EXHIBIT 4.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE LAWS, AND NO INTEREST THEREIN MAY BE SOLD, DISTRIBUTED, ASSIGNED, OFFERED, PLEDGED...Warrant Agreement • April 28th, 1998 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • Washington
Contract Type FiledApril 28th, 1998 Company Industry Jurisdiction
COMMON STOCK PURCHASE WARRANT AMPLIPHI BIOSCIENCES CORPORATIONCommon Stock Purchase Warrant • October 9th, 2018 • AmpliPhi Biosciences Corp • Biological products, (no disgnostic substances) • New York
Contract Type FiledOctober 9th, 2018 Company Industry JurisdictionTHIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and until 5:00 p.m. (New York City time) on ______________1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from AmpliPhi Biosciences Corporation, a Washington corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 22nd, 2018 • AmpliPhi Biosciences Corp • Biological products, (no disgnostic substances) • New York
Contract Type FiledMarch 22nd, 2018 Company Industry JurisdictionThis Securities Purchase Agreement (this “Agreement”) is dated as of March 20, 2018, between AmpliPhi Biosciences Corporation, a Washington corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
EXHIBIT 10.17 TOOption Agreement • March 23rd, 2000 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • North Carolina
Contract Type FiledMarch 23rd, 2000 Company Industry Jurisdiction
SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of July 21, --------- 1999, among Targeted Genetics Corporation, a Washington corporation (the "Company"), and Elan International Services, Ltd., a Bermuda private limited -------- company,...Securities Purchase Agreement • August 4th, 1999 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • New York
Contract Type FiledAugust 4th, 1999 Company Industry Jurisdiction
EXHIBIT 10.29 THIRD AMENDMENT TO LEASE AGREEMENT This THIRD AMENDMENT TO LEASE AGREEMENT (this "Amendment") is entered into as of October 30, 1998 by and between Ironwood Apartments, Inc., as successor to Metropolitan Federal Savings and Loan...Lease Agreement • March 10th, 1999 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances)
Contract Type FiledMarch 10th, 1999 Company Industry
1 EXHIBIT 2.1 RIGHTS AGREEMENT DATED AS OF OCTOBER 17, 1996Rights Agreement • October 22nd, 1996 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • Washington
Contract Type FiledOctober 22nd, 1996 Company Industry Jurisdiction
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 25th, 2007 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances)
Contract Type FiledJune 25th, 2007 Company IndustryThis Registration Rights Agreement (this “Agreement”) is made and entered into as of June 22, 2007, between (i) Targeted Genetics Corporation, a Washington corporation (the “Company”) (ii) each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”) and (iii) each person or entity that subsequently becomes a party to this Agreement pursuant to, and in accordance with, the provisions of Section 6(p) hereof.
EXHIBIT 10.16 SECOND AMENDMENT TO THE FIRST AMENDED AND RESTATED LICENSE AGREEMENT BETWEEN THE UNIVERSITY OF TENNESSEE RESEARCH CORPORATION AND RGENE THERAPEUTICS, INC.License Agreement • March 10th, 1999 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances)
Contract Type FiledMarch 10th, 1999 Company Industry
RECITALSRights Agreement • October 1st, 2003 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances)
Contract Type FiledOctober 1st, 2003 Company Industry
1.1 This Warrant may be exercised by the Registered Holder, in whole or in part, during the Exercise Period by surrendering this Warrant, with the purchase form appended hereto as Exhibit I duly executed by such Registered --------- Holder or by such...Common Stock Purchase Warrant • August 5th, 1999 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • Washington
Contract Type FiledAugust 5th, 1999 Company Industry Jurisdiction
BY AND AMONGMerger Agreement • July 30th, 2004 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • Washington
Contract Type FiledJuly 30th, 2004 Company Industry Jurisdiction
6. Conditions of the Company's Obligations at Closing.......................... 10 6.1 Representations and Warranties........................................ 10 -i-Common Stock Purchase Agreement • January 6th, 1999 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • New York
Contract Type FiledJanuary 6th, 1999 Company Industry Jurisdiction
OFFICE LEASEOffice Lease • March 17th, 1997 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances)
Contract Type FiledMarch 17th, 1997 Company Industry
BETWEENMaster Agreement • January 6th, 1999 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • New York
Contract Type FiledJanuary 6th, 1999 Company Industry Jurisdiction
ANDLicense Agreement • August 4th, 1999 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • New York
Contract Type FiledAugust 4th, 1999 Company Industry Jurisdiction
PRE-FUNDED COMMON STOCK PURCHASE WARRANT AMPLIPHI BIOSCIENCES CORPORATIONPre-Funded Common Stock Purchase Warrant • October 9th, 2018 • AmpliPhi Biosciences Corp • Biological products, (no disgnostic substances) • New York
Contract Type FiledOctober 9th, 2018 Company Industry JurisdictionTHIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [ISSUE DATE] (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from AmpliPhi Biosciences Corporation, a Washington corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the aggregate exercise price, as described in Section 2(b).
EXHIBIT 10.34 AGREEMENT AND PLAN OF MERGERMerger Agreement • March 21st, 2002 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • New York
Contract Type FiledMarch 21st, 2002 Company Industry Jurisdiction
EXHIBIT 4.1 TARGETED GENETICS CORPORATION INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • April 28th, 1998 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • Washington
Contract Type FiledApril 28th, 1998 Company Industry Jurisdiction
COMMON STOCK PURCHASE WARRANT AMPLIPHI BIOSCIENCES CORPORATIONCommon Stock Purchase Warrant • June 1st, 2016 • AmpliPhi Biosciences Corp • Biological products, (no disgnostic substances) • New York
Contract Type FiledJune 1st, 2016 Company Industry JurisdictionTHIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Ampliphi Biosciences Corporation, a Washington corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
BetweenLease Amendment • August 14th, 2001 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances)
Contract Type FiledAugust 14th, 2001 Company Industry
1 EXHIBIT 1.3 FIRST AMENDMENT TO THE WARRANT AGREEMENT FIRST AMENDMENT TO THE WARRANT AGREEMENT, dated as of July 24, 1997, between TARGETED GENETICS CORPORATION, a Washington corporation (the "Company"), and CHASEMELLON SHAREHOLDER SERVICES, as...Warrant Agreement • July 29th, 1997 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • Washington
Contract Type FiledJuly 29th, 1997 Company Industry Jurisdiction
AmpliPhi Biosciences Corporation and _____________, As Warrant Agent Form Of Common Stock Warrant Agreement Dated As Of __________Common Stock Warrant Agreement • April 28th, 2016 • AmpliPhi Biosciences Corp • Biological products, (no disgnostic substances) • New York
Contract Type FiledApril 28th, 2016 Company Industry JurisdictionThis Common Stock Warrant Agreement (this “Agreement”), dated as of [●], between AmpliPhi Biosciences Corporation (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”).
RECITALSIndemnification Agreement • March 23rd, 2000 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • Washington
Contract Type FiledMarch 23rd, 2000 Company Industry Jurisdiction
EXHIBIT 1.5 TARGETED GENETICS CORPORATION CREDIT AGREEMENTCredit Agreement • January 6th, 1999 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • New York
Contract Type FiledJanuary 6th, 1999 Company Industry Jurisdiction
EXHIBIT 10.11 ToExclusive License Agreement • March 31st, 1998 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • Ohio
Contract Type FiledMarch 31st, 1998 Company Industry Jurisdiction
EXHIBIT 10.10 ToPatent License Agreement • March 31st, 1998 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances)
Contract Type FiledMarch 31st, 1998 Company Industry
•] Shares of Common Stock Pre-Funded Warrants to Purchase [•] Shares of Common Stock and Warrants to Purchase [•] Shares of Common Stock AMPLIPHI BIOSCIENCES CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • October 9th, 2018 • AmpliPhi Biosciences Corp • Biological products, (no disgnostic substances) • New York
Contract Type FiledOctober 9th, 2018 Company Industry JurisdictionAmpliPhi Biosciences Corporation, a Washington corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to H.C. Wainwright & Co., LLC, as representative (the “Representative”) of the several underwriters named in Schedule I hereto (each, an “Underwriter”), an aggregate of (a) [•] authorized but unissued shares (the “Firm Shares”) of Common Stock, par value $0.01 per share, of the Company (the “Common Stock”), (b) pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to an aggregate of [•] shares of Common Stock at an exercise price of $0.01 per share and (c) warrants to purchase up to an aggregate of [•] shares of Common Stock (the “Firm Warrants” and, collectively with the Firm Shares and the Pre-Funded Warrants, the “Firm Securities”). The respective amounts of the Firm Securities to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company proposes to
ContractCommon Stock Purchase Warrant • June 25th, 2007 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances)
Contract Type FiledJune 25th, 2007 Company IndustryTHIS WARRANT AND THE SECURITIES REPRESENTED BY THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “ACT”) AND MAY NOT BE OFFERED, SOLD, ASSIGNED, PLEDGED, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM REGISTRATION UNDER SAID ACT AND, IF REQUESTED BY THE COMPANY, UPON DELIVERY OF AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT THE PROPOSED TRANSFER IS EXEMPT FROM SAID ACT.
COMMON STOCK PURCHASE WARRANT AMPLIPHI BIOSCIENCES CORPORATIONCommon Stock Purchase Warrant • November 10th, 2016 • AmpliPhi Biosciences Corp • Biological products, (no disgnostic substances) • New York
Contract Type FiledNovember 10th, 2016 Company Industry JurisdictionTHIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from AmpliPhi Biosciences Corporation, a Washington corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
12 2 conspicuously upon each certificate representing shares of Warrant Stock a legend substantially in the following form, the terms of which are agreed to by the registered holder hereof (including any transferee of this Warrant or the Warrant Stock):Warrant Agreement • August 8th, 1997 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances)
Contract Type FiledAugust 8th, 1997 Company Industry
Funding AgreementFunding Agreement • August 4th, 1999 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • New York
Contract Type FiledAugust 4th, 1999 Company Industry Jurisdiction
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 19th, 2015 • AmpliPhi Biosciences Corp • Biological products, (no disgnostic substances)
Contract Type FiledMarch 19th, 2015 Company IndustryThis Registration Rights Agreement (this “Agreement”) is made and entered into as of March 10, 2015, by and among AmpliPhi Biosciences Corporation, a Washington corporation (the “Company”), and the several purchasers signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).
INDEMNITY AGREEMENTIndemnification Agreement • January 19th, 2016 • AmpliPhi Biosciences Corp • Biological products, (no disgnostic substances) • California
Contract Type FiledJanuary 19th, 2016 Company Industry JurisdictionThis Indemnity Agreement (this “Agreement”) dated as of ___________ _____, 20__, is made by and between AmpliPhi Biosciences Corporation (the “Company”), and _________________ (“Indemnitee”).
COMMON STOCK PURCHASE WARRANT AMPLIPHI BIOSCIENCES CORPORATIONCommon Stock Purchase Warrant • November 17th, 2016 • AmpliPhi Biosciences Corp • Biological products, (no disgnostic substances) • New York
Contract Type FiledNovember 17th, 2016 Company Industry JurisdictionTHIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from AmpliPhi Biosciences Corporation, a Washington corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).