INDEMNIFICATION AGREEMENTIndemnification Agreement • May 29th, 2020 • Legend Biotech Corp • Pharmaceutical preparations
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of , 2020 between Legend Biotech Corporation, an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”), and [INDEMNITEE NAME] (“Indemnitee”).
LEGEND BIOTECH CORPORATION AND _____________, AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF __________Warrant Agreement • March 19th, 2024 • Legend Biotech Corp • Pharmaceutical preparations • New York
This Debt Securities Warrant Agreement (this “Agreement”), dated as of [•], between LEGEND BIOTECH CORPORATION, an exempted company incorporated in the Cayman Islands with limited liability and having its registered office at 2101 Cottontail Lane, Somerset, New Jersey 08873 (the “Company”), and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).
LEGEND BIOTECH CORPORATION AND ______________________, AS WARRANT AGENT FORM OF ORDINARY SHARES WARRANT AGREEMENT DATED AS OF ___________________Warrant Agreement • March 19th, 2024 • Legend Biotech Corp • Pharmaceutical preparations • New York
THIS ORDINARY SHARES WARRANT AGREEMENT (this “Agreement”), dated as of [•], between Legend Biotech Corporation, an exempted company incorporated in the Cayman Islands with limited liability and having its registered office at 2101 Cottontail Lane, Somerset, New Jersey 08873 (the “Company”), and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).
SUBSCRIPTION AGREEMENT dated as of April 19, 2023 by and between RA CAPITAL HEALTHCARE FUND, L.P. and LEGEND BIOTECH CORPORATIONSubscription Agreement • May 26th, 2023 • Legend Biotech Corp • Pharmaceutical preparations • New York
THIS SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of April 19, 2023, by and between Legend Biotech Corporation, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”) and RA Capital Healthcare Fund, L.P., a Delaware limited partnership (the “Purchaser”).
COLLABORATION AND LICENSE AGREEMENT BY AND AMONG LEGEND BIOTECH USA, INC., LEGEND BIOTECH IRELAND LIMITED AND JANSSEN BIOTECH, INC.Collaboration and License Agreement • May 13th, 2020 • Legend Biotech Corp • Pharmaceutical preparations • New York
This Collaboration and License Agreement (the “Agreement”) is made and effective as of December 21, 2017 (the “Effective Date”) by and among Legend Biotech USA, Inc., a Delaware corporation (“Legend U.S.”), Legend Biotech Ireland Limited, an Irish entity (“Legend Ireland”; together with Legend U.S., “Legend”) and Janssen Biotech, Inc., a Pennsylvania corporation (“Janssen”).
COLLABORATIVE RESEARCH AND LICENSE AGREEMENT BY AND BETWEEN NOILE-IMMUNE BIOTECH, INC. AND LEGEND BIOTECH USA, INC. April 27, 2020Collaborative Research and License Agreement • May 29th, 2020 • Legend Biotech Corp • Pharmaceutical preparations
THIS COLLABORATIVE RESEARCH AND LICENSE AGREEMENT (this “Agreement”) is made as of April __, 2020 (the “Effective Date”) by and between Noile-Immune Biotech, Inc., a Japanese corporation having its principal place of business at 2-12-10 Shiba-Daimon, Minato-ku, Tokyo 105-0012, Japan (“Noile”), and Legend Biotech USA, Inc., a company incorporated under the laws of New York having its principal place of business at 10 Knightsbridge Road, Piscataway, NJ 08854, USA (“Legend”). Noile and Legend are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 8th, 2023 • Legend Biotech Corp • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of May 5, 2023 between LEGEND BIOTECH CORPORATION, a Cayman Islands exempted company (the “Company”), _________, solely in its individual capacity or solely in its capacity as investment adviser, as set forth herein (“________”), and each of the purchasers identified on Schedule A attached hereto (including such purchasers successors and assigns, each a “Purchaser” and, collectively, the “Purchasers”). The terms “party” and “parties” shall refer to each of the Company, _________ and each Purchaser, as the context requires.
WARRANT TO PURCHASE ORDINARY SHARES of LEGEND BIOTECH CORPORATION Dated as of May 21, 2021Warrant Agreement • July 2nd, 2021 • Legend Biotech Corp • Pharmaceutical preparations • New York
THIS CERTIFIES THAT, for value received, LGN HOLDINGS LIMITED, or its registered assigns (the “Holder”), is entitled, subject to the provisions and upon the terms and conditions set forth herein, to purchase from Legend Biotech Corporation, a company incorporated under the laws of the Cayman Islands (the “Company”), ordinary shares of the Company, par value of US$0.0001 per share (the “Shares”), in the amounts, at such times and at the price per share set forth in Section 1. The term “Warrant” as used herein shall include this Warrant and any warrants delivered in substitution or exchange therefor as provided herein. This Warrant is issued in connection with the transactions described in the subscription agreement, dated as of May 13, 2021, by and among the Company and the Holder described therein (the “Purchase Agreement”). Capitalized terms used and not otherwise defined herein shall have the meanings set forth in the Purchase Agreement. The Holder is subject to certain restrictions
FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 19th, 2024 • Legend Biotech Corp • Pharmaceutical preparations
THIS FIRST AMENDMENT (this “Amendment”) to that certain Amended and Restated Employment Agreement, dated September 28, 2022 (the “Employment Agreement”) by and between Legend Biotech USA Inc, together with its subsidiaries and parent company, Legend Biotech Corporation (the “Company”), and Lori Macomber (the “Executive”), is made on December 14, 2023 (the “Effective Date”).
ContractCollaboration and License Agreement • March 30th, 2023 • Legend Biotech Corp • Pharmaceutical preparations
[***] = Certain information contained in this document, marked by brackets, has been omitted because it is both not material and would be competitively harmful if publicly disclosed
EMPLOYMENT CONTRACT FOR CHIEF EXECUTIVE OFFICEREmployment Agreement • May 13th, 2020 • Legend Biotech Corp • Pharmaceutical preparations • New Jersey
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is executed on the 28th day of March 2018 by and between Legend Biotech USA Inc. (hereinafter referred to as “Employer” or “Legend Biotech”) with a business address of 860 Centennial Ave, Piscataway, NJ 08854 and Yuan Xu, residing at 403 Country Club Drive, Apt 101, Simi Valley, CA 93065 (hereinafter referred to as “Employee”).
MASTER TECHNOLOGY TRANSFER, MANUFACTURING AND CLINICAL SUPPLY SERVICES AGREEMENT FOR BCMA CAR-T PRODUCTMaster Technology Transfer, Manufacturing and Clinical Supply Services Agreement • April 14th, 2023 • Legend Biotech Corp • Pharmaceutical preparations • New York
This Master Technology Transfer, Manufacturing and Clinical Supply Services Agreement for BCMA CAR-T Product is effective as of the date of last signature hereto (the “Effective Date”), by and among Janssen Research & Development, LLC, having a business address at 920 US Route 202, Raritan, NJ 08869 (hereinafter referred to as “Company”), Legend Biotech USA Inc., having a business address at 2101 Cottontail Lane, Somerset, NJ 08873 (hereinafter referred to individually as “Legend” and collectively with Company as “Collaboration Partners”) and Novartis Pharmaceuticals Corporation, having a business address at One Health Plaza, East Hanover, NJ 07936 (hereinafter referred to as “Provider”). Company, Legend and Provider may be hereinafter referred to collectively as the “Parties” and individually as a “Party”. For the avoidance of doubt, each reference herein to the Collaboration Partners shall refer to each of Legend and Company, and not either Party on behalf of both Legend and Company,
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • October 3rd, 2022 • Legend Biotech Corp • Pharmaceutical preparations • New Jersey
Biotech USA Inc. (“Legend Biotech USA”), together with its subsidiaries and parent company, Legend Biotech Corporation (“Parent”) (collectively the “Company”), and Lori Macomber (the “Executive”) (together, the “Parties”) and is effective as of the Effective Date (as defined below).
ContractCollaboration and License Agreement • March 30th, 2023 • Legend Biotech Corp • Pharmaceutical preparations
[***] = Certain information contained in this document, marked by brackets, has been omitted because it is both not material and would be competitively harmful if publicly disclosed
LEGEND BIOTECH CORPORATION INVESTORS’ RIGHTS AGREEMENT MARCH 30, 2020Investors’ Rights Agreement • May 13th, 2020 • Legend Biotech Corp • Pharmaceutical preparations • New York
THIS INVESTORS’ RIGHTS AGREEMENT is made as of March 30, 2020, by and among Legend Biotech Corporation, a Cayman Islands exempted company (the “Company”), and each of the investors listed on Schedule A hereto (each an “Investor” and collectively the “Investors”).
ContractCollaboration and License Agreement • March 30th, 2023 • Legend Biotech Corp • Pharmaceutical preparations
[***] = Certain information contained in this document, marked by brackets, has been omitted because it is both not material and would be competitively harmful if publicly disclosed.
LICENSE AGREEMENT by and between Novartis Pharma AG and Legend Biotech Ireland Limited November 10, 2023License Agreement • March 19th, 2024 • Legend Biotech Corp • Pharmaceutical preparations
This License Agreement (this “Agreement”) is made as of November 10, 2023 (the “Execution Date”), by and between Novartis Pharma AG, a company organized under the laws of Switzerland located at Lichtstrasse 35, 4002 Basel, Switzerland (“Novartis”) and Legend Biotech Ireland Limited, a company organized under the laws of Ireland, located at 10A Ballymoss Road, Sandyford Business Park, Dublin 18, Ireland (“Legend”). Novartis and Legend are referred to in this Agreement individually as a “Party” and collectively as the “Parties”.
December 10, 20 l 8Letter Agreement • March 30th, 2023 • Legend Biotech Corp • Pharmaceutical preparations
AMENDMENT NO. 3 TO INTERIM PRODUCT SUPPLY AGREEMENTInterim Product Supply Agreement • November 22nd, 2022 • Legend Biotech Corp • Pharmaceutical preparations
This Amendment No. 3 to the Interim Product Supply Agreement (this “Amendment”) is made and effective as of November 16, 2022 (the “Amendment Effective Date”), by and among Legend Biotech USA Inc., a Delaware corporation (“Legend”), and Janssen Pharmaceuticals, Inc., a Pennsylvania corporation (“JPI”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
AMENDMENT NO. 2 TO INTERIM PRODUCT SUPPLY AGREEMENTInterim Product Supply Agreement • November 22nd, 2022 • Legend Biotech Corp • Pharmaceutical preparations
This Amendment No. 2 to the Interim Product Supply Agreement (this “Amendment”) is made and effective as of October 17, 2022 (the “Amendment Effective Date”), by and among Legend Biotech USA Inc., a Delaware corporation (“Legend”), and Janssen Pharmaceuticals, Inc., a Pennsylvania corporation (“JPI”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
AMENDMENT NO. 1 TO INTERIM PRODUCT SUPPLY AGREEMENTInterim Product Supply Agreement • July 13th, 2022 • Legend Biotech Corp • Pharmaceutical preparations
This Amendment No. 1 to the Interim Product Supply Agreement (this “Amendment”) is made and effective as of July 7, 2022 (the “Amendment Effective Date”), by and among Legend Biotech USA, Inc., a Delaware corporation (“Legend”), and Janssen Pharmaceuticals, Inc., a Pennsylvania corporation (“JPI”), and amends that certain Interim Product Supply Agreement between Legend and JPI entered into as of February 28, 2022 (the “Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
SUBSCRIPTION AGREEMENT dated as of May 13, 2021 by and between LGN HOLDINGS LIMITED and LEGEND BIOTECH CORPORATIONSubscription Agreement • July 2nd, 2021 • Legend Biotech Corp • Pharmaceutical preparations • New York
THIS SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of May 13, 2021, by and between Legend Biotech Corporation, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”) and LGN Holdings Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Purchaser”).
ContractCollaboration and License Agreement • March 30th, 2023 • Legend Biotech Corp • Pharmaceutical preparations
[***] = Certain information contained in this document, marked by brackets, has been omitted because it is both not material and would be competitively harmful if publicly disclosed
Legend Biotech Ireland Limited One Spencer Dock, North Wall Quay Dublin, Ireland Attention: General Manager Legend Biotech USA, Inc. 10 Knightsbridge Road Piscataway Township, NJ 08854 Attention: General Manager Re: Collaboration and License Agreement...Collaboration and License Agreement • March 30th, 2023 • Legend Biotech Corp • Pharmaceutical preparations
This letter of agreement (“Letter Agreement”) is in regard to the supply of Initial Product for use in the Initial Phase I Study pursuant to the Collaboration Agreement. All capitalized terms used in this Agreement will have the same meanings ascribed to them under the Collaboration Agreement unless otherwise defined herein.
ContractCollaboration and License Agreement • March 30th, 2023 • Legend Biotech Corp • Pharmaceutical preparations
[***] = Certain information contained in this document, marked by brackets, has been omitted because it is both not material and would be competitively harmful if publicly disclosed
LEGEND BIOTECH CORPORATION [●] AMERICAN DEPOSITARY SHARES REPRESENTING [●] ORDINARY SHARES, $0.0001 PAR VALUE PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • May 29th, 2020 • Legend Biotech Corp • Pharmaceutical preparations • New York
CLINICAL SUPPLY SERVICES AGREEMENT FOR BCMA CAR-T PRODUCTClinical Supply Services Agreement • March 19th, 2024 • Legend Biotech Corp • Pharmaceutical preparations
This amendment #1 (hereinafter “Amendment”) is effective as of the date of last signature below and entered into by and among Janssen Research & Development, LLC with registered offices at 920 US Route 202, Raritan, NJ 08869 (hereinafter referred to as “Company”), Legend Biotech USA Inc. with registered offices at 2101 Cottontail Lane, Somerset, NJ 08873 (hereinafter referred to individually as “Legend” and collectively with Company as “Collaboration Partners”) and Novartis Pharmaceuticals Corporation with registered offices at One Health Plaza, East Hanover, NJ 07936 (hereinafter referred to as “Provider”). Company, Legend and Provider may be hereinafter referred to collectively as the “Parties” and individually as a “Party”. This Amendment amends the Master Technology Transfer, Manufacturing and Clinical Supply Services Agreement for BCMA CAR-T Product with an Effective Date of April 12, 2023 by and among Company, Legend and Provider (the “Agreement”). All terms not otherwise defined
INTERIM PRODUCT SUPPLY AGREEMENTInterim Product Supply Agreement • March 31st, 2022 • Legend Biotech Corp • Pharmaceutical preparations
This Interim Product Supply Agreement (the “Agreement”) is made as of February 28th, 2022 (“Agreement Date”) by and between, on the one hand, Legend Biotech USA, Inc., a Delaware corporation (“Legend”) and Janssen Pharmaceuticals, Inc., a Pennsylvania corporation (“JPI” and, together with Legend, the “Parties”).
AMENDMENT #2 TO MASTER TECHNOLOGY TRANSFER, MANUFACTURING AND CLINICAL SUPPLY SERVICVES AGREEMENT FOR BCMA CAR-T PRODUCTMaster Technology Transfer, Manufacturing and Clinical Supply Services Agreement • March 19th, 2024 • Legend Biotech Corp • Pharmaceutical preparations
This amendment #2 (hereinafter “Amendment”) is effective as of the date of last signature below and entered into by and among Janssen Research & Development, LLC with registered offices at 920 US Route 202, Raritan, NJ 08869 (hereinafter referred to as “Company”), Legend Biotech USA Inc. with registered offices at 2101 Cottontail Lane, Somerset, NJ 08873 (hereinafter referred to individually as “Legend” and collectively with Company as “Collaboration Partners”) and Novartis Pharmaceuticals Corporation with registered offices at One Health Plaza, East Hanover, NJ 07936 (hereinafter referred to as “Provider”). Company, Legend and Provider may be hereinafter referred to collectively as the “Parties” and individually as a “Party”. This Amendment amends the Master Technology Transfer, Manufacturing and Clinical Supply Services Agreement for BCMA CAR-T Product with an Effective Date of April 12, 2023 by and among Company, Legend and Provider, as previously amended (the “Agreement”). All term
LEASE AGREEMENTLease Agreement • May 13th, 2020 • Legend Biotech Corp • Pharmaceutical preparations • New Jersey
This LEASE AGREEMENT (this “Lease”) is dated February 8, 2018 and is between GENSCRIPT USA HOLDING, INC. (“Landlord”), and LEGEND BIOTECH USA INC. (“Tenant”).
