ContractWarrant Agreement • September 1st, 2005 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED, OR (iii) RECEIPT OF A NO-ACTION LETTERS FROM THE APPROPRIATE GOVERNMENTAL AUTHORITIES.
EXECUTIVE SEVERANCE BENEFITS AGREEMENTExecutive Severance Benefits Agreement • September 1st, 2005 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • California
This EXECUTIVE SEVERANCE BENEFITS AGREEMENT (the “Agreement”) is entered into this 5th day of August, 2005 (the “Effective Date”), between JAMES W. YOUNG, PH.D.(“Executive”) and SUNESIS PHARMACEUTICALS, INC. (the “Company”). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events. Certain capitalized terms used in this Agreement are defined in Article 6.
VENTURE LOAN AND SECURITY AGREEMENTVenture Loan and Security Agreement • September 1st, 2005 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • California
This Venture Loan and Security Agreement (this “Agreement”) is made by and among Sunesis Pharmaceuticals, Inc., a Delaware corporation (“Borrower”); Horizon Technology Funding Company LLC, a Delaware limited liability company (“Horizon”) and Oxford Finance Corporation (“Oxford” and collectively with Horizon, “Lenders”); and Horizon, as agent for Lenders hereunder (Horizon, in such capacity, together with any successor agent appointed pursuant to this Agreement, being “Agent”). Lenders, Agent and Borrower hereby agree as follows:
SUNESIS PHARMACEUTICALS, INC. AMENDMENT TO EIGHTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • September 1st, 2005 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations
This Amendment (the “Amendment”) to the Eighth Amended and Restated Investor Rights Agreement dated August 30, 2004, as amended (the “Agreement”), is entered into as of August 25, 2005 by and among Sunesis Pharmaceuticals, Inc., a Delaware corporation (the “Company”), Horizon Technology Funding Company II LLC (“Horizon II”), Horizon Technology Funding Company III LLC (“Horizon III”), Oxford Finance Corporation (“Oxford”) and the parties to the Agreement set forth on the signature pages hereto (the “Prior Investors”). The Prior Investors, Horizon II, Horizon III and Oxford are collectively referred to hereinafter as the “Investors” and each individually as an “Investor.” Capitalized terms used herein without definition have the meanings given to such terms in the Agreement.
CONSULTING AGREEMENTConsulting Agreement • September 1st, 2005 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • California
This Consulting Agreement (“Agreement”) is entered into and effective as of August 8, 2005 (the “Effective Date”), between Sunesis Pharmaceuticals Inc., a Delaware Corporation (“Sunesis”) and James A. Wells, Ph.D. (“Consultant”).
LICENSE AGREEMENT between SUNESIS PHARMACEUTICALS, INC. and BRISTOL-MYERS SQUIBB COMPANYLicense Agreement • September 1st, 2005 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS LICENSE AGREEMENT (this “Agreement”) is made and entered into as of April 27, 2005 (the “Effective Date”), by and between Bristol-Myers Squibb Company, a Delaware corporation headquartered at 345 Park Avenue, New York, New York 10154 (“BMS”), and Sunesis Pharmaceuticals, Inc., a Delaware corporation having its principal place of business at 341 Oyster Point Boulevard, South San Francisco, California 94080 (“Sunesis”). BMS and Sunesis are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
