ContractWarrant Agreement • December 24th, 2009 • Tengion Inc • 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) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATIONS ARE NOT REQUIRED, (iii) RECEIPT OF NO-ACTION LETTERS FROM THE APPROPRIATE GOVERNMENTAL AUTHORITIES, OR (iv) OTHERWISE COMPLYING WITH THE PROVISIONS OF SECTION 7 OF THIS WARRANT.
VENTURE LOAN AND SECURITY AGREEMENTVenture Loan and Security Agreement • December 24th, 2009 • Tengion Inc • Connecticut
RESTRICTED STOCK PURCHASE AGREEMENTRestricted Stock Purchase Agreement • December 24th, 2009 • Tengion Inc • Delaware
THIS RESTRICTED STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of the 16th day of August, 2004, by and between Tengion, Inc., a Delaware corporation (the “Corporation”), and Steven Nichtberger, M.D. (the “Equity Participant”).
LEASE AGREEMENT BY AND BETWEEN: NORRITON BUSINESS CAMPUS, L.P. (“LESSOR”) AND TENGION, INC. (“LESSEE”) Dated: February 1, 2006Lease Agreement • December 24th, 2009 • Tengion Inc
SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • December 24th, 2009 • Tengion Inc • Delaware
SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT made as of September 24, 2007 (“Investor Rights Agreement”) by and among Tengion, Inc., a Delaware corporation (the “Company”), and the Investors listed on Schedule I hereto (the “Investors”). This Agreement amends and restates that certain Amended and Restated Investor Rights Agreement dated as of June 23, 2006 by and among the Company and certain of the Investors (the “Prior Agreement”).
TENGION, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • December 24th, 2009 • Tengion Inc • Delaware
THIS RESTRICTED STOCK AGREEMENT (this “Agreement”) is entered into as of the 26th day of May, 2004, by and between Tengion, Inc., a Delaware corporation (the “Corporation”), and Steven Nichtberger (the “Lender”).
RESTRICTED STOCK PURCHASE AGREEMENTRestricted Stock Purchase Agreement • December 24th, 2009 • Tengion Inc • Delaware
THIS RESTRICTED STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of the 25 th day of May, 2004, by and between Tengion, Inc., a Delaware corporation (the “Corporation”), and Steven Nichtberger, M.D. (the “Equity Participant”).
AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • December 24th, 2009 • Tengion Inc • Delaware
This AMENDMENT NO. 1 (this “Amendment”) is made as of October 15, 2008 (the “Effective Date”) by and among Tengion, Inc. (the “Company”) and the Investors (as defined in the Agreement (as defined below)). This Amendment amends that certain SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”), dated as of September 24, 2007, by and among the Company and the Investors. All capitalized terms used herein but not otherwise defined shall have the meanings ascribed to such terms in the Agreement.
FIRST AMENDMENT OF VENTURE LOAN AND SECURITY AGREEMENTVenture Loan and Security Agreement • December 24th, 2009 • Tengion Inc • Connecticut
This FIRST AMENDMENT OF VENTURE LOAN AND SECURITY AGREEMENT (this “Agreement”), dated as of September 28, 2007, is entered into by and between TENGION, INC., a Delaware corporation (“Borrower”), and HORIZON TECHNOLOGY FUNDING COMPANY LLC (“Lender”), a Delaware limited liability company.
Kelly A. Morello, PHR Senior Director Human Resources June 16, 2009 Tengion, Inc. 2900 Potshop Lane, Suite 100 East Norriton, PA 19403 Linda B. Hearne direct: (267) 960-4809 main: (267) 960- 4800 fax: (267) 960-4999 Kelly.morello@tengion.comOffer Letter Amendment • December 24th, 2009 • Tengion Inc • Pennsylvania
The purpose of this letter is to amend the terms of the letter agreement from Tengion, Inc. (the “Company”) to you dated September 22, 2004 (the “Offer Letter”). This amendment is effective June 1, 2009. Except as specifically set forth herein, all terms of the Offer Letter shall remain in full force and effect.
SECOND AMENDMENT OF VENTURE LOAN AND SECURITY AGREEMENTVenture Loan and Security Agreement • December 24th, 2009 • Tengion Inc • Connecticut
This SECOND AMENDMENT OF VENTURE LOAN AND SECURITY AGREEMENT (this “Agreement”), dated as of October 31, 2008, is entered into by and between TENGION, INC., a Delaware corporation (“Borrower”), and HORIZON TECHNOLOGY FUNDING COMPANY LLC (“Lender”), a Delaware limited liability company.
MACHINERY AND EQUIPMENT LOAN FUND #25-9-779 LOAN AGREEMENTLoan Agreement • December 24th, 2009 • Tengion Inc
THIS LOAN AGREEMENT, MADE this 20th day of December, 2007, effective as of December 31, 2007 (the “Effective Date”) BY AND BETWEEN TENGION, INC., a corporation organized and existing under the laws of Delaware and having an address of 2900 Potshop Lane, Suite 100, East Norriton, Pennsylvania 19403, (the “Borrower”) and THE COMMONWEALTH OF PENNSYLVANIA, acting by and through the DEPARTMENT OF COMMUNITY AND ECONOMIC DEVELOPMENT, having its principal place of business at Commonwealth Keystone Building, 400 North Street, Fourth Floor, Harrisburg, Pennsylvania 17120 (the “Department”).
North Carolina ) ) FIRST AMENDMENT TO LEASE Forsyth County )Lease • December 24th, 2009 • Tengion Inc
THIS FIRST AMENDMENT TO LEASE (“First Amendment”), is made and entered into this 15th day of March, 2007, by and between FAWN INDUSTRIAL LLC, a Delaware limited liability company and 1881 INDUSTRIAL LLC, a Delaware limited liability company (successors in interest to 3929 Westpoint Industrial, LLC), hereinafter collectively referred to as “Landlord” and TENGION, INC., a Delaware corporation, hereinafter referred to as “Tenant”. Tenant leases from Landlord approximately 25,600 square feet (the “Premises”) known as Suite G, located at 3929 Westpoint Boulevard, Forsyth County, North Carolina.
MACHINERY AND EQUIPMENT LOAN FUND SECURITY AGREEMENTSecurity Agreement • December 24th, 2009 • Tengion Inc • Pennsylvania
THIS AGREEMENT made this 20th day of December, 2007, effective as of December 31, 2007, (the “Effective Date”) between TENGION, INC., a corporation organized and existing under the laws of Delaware and having its principal offices at 2200 Renaissance Boulevard, Suite 150, King of Prussia, Pennsylvania 19406 (the “Debtor”) and the COMMONWEALTH OF PENNSYLVANIA, acting through the DEPARTMENT OF COMMUNITY AND ECONOMIC DEVELOPMENT with an office at 400 North Street, 4th Floor, Harrisburg, Pennsylvania 17120 (the “Department”).
