0000912057-14-000407 Sample Contracts

THE AVENTINE OFFICE LEASE
Office Lease • October 3rd, 2014 • Tracon Pharmaceuticals, Inc. • Biological products, (no disgnostic substances)

This Office Lease (the “Lease”), dated for reference purposes only as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”), below, is made by and between GLENBOROUGH AVENTINE, LLC, a Delaware limited liability company (“Landlord”), and TRACON PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).

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EXCLUSIVE LICENSE AGREEMENT
Exclusive License Agreement • October 3rd, 2014 • Tracon Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • New York

This Exclusive License Agreement (“Agreement”), effective as of November 1, 2005 (“Effective Date”), is entered into by and between Health Research, Inc., a New York corporation, with a principal place of business at Elm & Carlton Streets, Buffalo, New York 14263 (“HRI”) and ROSWELL PARK CANCER INSTITUTE (“Roswell”), with a place of business at Carlton and Elm Streets, Buffalo, New York 14263 (HRI and Roswell are collectively referred to as “Licensor”) and TRaCON Pharmaceuticals, Inc., a corporation duly organized and existing under the laws of the State of Delaware with offices at 787 Seventh Avenue, 48th Floor, New York, NY 10036 (“Company”).

EMPLOYMENT AGREEMENT
Employment Agreement • October 3rd, 2014 • Tracon Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • California

This employment agreement (the “Agreement”) is entered into by and between H Casey Logan (“you” or “your”) and Tracon Pharmaceuticals, Inc., a Delaware corporation, (the “Company”). This Agreement has an effective date of [February 18, 2013] (the “Effective Date”).

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • October 3rd, 2014 • Tracon Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • California

This Amended and Restated Agreement (this “Agreement”), dated as of May 7, 2014 by and between TRACON PHARMACEUTICALS, INC., a Delaware corporation with principal executive offices at 8910 University Center Drive, Suite 700, San Diego, California (the “Company”) and CHARLES P. THEUER whose mailing address is P.O. Box 90729, San Diego, California 92169 (the “Executive”).

TRACON PHARMACEUTICALS, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT September 19, 2014
Investors’ Rights Agreement • October 3rd, 2014 • Tracon Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • California

This Amended and Restated Investors’ Rights Agreement (the “Agreement”) is made as of the 19th day of September, 2014, by and among TRACON Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the investors listed on Exhibit A hereto, each of which is herein referred to as an “Investor.”

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