ACHAOGEN, INC.Stock Option Agreement • January 24th, 2014 • Achaogen Inc • Pharmaceutical preparations • California
Unless otherwise defined herein, the terms defined in the 2003 Stock Plan shall have the same defined meanings in this Stock Option Agreement.
WARRANT TO PURCHASE STOCKWarrant to Purchase Stock • January 24th, 2014 • Achaogen Inc • Pharmaceutical preparations • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
ContractWarrant Agreement • January 24th, 2014 • Achaogen Inc • Pharmaceutical preparations • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
ACHAOGEN, INC. THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT March 6, 2013Investors’ Rights Agreement • January 24th, 2014 • Achaogen Inc • Pharmaceutical preparations • California
This Third Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of March 6, 2013, by and among Achaogen, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on Exhibit A hereto. Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.1.
ContractWarrant Agreement • January 24th, 2014 • Achaogen Inc • Pharmaceutical preparations • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
LICENSE AGREEMENTLicense Agreement • January 24th, 2014 • Achaogen Inc • Pharmaceutical preparations • California
THIS LICENSE AGREEMENT (this “Agreement”) is made and entered into effective as of January 25, 2006 (the “Effective Date”), by and between Achaogen, Inc., a Delaware corporation (“Achaogen”), and Isis Pharmaceuticals, Inc., a Delaware corporation (“Isis”). Achaogen and Isis each may be referred to herein individually as a “Party,” or collectively as the “Parties.”
EXCLUSIVE PATENT LICENSE AGREEMENT BETWEEN ACHAOGEN AND THE UNIVERSITY OF WASHINGTON UW UW REFERENCE: [***] UW TECHTRANSFER, INVENTION LICENSING NEGOTIATED BY ANGELA LOIHL, PH.D., M.B.A.Exclusive Patent License Agreement • January 24th, 2014 • Achaogen Inc • Pharmaceutical preparations • Washington
THIS AGREEMENT is dated and effective as of the date of last signature (the “Effective Date”), and is made by and between the University of Washington, a public institution of higher education and an agency of the state of Washington (“University”), and Achaogen, a corporation under the laws of the state of Delaware (“Company”).
DEVELOPMENT SERVICES AGREEMENT BETWEEN ACHAOGEN INC. AND ARK DIAGNOSTICS, INC. August 19, 2013Development Services Agreement • January 24th, 2014 • Achaogen Inc • Pharmaceutical preparations • California
This Development Services Agreement (this “Agreement”), effective as of August 19, 2013 (the “Effective Date”), is made by and between Achaogen Inc. (“Achaogen”), a corporation with offices at 7000 Shoreline Court, Suite 371, South San Francisco, California 94080, and ARK Diagnostics, Inc. (“Ark”), a corporation with offices at 48089 Fremont Boulevard, Fremont, California 94538 (each a “Party,” and collectively the “Parties”).
Amendment No. 2 to EXCLUSIVE PATENT LICENSE AGREEMENTExclusive Patent License Agreement • January 24th, 2014 • Achaogen Inc • Pharmaceutical preparations
This amendment (“Amendment No. 2”) to the Exclusive Patent License Agreement is entered into by and between the University of Washington, a public institution of higher education and an agency of the state of Washington (“University”) and Achaogen, Inc., a corporation organized under the laws of the state of Delaware (“Company”), effective as of January 5, 2011 (the “Amendment No. 2 Effective Date”).
January 25, 2006License Agreement • January 24th, 2014 • Achaogen Inc • Pharmaceutical preparations
Amendment No. 1 to EXCLUSIVE PATENT LICENSE AGREEMENTExclusive Patent License Agreement • January 24th, 2014 • Achaogen Inc • Pharmaceutical preparations
This agreement (“Amendment No. 1”) amends that certain Exclusive Patent License Agreement by and between the University of Washington, a public institution of higher education and an agency of the state of Washington (“University”) and Achaogen, Inc., a corporation organized under the laws of the state of Delaware (“Company”) effective December 1, 2006 (the “Original License Agreement”). This Amendment No. 1 shall be effective as of March 1, 2009 (the “Amendment No. 1 Effective Date”).
ARE-SAN FRANCISCO NO. 17, LLC c/o Alexandria Real Estate Equities, Inc.Lease Agreement • January 24th, 2014 • Achaogen Inc • Pharmaceutical preparations • Colorado
Achaogen, Inc. (“Tenant”) and ARE-San Francisco No. 17, LLC (“Landlord”) are parties to that certain Amended and Restated Lease Agreement dated December 29, 2010 (“Lease”) whereby Tenant leases certain premises at the above-referenced building. Initially capitalized terms used and not defined herein shall have the meanings set forth in the Lease.
