● ] Shares Artiva Biotherapeutics, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • July 15th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 2nd, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [___________________] between Artiva Biotherapeutics, Inc., a Delaware corporation (the “Company”), and [___________] (“Indemnitee”).
Artiva Biotherapeutics, Inc. Common Stock Underwriting AgreementUnderwriting Agreement • January 21st, 2022 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
Artiva Biotherapeutics, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [●] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [●] additional shares (the “Optional Shares”) of Common Stock (“Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
INDEMNITY AGREEMENTIndemnity Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of ___________ _____, 2024, is made by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (the “Company”), and [______] (“Indemnitee”).
INDEMNITY AGREEMENTIndemnification Agreement • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of ___________ _____, 2021, is made by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (the “Company”), and [______] (“Indemnitee”).
OFFICE LEASEOffice Lease • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
This Office Lease (the “Lease”), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”), below, is made by and between HSPF LA JOLLA COMMONS I INVESTORS LLC, a Delaware limited liability company (“Landlord”), and ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Tenant”).
SELECTED PRODUCT LICENSE AGREEMENT (AB-101)Selected Product License Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
THIS SELECTED PRODUCT LICENSE AGREEMENT (the “Agreement”) is made and entered into as of November 21, 2019 (the “Effective Date”) by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having a place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121, USA, and GREEN CROSS LABCELL CORPORATION, a Korean corporation (“GCLC”), with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 446-850, 16924, Republic of South Korea. Artiva and GCLC are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
Private & ConfidentialEmployment Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
On behalf of Artiva Biotherapeutics, Inc. (the “Company”), I am pleased to offer you employment under the terms set forth in this offer letter agreement (this “Agreement”). These employment terms will be effective as of your start date, which will be on December 31, 2021 (the “Start Date”).
Dr. Heather Raymon Private & ConfidentialEmployment Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
On behalf of Artiva Biotherapeutics, Inc. (the “Company”), I am pleased to offer you employment under the terms set forth in this offer letter agreement (this “Agreement”). These employment terms will be effective as of your start date, which will be on or around October 22, 2020 (the “Start Date”).
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of February 22, 2021, by and among Artiva Biotherapeutics, 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 an “Investor.”
CONSULTING AGREEMENTConsulting Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
THIS CONSULTING AGREEMENT (the “Agreement”) is sat by and between ARTIVA BIOTHERAPEUTICS, INC. (“Company”) and MEF CONSULTING LLC, a Limited liability company (“Consultant”), effective as of April 3, 2023 (the “Effective Date”).
Re: Employment Offer LetterEmployment Offer Letter • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
On behalf of Artiva Biotherapeutics, Inc. (the “Company”), I am pleased to offer you employment under the terms set forth in this offer letter agreement (this “Agreement”). These employment terms will be effective as of your start date, September 16th, 2020.
Agreement Confidential QA Controlled Document Master Agreement for Manufacturing Services March 16, 2020 / DCR001 AGR001.01Master Agreement for Manufacturing Services • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
Amendment No. 1 to Option and License AgreementOption and License Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
This Amendment No. 1 (this “Amendment”), effective as of June 23, 2020, amends certain provisions of the Option and License Agreement dated September 4, 2019, between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having its principal place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121 and GREEN CROSS LABCELL CORPORATION, a Korean corporation (“GCLC”), with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 446-850, 16924, Republic of South Korea (hereinafter the “Original Agreement”).
OPTION AND LICENSE AGREEMENTOption and License Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
THIS OPTION AND LICENSE AGREEMENT (the “Agreement”) is made and entered into as of September 4, 2019 (the “Effective Date”) by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having a place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121, USA, and GREEN CROSS LABCELL CORPORATION, a Korean corporation (“GCLC”), with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 446-850, 16924, Republic of South Korea. Artiva and GCLC are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
COLLABORATION AGREEMENTCollaboration Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This COLLABORATION AGREEMENT (this “Agreement”), made as of November 1, 2022 (the “Effective Date”), is by and between AFFIMED GMBH, a German corporation (“Affimed”), having a primary place of business at Im Neuenheimer Feld 582, 69120 Heidelberg, Germany, and ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having a primary place of business at 5505 Morehouse Drive, Suite 100, San Diego, CA 92121, USA. Affimed and Artiva are each referred to herein individually as a “Party” and collectively the “Parties”.
MASTER RESEARCH SERVICES AGREEMENT (For Selected Products)Master Research Services Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
THIS MASTER RESEARCH SERVICES AGREEMENT (the “Agreement”) is made as of August 3, 2020 (the “Effective Date”), by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation, having an address of 4747 Executive Drive, Suite 1150, San Diego, CA 92121 (“Artiva”), and GREEN CROSS LABCELL CORPORATION, a Korean corporation, with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 446-850, 16924, Republic of Korea (“GCLC”).
Omnibus AmendmentOmnibus Amendment • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
This Omnibus Amendment (this “Amendment”), effective as of February 3, 2022, is entered into by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having its principal place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121 and GC CELL CORPORATION (F/K/A GREEN CROSS LABCELL CORPORATION), a Korean corporation (“GC Cell” or “GCLC”), with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 16924, Republic of South Korea.
Re: Employment Offer LetterEmployment Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
On behalf of the Board of Directors of Artiva Biotherapeutics, Inc. (the “Company”), I am pleased to offer you employment under the terms set forth in this offer letter agreement (this “Agreement”). These employment terms are contingent upon Board approval, and will be effective as of your start date, which will be on January 1, 2021 (the “Start Date”).
FIRST AMENDMENT TO LICENSE AGREEMENTLicense Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
THIS FIRST AMENDMENT TO LICENSE AGREEMENT (this “First Amendment”) is made as of May 9, 2022, by and between ARE-SD REGION NO. 37, LLC, a Delaware limited liability company (“Licensor”), and ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Licensee”).
Amendment No. 2 to Strategic Collaboration AgreementStrategic Collaboration Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
This Amendment No. 2 (the “Amendment”), effective as of June 30, 2023 (the “Amendment Date”), amends certain provisions of the Strategic Collaboration Agreement dated November 1, 2022, amended November 14, 2022 (the “Agreement”), between Affimed GmbH, a German corporation having its principal office at Im Neuenheimer Feld 582, 69120 Heidelberg, Germany (“Affimed”) and Artiva Biotherapeutics, Inc., a Delaware corporation having its principal office at 5505 Morehouse Drive, Suite 100, San Diego, CA 92121, USA (“Artiva”) (Affimed and Artiva each a “Party” and together the “Parties”).
Re: Separation AgreementSeparation Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
This letter sets forth the substance of the separation agreement (the “Agreement”) that Artiva Biotherapeutics, Inc. (the “Company”) is offering to you to aid in your employment transition.
Michael Faerm Re: Separation Agreement Dear Mike:Separation Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
This letter sets forth the substance of the separation agreement (the “Agreement”) that Artiva Biotherapeutics, Inc. (the “Company”) is offering to you to aid in your employment transition.
Amendment No. 1 to Master Agreement for Manufacturing ServicesMaster Agreement for Manufacturing Services • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
This Amendment No. 1 (this “Amendment”), effective as of June 16, 2020, amends certain provisions of the Master Agreement for Manufacturing Services dated March 16, 2020, between Artiva Biotherapeutics, Inc. (“Company”), having its principal place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121 and Green Cross Cell Corporation, a Korean corporation (“Manufacturer”), with its principal place of business located at 107, lhyeon-ro 30 beon-gil, Giheung- gu, Yongin-si, Gyeonggi-do, 16924, Republic of South Korea (hereinafter the “Original Agreement”).
CONSULTING AGREEMENTConsulting Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
THIS CONSULTING AGREEMENT (the “Agreement”) is made by and between ARTIVA BIOTHERAPEUTICS, INC. (“Company”) and DIEGO MIRALLES (“Consultant”), effective as of NOVEMBER 1, 2023 (the “Effective Date”).
Amendment No. 1 to Master Agreement for Manufacturing ServicesMaster Agreement for Manufacturing Services • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
This Amendment No. 1 (this “Amendment”), effective as of June 16, 2020, amends certain provisions of the Master Agreement for Manufacturing Services dated March 16, 2020, between Artiva Biotherapeutics, Inc. (“Company”), having its principal place of business at 4747 Executive Drive, Suite 1150, San Diego, CA 92121 and Green Cross Cell Corporation, a Korean corporation (“Manufacturer”), with its principal place of business located at 107, lhyeon-ro 30 beon-gil, Giheung- gu, Yongin-si, Gyeonggi-do, 16924, Republic of South Korea (hereinafter the “Original Agreement”).
Amendment No. 1 to Consulting AgreementConsulting Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
This Amendment No. 1 (the “Amendment”), effective as of October 3, 2023, amends certain provisions of the Consulting Agreement dated April 3, 2023 (the “Agreement”), between Artiva Biotherapeutics, Inc. (“Company”), having its principal place of business at 5505 Morehouse Drive, Suite 100, San Diego, CA 92121 and MEF Consulting LLC (“Consultant”).
MERCK PARTNERED PRODUCT RESEARCH SERVICES AND LICENSE AGREEMENTMerck Partnered Product Research Services and License Agreement • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
THIS MERCK PARTNERED PRODUCT RESEARCH SERVICES AND LICENSE AGREEMENT (the “Agreement”) is made as of January 27, 2021 (the “Effective Date”), by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having an address of 4747 Executive Drive, Suite 1150, San Diego, CA 92121, and GREEN CROSS LABCELL CORPORATION, a Korean corporation (“GCLC”), with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 446-850, 16924, Republic of Korea.
EXCLUSIVE LICENSE AND RESEARCH COLLABORATION AGREEMENT by and between Artiva Biotherapeutics, Inc. and Merck Sharp & Dohme Corp.Exclusive License and Research Collaboration Agreement • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Exclusive License and Research Collaboration Agreement (this “Agreement”) is effective as of January 27, 2021 (the “Effective Date”) and is entered into by and between Artiva Biotherapeutics, Inc., a corporation organized and existing under the laws of Delaware (“Company”) and Merck Sharp & Dohme Corp., a corporation organized and existing under the laws of New Jersey (“Merck”).
First Amendment to Collaboration AgreementCollaboration Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
This Amendment (the “Amendment”) to the Collaboration Agreement (the “Agreement”) dated November 1, 2022, by and between AFFIMED GMBH (“Affimed”) and ARTIVA BIOTHERAPEUTICS, INC. (“Artiva”), (Affimed and Artiva together the “Parties” and each a “Party”) is effective November 14, 2022 (the “Amendment Effective Date”).
Amendment No. 1 to Consulting AgreementConsulting Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
This Amendment No. 1 (the “Amendment”), effective as of September 1, 2023, amends certain provisions of the Consulting Agreement dated March 31, 2023 (the “Agreement”), between Artiva Biotherapeutics, Inc. (“Company”), having its principal place of business at 5505 Morehouse Drive, Suite 100, San Diego, CA 92121 and Peter Flynn (“Consultant”).
Dated November 5, 2020 Affimed GmbH and Artiva Biotherapeutics, Inc. Strategic Collaboration AgreementStrategic Collaboration Agreement • April 8th, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Strategic Collaboration Agreement (Agreement) is made and entered into as of November 5, 2020 (the Effective Date) by and between Affimed GmbH, a German corporation having its principal office at Im Neuenheimer Feld 582, 69120 Heidelberg, Germany (Affimed) and Artiva Biotherapeutics, Inc. (Artiva), a US corporation having its principal office at, 4747 Executive Drive #1150, San Diego, CA 92121, USA (Artiva), (Affimed and Artiva each a Party and together the Parties).
SELECTED PRODUCT LICENSE AGREEMENT (CD5)Selected Product License Agreement • June 28th, 2024 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
THIS SELECTED PRODUCT LICENSE AGREEMENT (the “Agreement”) is made and entered into as of December 20, 2022 (the “Effective Date”) by and between ARTIVA BIOTHERAPEUTICS, INC., a Delaware corporation (“Artiva”), having a place of business at 5505 Morehouse Drive, Suite 100, San Diego, CA 92121, USA, and GC CELL CORPORATION, a Korean corporation (“GCC” or “GCLC”), with its principal place of business at 107, Ihyeon-ro 30 beon-gil, Giheung-gu, Yongin-si, Gyeonggi-do, 16924, Republic of Korea. Artiva and GCC are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
March 16th, 2019 Dr. Peter Flynn Re: Employment Offer Letter Dear PeterEmployment Agreement • March 2nd, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
On behalf of Artiva Biotherapeutics, Inc. (the “Company”), I am pleased to offer you employment under the terms set forth in this offer letter agreement (this “Agreement”). These employment terms will be effective as of your start date, which will be April 15th, 2019 (the first date of your employment, the “Start Date”). This offer is contingent upon approval by the Company’s Board of Directors (the “Board”), and your successful completion of a background check to the satisfaction of the Company.
Re: Employment Offer LetterEmployment Agreement • March 2nd, 2021 • Artiva Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
On behalf of the Board of Directors of Artiva Biotherapeutics, Inc. (the “Company”), I am pleased to offer you employment under the terms set forth in this offer letter agreement (this “Agreement”). These employment terms are contingent upon Board approval, and will be effective as of your start date, which will be on January 1, 2021 (the “Start Date”).
