Exhibit 10.12 SEVERANCE AGREEMENT This SEVERANCE AGREEMENT (this "Agreement"), made as of the 28th day of May 1996 (the "Effective Date"), by and between T CELL SCIENCES, INC., a Massachusetts corporation with its main office in Needham, Massachusetts...Severance Agreement • March 26th, 1997 • T Cell Sciences Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledMarch 26th, 1997 Company Industry Jurisdiction
OPTION AGREEMENTOption Agreement • June 1st, 1998 • T Cell Sciences Inc • In vitro & in vivo diagnostic substances • New York
Contract Type FiledJune 1st, 1998 Company Industry Jurisdiction
EXHIBIT 99.3 SECURITIES PURCHASE AGREEMENT DATED AS OF JULY 13, 2000Securities Purchase Agreement • August 7th, 2000 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledAugust 7th, 2000 Company Industry Jurisdiction
Exhibit 10.6 Dear : The Board of Directors (the "Board") of T Cell Sciences, Inc. (the "Company") has determined that appropriate steps should be taken to reinforce and encourage the continued attention and dedication of members of the Company's...Change in Control Agreement • March 28th, 2000 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances
Contract Type FiledMarch 28th, 2000 Company Industry
WITNESSETHConsulting Agreement • March 26th, 1997 • T Cell Sciences Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledMarch 26th, 1997 Company Industry Jurisdiction
Exhibit 4.1 ------------------- STOCK PURCHASE AGREEMENT THIS AGREEMENT is made as of the day of March, 1998, between T Cell Sciences, Inc. (the "Company"), a corporation organized under the laws of the State of Delaware with its principal offices at...Stock Purchase Agreement • June 12th, 1998 • T Cell Sciences Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledJune 12th, 1998 Company Industry Jurisdiction
Exhibit 99.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT is made as of July 13, 2000, by and among Avant Immunotherapeutics, Inc., a Delaware corporation (the "Company"), and the Persons set forth on Schedule I attached hereto...Registration Rights Agreement • August 7th, 2000 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledAugust 7th, 2000 Company Industry Jurisdiction
STOCK PURCHASE AGREEMENT DATED DECEMBER 1, 2000 BY AND BETWEEN AVANT IMMUNOTHERAPEUTICS, INC.Stock Purchase Agreement • March 27th, 2001 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledMarch 27th, 2001 Company Industry Jurisdiction
Exhibit 10.15Settlement Agreement • March 30th, 1998 • T Cell Sciences Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledMarch 30th, 1998 Company Industry Jurisdiction
CELLDEX THERAPEUTICS, INC. 8,520,000 Shares of Common Stock (par value $0.001 per share) Underwriting AgreementUnderwriting Agreement • March 1st, 2024 • Celldex Therapeutics, Inc. • In vitro & in vivo diagnostic substances • New York
Contract Type FiledMarch 1st, 2024 Company Industry JurisdictionCelldex Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 8,520,000 shares of its common stock, par value $0.001 per share (the “Shares”). The 8,520,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 1,278,000 Shares pursuant to such option collectively called the “Option Shares.” The Firm Shares and, if and to the extent such option is exercised, the Option Shares, are collectively called the “Offered Shares.” Leerink Partners LLC and Cowen and Company, LLC have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean Le
ANDSecurities Purchase Agreement • October 20th, 1999 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • New York
Contract Type FiledOctober 20th, 1999 Company Industry Jurisdiction
WITNESSETHEmployment Agreement • July 16th, 1998 • T Cell Sciences Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledJuly 16th, 1998 Company Industry Jurisdiction
Exhibit 10.7 CONSULTING AGREEMENT THIS AGREEMENT, dated this 1st of January 1997, between DR. PATRICK C. KUNG, residing at 5 Joseph Comee Road, Lexington, Massachusetts 02173 (the "Consultant"), and T CELL SCIENCES, INC., with its headquarters at 119...Consulting Agreement • March 26th, 1997 • T Cell Sciences Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledMarch 26th, 1997 Company Industry Jurisdiction
RECITALSLicense Agreement • March 28th, 2000 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledMarch 28th, 2000 Company Industry Jurisdiction
CELLDEX THERAPEUTICS, INC. Shares of Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales AgreementSales Agreement • February 26th, 2024 • Celldex Therapeutics, Inc. • In vitro & in vivo diagnostic substances • New York
Contract Type FiledFebruary 26th, 2024 Company Industry JurisdictionCelldex Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
AMENDMENT TO LEASE BETWEEN MOULTON REALTY COMPANY AND VIRUS RESEARCH INSTITUTE, INC.Lease • March 28th, 2000 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledMarch 28th, 2000 Company Industry Jurisdiction
PRICING AGREEMENT Roth Capital Partners. LLC 24 Corporate Plaza Newport Beach, CA 92660Pricing Agreement • February 23rd, 2004 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances
Contract Type FiledFebruary 23rd, 2004 Company Industry
AGREEMENT BETWEENConfidentiality Agreement • March 27th, 2001 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • England
Contract Type FiledMarch 27th, 2001 Company Industry Jurisdiction
EXHIBIT 10.20 LICENSE AGREEMENT This License Agreement ("Agreement") is made effective as of this first day of December 1997, between VIRUS RESEARCH INSTITUTE, Inc., having a place of business at 61 Moulton Street, Cambridge, MA 02138, USA (herein...License Agreement • March 28th, 2000 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledMarch 28th, 2000 Company Industry Jurisdiction
WITNESSETH:License Agreement • March 28th, 2000 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • Ohio
Contract Type FiledMarch 28th, 2000 Company Industry Jurisdiction
WITNESSETHEmployment Agreement • March 25th, 1999 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledMarch 25th, 1999 Company Industry Jurisdiction
BETWEENAsset Purchase Agreement • March 20th, 1996 • T Cell Sciences Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledMarch 20th, 1996 Company Industry Jurisdiction
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • December 12th, 2000 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • Delaware
Contract Type FiledDecember 12th, 2000 Company Industry Jurisdiction
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 1st, 2021 • Celldex Therapeutics, Inc. • In vitro & in vivo diagnostic substances • Delaware
Contract Type FiledJuly 1st, 2021 Company Industry JurisdictionThis AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of July 1, 2021 (the “Effective Date”), between Diane Young, MD (the “Executive”) and CELLDEX THERAPEUTICS, INC., a Delaware corporation (the “Company”) (collectively, the Executive and the Company shall be referred to as the “Parties”).
AVANT IMMUNOTHERAPEUTICS, INC. AND EQUISERVE TRUST COMPANY, N.A. AS RIGHTS AGENT SHAREHOLDER RIGHTS AGREEMENT DATED AS OF NOVEMBER 5, 2004Shareholder Rights Agreement • November 8th, 2004 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • Delaware
Contract Type FiledNovember 8th, 2004 Company Industry JurisdictionAgreement, dated as of November 5, 2004, between AVANT Immunotherapeutics, Inc., a Delaware corporation (the "Company"), and EquiServe Trust Company, N.A., a national trust company (the "Rights Agent").
AMENDMENT TO RIGHTS AGREEMENT 1. GENERAL BACKGROUND. In accordance with Supplements and Amendments Section of the Rights Agreement between State Street Bank and Trust Company (the "Rights Agent") and Avant Immunotherapeutics, Inc. ("AVANT...Rights Agreement • March 27th, 2002 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances
Contract Type FiledMarch 27th, 2002 Company Industry
INCENTIVE STOCK OPTION GRANT AGREEMENT CELLDEX THERAPEUTICS, INC.Incentive Stock Option Grant Agreement • June 17th, 2021 • Celldex Therapeutics, Inc. • In vitro & in vivo diagnostic substances • Delaware
Contract Type FiledJune 17th, 2021 Company Industry JurisdictionThis Stock Option Grant Agreement (the “Grant Agreement”) is made and entered into effective on the Date of Grant set forth in Exhibit A (the “Date of Grant”) by and between Celldex Therapeutics, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Optionee”).
RECITALSLicense Agreement • March 28th, 2000 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • Massachusetts
Contract Type FiledMarch 28th, 2000 Company Industry Jurisdiction
7,000,000 Shares Celldex Therapeutics, Inc. Common Stock, $0.001 Par Value per Share UNDERWRITING AGREEMENTUnderwriting Agreement • December 5th, 2013 • Celldex Therapeutics, Inc. • In vitro & in vivo diagnostic substances • New York
Contract Type FiledDecember 5th, 2013 Company Industry Jurisdiction
NONQUALIFIED STOCK OPTION GRANT AGREEMENT CELLDEX THERAPEUTICS, INC.Nonqualified Stock Option Grant Agreement • June 17th, 2021 • Celldex Therapeutics, Inc. • In vitro & in vivo diagnostic substances • Delaware
Contract Type FiledJune 17th, 2021 Company Industry JurisdictionThis Stock Option Grant Agreement (the “Grant Agreement”) is made and entered into effective on the Date of Grant set forth in Exhibit A (the “Date of Grant”) by and between Celldex Therapeutics, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Optionee”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 6th, 2011 • Celldex Therapeutics, Inc. • In vitro & in vivo diagnostic substances • Maryland
Contract Type FiledJanuary 6th, 2011 Company Industry JurisdictionTHIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of December 30, 2010 (the “Effective Date”) among MIDCAP FINANCIAL, LLC, a Delaware limited liability company, with an office located at 7735 Old Georgetown Road, Suite 400, Bethesda, Maryland 20814 (“MidCap”), as collateral agent (“Agent”), the Lenders listed on Schedule 1.1 hereof and otherwise party hereto from time to time (each a “Lender” and collectively, the “Lenders”), CELLDEX THERAPEUTICS, INC., a Delaware corporation (“Celldex”) and CELLDEX RESEARCH CORPORATION, a Delaware corporation (“Celldex Research”; Celldex and Celldex Research are referred to herein individually and collectively, jointly and severally, as “Borrower”) provides the terms on which Lenders shall lend to Borrower and Borrower shall repay Lenders. The parties agree as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 2nd, 2003 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • New York
Contract Type FiledJuly 2nd, 2003 Company Industry JurisdictionThis Registration Rights Agreement (this "Agreement") is made and entered into as of July 1, 2003, by and among AVANT Immunotherapeutics, Inc., a Delaware corporation (the "Company"), and the investors signatory hereto (each a "Purchaser" and collectively, the "Purchasers").
EMPLOYMENT AGREEMENTEmployment Agreement • January 18th, 2008 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • New Jersey
Contract Type FiledJanuary 18th, 2008 Company Industry JurisdictionThis EMPLOYMENT AGREEMENT (the “Agreement”) is entered into this 5th day of April 2006 (the “Effective Date”), between DR. THOMAS DAVIS, whose principal residence is located at 6275 Firethorn Lane, Clarksville, Maryland 21029 (the “Executive”), and CELLDEX THERAPEUTICS, INC., with its principal place of business located at 222 Cameron Drive, Suite 400, Phillipsburg, New Jersey 08865 (the “Company”) (collectively, the Executive and the Company shall be referred to as the “Parties”). In consideration of the mutual promises and agreements contained herein, the Parties agree as follows:
EXHIBIT 1.1 PLACEMENT AGENCY AGREEMENT February 13, 2004 Roth Capital Partners, LLC 24 Corporate Plaza Newport Beach, CA 92660 Ladies and Gentlemen: INTRODUCTORY. AVANT Immunotherapeutics, Inc., a Delaware corporation (the "Company"), proposes,...Placement Agency Agreement • February 23rd, 2004 • Avant Immunotherapeutics Inc • In vitro & in vivo diagnostic substances • California
Contract Type FiledFebruary 23rd, 2004 Company Industry Jurisdiction
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions. THIRD AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • March 7th, 2018 • Celldex Therapeutics, Inc. • In vitro & in vivo diagnostic substances • Connecticut
Contract Type FiledMarch 7th, 2018 Company Industry JurisdictionTHIS THIRD AMENDED AND RESTATED LICENSE AGREEMENT (this “AGREEMENT”), dated as of March 14, 2013 (the “THIRD AMENDMENT EFFECTIVE DATE”), by and between YALE UNIVERSITY, a corporation organized and existing under and by virtue of a charter granted by the general assembly of the Colony and State of Connecticut and located in New Haven, Connecticut (“YALE”), and KOLLTAN PHARMACEUTICALS, INC., a corporation organized and existing under the laws of the State of Delaware, and with principal offices located at 300 George Street, New Haven, CT 06511 (“LICENSEE”) is effective as of the THIRD AMENDMENT EFFECTIVE DATE.