CELLADON CORPORATION Shares of Common Stock (par value $0.0001 per share) Underwriting AgreementCelladon Corp • October 11th, 2013 • Biological products, (no disgnostic substances) • New York
August 31, 2013 Ryan K. TakeyaRelease Agreement • October 11th, 2013 • Celladon Corp • Biological products, (no disgnostic substances)
On behalf of Celladon Corporation (the “Company”), I am pleased to offer you continued employment at the Company on the terms set forth in this letter agreement (the “Agreement”). Subject to your acceptance by signing below, this Agreement will become effective upon the date of the underwriting agreement between the Company and the underwriter(s) managing the initial public offering of the Company’s common stock, pursuant to which such common stock is priced for the initial public offering (the “Effective Date”). As of the Effective Date, this Agreement replaces and supersedes in its entirety the letter agreement between you and the Company dated January 30, 2012 (the “Prior Agreement”), as provided in Section 12 below.
STANDARD OFFICE LEASE BY AND BETWEEN ARDEN REALTY LIMITED PARTNERSHIP, a Maryland limited partnership AS LANDLORD, AND CELLADON CORPORATION, a California corporation AS TENANT SUITE 240 HIGHLANDS CORPORATE CENTER 12760 High Bluff Drive San Diego,...Standard Office Lease • October 11th, 2013 • Celladon Corp • Biological products, (no disgnostic substances) • California
This Standard Office Lease (“Lease”) is made and entered into as of this 6th day of March, 2012, by and between ARDEN REALTY LIMITED PARTNERSHIP, a Maryland limited partnership (“Landlord”), and CELLADON CORPORATION, a California corporation (“Tenant”).
August 31, 2013Celladon Corp • October 11th, 2013 • Biological products, (no disgnostic substances)
On behalf of Celladon Corporation (the “Company”), I am pleased to offer you continued employment at the Company on the terms set forth in this letter agreement (the “Agreement”). Subject to your acceptance by signing below, this Agreement will become effective upon the date of the underwriting agreement between the Company and the underwriter(s) managing the initial public offering of the Company’s common stock, pursuant to which such common stock is priced for the initial public offering (the “Effective Date”). As of the Effective Date, this Agreement replaces and supersedes in its entirety the letter agreement between you and the Company dated March 29, 2012 (the “Prior Agreement”), as provided in Section 12 below.
CELLADON CORPORATION AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • October 11th, 2013 • Celladon Corp • Biological products, (no disgnostic substances) • Delaware
THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of the 10th day of October, 2013, by and among CELLADON CORPORATION, a Delaware corporation (the “Company”), and the investors listed on Exhibit A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.”
NON-EXCLUSIVE LICENSE AGREEMENTNon-Exclusive License Agreement • October 11th, 2013 • Celladon Corp • Biological products, (no disgnostic substances) • North Carolina
THIS NON-EXCLUSIVE LICENSE AGREEMENT (the “Agreement”) is entered into as of January 15, 2008 (the “Effective Date”), by and between CELLADON CORPORATION, a California corporation (“Celladon”), having offices at 2223 Avenida de la Playa, Suite 120, La Jolla, California 92037, and ASKBIO, LLC, a limited liability company (“AskBio”) and wholly-owned subsidiary of Asklepios Biopharmaceutical, Inc. (“Asklepios”), having offices at 870 Martin Luther King, Jr. Blvd., Chapel Hill, NC 27514.
AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • October 11th, 2013 • Celladon Corp • Biological products, (no disgnostic substances) • California
THIS AMENDED AND RESTATED LICENSE AGREEMENT (the “Agreement”), effective as of June 27, 2012 (the “Effective Date”), is entered into by and between CELLADON CORPORATION, a Delaware corporation (“Celladon”), with its principal place of business at 12760 High Bluff Drive, Suite 240, San Diego, CA 92130-2019, and AMPLIPHI BIOSCIENCES CORPORATION, formerly known as Targeted Genetics Corporation, a Washington corporation (“AmpliPhi”), with its principal place of business at 1100 Olive Way, Suite 100, Seattle, WA 98101.
