HOOKIPA Pharma Inc. Sample Contracts

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HOOKIPA PHARMA INC. Shares of Common Stock ($0.0001 par value per share) SALES AGREEMENT
Sales Agreement • July 12th, 2022 • HOOKIPA Pharma Inc. • Pharmaceutical preparations • New York

HOOKIPA Pharma Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with SVB Securities LLC (the “Agent”), as follows:

OPEN MARKET SALE AGREEMENTSM
Open Market Sale Agreement • August 8th, 2024 • HOOKIPA Pharma Inc. • Pharmaceutical preparations • New York

HOOKIPA Pharma 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 $0.0001 per share (the “Common Shares”), having an aggregate offering price of up to $50,000,000 on the terms set forth in this agreement (this “Agreement”).

HOOKIPA PHARMA INC. [FORM OF] DIRECTOR INDEMNIFICATION AGREEMENT
Director Indemnification Agreement • March 22nd, 2019 • HOOKIPA Pharma Inc. • Pharmaceutical preparations • Delaware

This Indemnification Agreement (“Agreement”) is made as of [ ] by and between HOOKIPA Pharma Inc., a Delaware corporation (the “Company”), and [Director] (“Indemnitee”).

HOOKIPA PHARMA INC. [FORM OF] OFFICER INDEMNIFICATION AGREEMENT
Officer Indemnification Agreement • March 22nd, 2019 • HOOKIPA Pharma Inc. • Pharmaceutical preparations • Delaware

This Indemnification Agreement (“Agreement”) is made as of [ ] by and between Hookipa Pharma Inc., a Delaware corporation (the “Company”), and [Officer] (“Indemnitee”).(1)

INCENTIVE STOCK OPTION AGREEMENT UNDER THE HOOKIPA PHARMA INC. 2019 STOCK OPTION AND INCENTIVE PLAN
Incentive Stock Option Agreement • April 8th, 2019 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

Pursuant to the HOOKIPA Pharma Inc. 2019 Stock Option and Incentive Plan as amended through the date hereof (the “Plan”), HOOKIPA Pharma Inc. (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of Common Stock, par value $0.0001 per share (the “Stock”), of the Company specified above at the Option Exercise Price per Share specified above subject to the terms and conditions set forth herein and in the Plan.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 22nd, 2022 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 17, 2022, by and among HOOKIPA Pharma Inc., a Delaware corporation (the “Company”), and the Gilead Sciences, Inc. (the “Purchaser”).

NON-QUALIFIED STOCK OPTION AGREEMENT FOR COMPANY EMPLOYEES UNDER THE HOOKIPA PHARMA INC. 2018 STOCK OPTION AND INCENTIVE PLAN
Non-Qualified Stock Option Agreement • April 8th, 2019 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

Pursuant to the HOOKIPA Pharma Inc. 2019 Stock Option and Incentive Plan as amended through the date hereof (the “Plan”), HOOKIPA Pharma Inc. (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of Common Stock, par value $0.0001 per share (the “Stock”) of the Company specified above at the Option Exercise Price per Share specified above subject to the terms and conditions set forth herein and in the Plan. This Stock Option is not intended to be an “incentive stock option” under Section 422 of the Internal Revenue Code of 1986, as amended.

EMPLOYMENT AGREEMENT
Employment Agreement • July 26th, 2024 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

This Employment Agreement (“Agreement”) is made between HOOKIPA Biotech GmbH (the “Company”), and Dr. Malte Peters (the “Executive”) and is made effective with July 22, 2024 and is concluded for an indefinite period (“Term”).

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • July 26th, 2024 • HOOKIPA Pharma Inc. • Pharmaceutical preparations • North Carolina

This Executive Employment Agreement (the “Agreement”) is entered into effective as of July 22, 2024, by and between Mary Theresa Coelho (“Executive”) and HOOKIPA Pharma Inc. (the “Company”).

RESEARCH COLLABORATION AND LICENSE AGREEMENT BY AND BETWEEN GILEAD SCIENCES, INC. AND HOOKIPA BIOTECH AG
Research Collaboration and License Agreement • March 19th, 2020 • HOOKIPA Pharma Inc. • Pharmaceutical preparations • New York

This RESEARCH COLLABORATION AND LICENSE AGREEMENT (this “Agreement”) is made as of June 4, 2018 (the “Effective Date”), by and between Gilead Sciences, Inc., a Delaware corporation having an office at 333 Lakeside Drive, Foster City, CA 94404 (“Gilead”) and Hookipa Biotech AG, an Austrian corporation (Aktiengesellschaft) having an office at St Marx Vienna Bio Center: Helmut-Qualtinger-Gasse 2, 1030 Vienna, Austria (“Hookipa”). Gilead and Hookipa are each referred to individually as a “Party” and together as the “Parties.”

CONSULTANCY AGREEMENT
Consultancy Agreement • March 19th, 2020 • HOOKIPA Pharma Inc. • Pharmaceutical preparations
Contract
Exclusive License Agreement • March 22nd, 2019 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

CONFIDENTIAL TREATMENT REQUESTED. INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS OMITTED AND MARKED WITH “[***]”. AN UNREDACTED VERSION OF THE DOCUMENT HAS ALSO BEEN FURNISHED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION AS REQUIRED BY RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

Contract
Exclusive License Agreement • March 22nd, 2019 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

CONFIDENTIAL TREATMENT REQUESTED. INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS OMITTED AND MARKED WITH “[***]”. AN UNREDACTED VERSION OF THE DOCUMENT HAS ALSO BEEN FURNISHED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION AS REQUIRED BY RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

RENTAL AGREEMENT Partial application area Office
Rental Agreement • March 22nd, 2019 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

Concluded between: Wüstenrot Marxbox GmbH & Co KG Alpenstraße 61, 5033 Salzburg FN 346428d represented by ÖRAG - Österreichische Realitäten 1010 Vienna, Herrengasse 17, as the Property Manager

Contract
License Agreement • March 22nd, 2019 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

CONFIDENTIAL TREATMENT REQUESTED. INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS OMITTED AND MARKED WITH “[***]”. AN UNREDACTED VERSION OF THE DOCUMENT HAS ALSO BEEN FURNISHED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION AS REQUIRED BY RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

THE NATIONAL INSTITUTES OF HEALTH BIOLOGICAL MATERIALS LICENSE AGREEMENT
Biological Materials License Agreement • March 22nd, 2019 • HOOKIPA Pharma Inc. • Pharmaceutical preparations • District of Columbia

This Agreement is entered into between the National Institutes of Health (“NIH”) within the Department of Health and Human Services (“HHS”) through the Office of Technology Transfer, NIH, having an address at 6011 Executive Boulevard, Suite 325, Rockville, Maryland 20852-3804, U.S.A. and Hookipa Biotech AG (“Licensee”), a corporation of Vienna, Austria, having an office at Helmut-Qualtinger-Gasse 2, 1030 Vienna, Austria.

AMENDMENT NO. 2 TO LICENSE AGREEMENT
License Agreement • March 15th, 2023 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

This amendment (the “Amendment No. 2”) is a modification of the License Agreement by and between University of Basel, having its principal place of business at Petersgraben 35, CH-4001 Basel, Switzerland (“UNIVERSITY”), and Hookipa Biotech GmbH, having its principal place of business at Helmut-Qualtinger-Gasse 2, 1030 Vienna, Austria (“LICENSEE”), effective as of October 15, 2020 (the "Agreement"), as first amended by and among the Parties by entering into a first amendment, effective July 11, 2022.

RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS UNDER THE HOOKIPA PHARMA INC. 2019 STOCK OPTION AND INCENTIVE PLAN
Restricted Stock Unit Award Agreement • April 8th, 2019 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

Pursuant to the HOOKIPA Pharma Inc. 2019 Stock Option and Incentive Plan as amended through the date hereof (the “Plan”), HOOKIPA Pharma Inc. (the “Company”) hereby grants an award of the number of Restricted Stock Units listed above (an “Award”) to the Grantee named above. Each Restricted Stock Unit shall relate to one share of Common Stock, par value $0.0001 per share (the “Stock”) of the Company.

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Certain information has been excluded from this agreement (indicated by “[***]”) HOOKIPA PHARMA INC. has determined such information (i) is not material and (ii) would be competitively harmful if publicly disclosed. Research Collaboration and License...
Research Collaboration and License Agreement • October 20th, 2022 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

with an office and place of business at 150 Clove Road, Suite 8, Little Falls, New Jersey 07424, U.S.A. (“Roche US”; Roche Basel and Roche US together referred to as “Roche”)

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • February 15th, 2022 • HOOKIPA Pharma Inc. • Pharmaceutical preparations • New York

STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of February 15, 2022 (the “Effective Date”) by and between HOOKIPA PHARMA INC., a Delaware corporation (the “Company”), and GILEAD SCIENCES, INC., a Delaware corporation (the “Buyer”). Capitalized terms used herein and not otherwise defined herein are defined in Section 11 hereof.

MANAGEMENT EMPLOYMENT AGREEMENT
Management Employment Agreement • May 11th, 2023 • HOOKIPA Pharma Inc. • Pharmaceutical preparations • New York

This Management Employment Agreement (“Agreement”) is made between HOOKIPA Pharma Inc., a Delaware corporation (the “Company”), and Christine Baker (the “Executive”) and is made effective as of 1st August 2019 (the “Effective Date”).

AMENDMENT NO. 1 TO LICENSE AGREEMENT
License Agreement • March 15th, 2023 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

This Amendment (“Amendment”) is a modification of the License Agreement by and between University of Basel, having its principal offices located at Petersgraben 35, 4001 Basel, Switzerland (“UNIBAS”) and Hookipa Biotech GmbH, having its principal offices located at Helmut-Qualtinger-Gasse 2, 1030 Vienna, Austria (“Hookipa”), made effective on October 15, 2020 ("Agreement").

RESEARCH COLLABORATION AND LICENSE AGREEMENT BY AND BETWEEN GILEAD SCIENCES, INC. AND HOOKIPA BIOTECH AG
Research Collaboration and License Agreement • March 18th, 2021 • HOOKIPA Pharma Inc. • Pharmaceutical preparations • New York

This RESEARCH COLLABORATION AND LICENSE AGREEMENT (this “Agreement”) is made as of June 4, 2018 (the “Effective Date”), by and between Gilead Sciences, Inc., a Delaware corporation having an office at 333 Lakeside Drive, Foster City, CA 94404 (“Gilead”) and Hookipa Biotech AG, an Austrian corporation (Aktiengesellschaft) having an office at St Marx Vienna Bio Center: Helmut-Qualtinger-Gasse 2, 1030 Vienna, Austria (“Hookipa”). Gilead and Hookipa are each referred to individually as a “Party” and together as the “Parties.”

RESTRICTED STOCK AWARD AGREEMENT UNDER THE HOOKIPA PHARMA INC. 2019 STOCK OPTION AND INCENTIVE PLAN
Restricted Stock Award Agreement • April 8th, 2019 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

Pursuant to the HOOKIPA Pharma Inc. 2019 Stock Option and Incentive Plan (the “Plan”) as amended through the date hereof, HOOKIPA Pharma Inc. (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Common Stock, par value $0.0001 per share (the “Stock”) of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan. The Company acknowledges the receipt from the Grantee of consideration with respect to the par value of the Stock in the form of cash, past or future services rendered to the Company by the Grantee or such other form of consideration as is acceptable to the Administrator.

AMENDED AND RESTATED RESEARCH COLLABORATION AND LICENSE AGREEMENT by and between gilead sciences, Inc. and hookipa biotech gmbH
Research Collaboration and License Agreement • March 1st, 2022 • HOOKIPA Pharma Inc. • Pharmaceutical preparations • New York

This AMENDED AND RESTATED RESEARCH COLLABORATION AND LICENSE AGREEMENT (this “Agreement”) is made as of February 15, 2022 (the “Effective Date”), by and between Gilead Sciences, Inc., a Delaware corporation having an office at 333 Lakeside Drive, Foster City, CA 94404, USA (“Gilead”) and Hookipa Biotech GmbH, an Austrian corporation having an office at St Marx Vienna BioCenter: Helmut-Qualtinger-Gasse 2, 1030 Vienna, Austria (“Hookipa”). Gilead and Hookipa are each referred to individually as a “Party” and together as the “Parties.”

SHAREHOLDERS AGREEMENT
Shareholder Agreement • April 23rd, 2019 • HOOKIPA Pharma Inc. • Pharmaceutical preparations • Delaware

Pinschewer, Flatz, Bergthaler and Zinkernagel are collectively referred to as the “Founders”, acting severally but not jointly, and each individually referred to as a “Founder”;

RESTRICTED STOCK UNIT AWARD AGREEMENT FOR COMPANY EMPLOYEES UNDER THE HOOKIPA PHARMA INC. 2019 STOCK OPTION AND INCENTIVE PLAN
Restricted Stock Unit Award Agreement • April 8th, 2019 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

Pursuant to the HOOKIPA Pharma Inc. 2019 Stock Option and Incentive Plan as amended through the date hereof (the “Plan”), HOOKIPA Pharma Inc. (the “Company”) hereby grants an award of the number of Restricted Stock Units listed above (an “Award”) to the Grantee named above. Each Restricted Stock Unit shall relate to one share of Common Stock, par value $0.0001 per share (the “Stock”) of the Company.

AMENDED AND RESTATED STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • December 21st, 2023 • HOOKIPA Pharma Inc. • Pharmaceutical preparations • New York

AMENDED AND RESTATED STOCK PURCHASE AGREEMENT (the “A&R Agreement”), dated as of December 20, 2023 (the “Effective Date”) by and between HOOKIPA PHARMA INC., a Delaware corporation (the “Company”), and GILEAD SCIENCES, INC., a Delaware corporation (the “Buyer”). Capitalized terms used herein and not otherwise defined herein are defined in Section 11 hereof. Company and Buyer are collectively referred to herein as the “Parties” and individually as a “Party.”

MUTUAL TERMINATION AGREEMENT
Mutual Termination Agreement • May 9th, 2024 • HOOKIPA Pharma Inc. • Pharmaceutical preparations

THIS MUTUAL TERMINATION AGREEMENT is made this March 31, 2024 (the “Effective Date”), by and between Hookipa Biotech GmbH, an Austrian corporation, having its principal place of business at St Marx Vienna BioCenter: Helmut-Qualtinger-Gasse 2, 1030 Vienna, Austria ("HOOKIPA"), and Malte Peters, M.D., having its principal place of business at [ADDRESS] (“CONSULTANT”), (each Party hereinafter referred to as a “Party” and both Parties collectively referred to as the “Parties”).

RENTAL AGREEMENT Partial scope Office
Rental Agreement • March 22nd, 2019 • HOOKIPA Pharma Inc. • Pharmaceutical preparations
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