 20th, 2020 • AbCellera Biologics Inc. • Pharmaceutical preparations • New York
THIS RESEARCH COLLABORATION AND LICENSE AGREEMENT (the “Agreement”), effective as of the date this Agreement is duly executed by both Parties (the “Effective Date”), by and between ELI LILLY AND COMPANY, a corporation organized and existing under the laws of Indiana, with its principal business office located at Lilly Corporate Center, Indianapolis, Indiana 46285, U.S.A. (“Lilly”) and ABCELLERA BIOLOGICS INC., a corporation organized under the laws of British Columbia, Canada, with its principle business office located at 2215 Yukon St., Vancouver, BC V5Y 0A1, Canada (“AbCellera”). AbCellera and Lilly are each referred to individually as a “Party” and together as the “Parties”.
Certain information in this document has been omitted from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.Strategic Innovation Fund Agreement • November 20th, 2020 • AbCellera Biologics Inc. • Pharmaceutical preparations • British Columbia
I- The Strategic Innovation Fund (“SIF”) is designed to encourage research and development, and accelerate the technology transfer and commercialization of innovative products, services, and processes; facilitate the growth and expansion of firms; secure economically significant mandates within or to Canada; and, advance industrial research and technology demonstration activities through collaboration;
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 7th, 2020 • AbCellera Biologics Inc. • Pharmaceutical preparations • British Columbia
NOW THEREFORE for good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties agree as follows:
AGREEMENT AND PLAN OF MERGER among ABCELLERA US HOLDINGS INC. and MICKEY MERGER INC. and TRIANNI, INC. and FORTIS ADVISORS LLC and, solely for the purpose of Section 10.03, ABCELLERA BIOLOGICS INC. dated as of November 1, 2020Merger Agreement • November 20th, 2020 • AbCellera Biologics Inc. • Pharmaceutical preparations • California
This Agreement and Plan of Merger (this “Agreement”), dated as of November 1, 2020, is entered into among AbCellera US Holdings Inc., a Delaware corporation (“Parent”), Mickey Merger Inc., a California corporation (“Merger Sub”), Trianni, Inc., a California corporation (the “Company”), Fortis Advisors LLC, a Delaware limited liability company, solely in its capacity as Holder Representative (the “Holder Representative”) and AbCellera Biologics Inc., solely for the purpose of Section 10.03 (the “Guarantor” and, together with Parent, Merger Sub, the Company and the Holder Representative, the “Parties” and each a “Party”).
ContractContribution Agreement • August 3rd, 2023 • AbCellera Biologics Inc. • Pharmaceutical preparations • British Columbia
CONFIDENTIAL S10-112 ● GSM, MW AMENDMENT 3/9/2017License Agreement • November 20th, 2020 • AbCellera Biologics Inc. • Pharmaceutical preparations
Effective the 22 day of March 2017, THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY (“Stanford”), an institution of higher education having powers under the laws of the State of California, and LINEAGE BIOSCIENCES, INC. (“Lineage”), a corporation having a principal place of business at 3183 Porter Drive, Palo Alto CA 94304, agree as follows:
OFFICE PREMISES LEASEOffice Premises Lease • November 20th, 2020 • AbCellera Biologics Inc. • Pharmaceutical preparations
AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • November 20th, 2020 • AbCellera Biologics Inc. • Pharmaceutical preparations • British Columbia
THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made as of the 23rd day of March, 2020 among AbCellera Biologics Inc., a company existing under the laws of the Province of British Columbia (the “Company”) and the holders (the “Series A1 Holders”) of the Company’s Series A1 Preferred Shares (the “Series A1 Preferred Shares”) listed on Exhibit A hereto and the purchasers of the Company’s Series A2 Preferred Shares (the “Series A2 Preferred Shares”, and together with the Series A1 Preferred Shares, the “Preferred Shares”) listed on Exhibit A hereto or that subsequently become listed thereon in accordance with the terms hereof (collectively, the “Investors”).
LICENSE AGREEMENT Between: THE UNIVERSITY OF BRITISH COLUMBIA and ABCELLERA BIOLOGICS INC. SchedulesLicense Agreement • November 20th, 2020 • AbCellera Biologics Inc. • Pharmaceutical preparations • British Columbia
THE UNIVERSITY OF BRITISH COLUMBIA, a corporation continued under the University Act of British Columbia with offices at #103-6190 Agronomy Road, Vancouver, British Columbia, V6T 1Z3
EXCLUSIVE (EQUITY) AGREEMENTExclusive (Equity) Agreement • November 6th, 2020 • AbCellera Biologics Inc. • Pharmaceutical preparations • California
This Agreement between THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY (‘‘Stanford”), an institution of higher education having powers under the laws of the State of California, and Lineage Biosciences, Inc. (“Company”), a corporation having a principal place of business at 3183 Porter Drive, Palo Alto CA 94304, is effective on the 11th day of February 2015 (“Effective Date”).
Schedule 6 - Resolution Process 3. Duration of Agreement 3 .1 Execution. This Agreement must be signed by the Recipient and received by the Province within thi1iy (30) days of its signature by the Province, failing which it will be null and void. 3 .2...Contribution Agreement • February 20th, 2024 • AbCellera Biologics Inc. • Pharmaceutical preparations • British Columbia
SIF AGREEMENT NO. 813-819720 "Agreement" means this contribution Agreement including all the schedules attached hereto, as such may be amended, restated or supplemented, from time to time. "Background Intellectual Property" means Intellectual Property...Strategic Innovation Fund Agreement • February 20th, 2024 • AbCellera Biologics Inc. • Pharmaceutical preparations • British Columbia
SEPARATION AGREEMENT AND RELEASESeparation Agreement • July 19th, 2022 • AbCellera Biologics Inc. • Pharmaceutical preparations • California
This Separation Agreement and Release (“Agreement”) is made by and between Neil Berkley (“Employee”) and Lineage Biosciences, Inc. (the “Company”) and AbCellera Biologics Inc. (“AbCellera”) (collectively referred to as the “Parties” or individually referred to as a “Party”).
Re: Employment AgreementEmployment Agreement • December 7th, 2020 • AbCellera Biologics Inc. • Pharmaceutical preparations • British Columbia
Your employment under this Agreement will start on December 16, 2016 (the “Start Date”), and will continue until terminated in accordance with the provisions of this Agreement. Please review the terms of this Agreement carefully. If you wish to accept the these terms of employment, please sign and return a copy of this agreement to Carl Hansen at before January 15, 2017. Please also copy on this response.
