COLLABORATIVE LICENSE AGREEMENTCollaborative License Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations • California
This Collaborative License Agreement (the “Agreement”) is entered into and made effective as of August 23, 2013 (the “Effective Date”), by and between Ambrx, Inc., a Delaware corporation (“Ambrx”) located at 10975 North Torrey Pines Road, La Jolla, CA 92037, and The California Institute for Biomedical Research, a nonprofit public benefit corporation (“Institute”) located at 11119 North Torrey Pines Road, La Jolla, CA with respect to the facts set forth below. Each of Ambrx and Institute shall be called a “Party” and collectively the “Parties.”
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. RESEARCH COLLABORATION AND...And Exclusive License Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations • California
THIS RESEARCH COLLABORATION AND EXCLUSIVE LICENSE AGREEMENT (this “Agreement”), effective as of April 1, 2013 (the “Effective Date”), by and between AGENSYS, INC., a corporation organized and existing under the laws of the State of California (“Agensys”) and AMBRX, INC., a corporation organized and existing under the laws of the State of Delaware (“Ambrx”).
SECOND AMENDMENT TO LEASELease • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations
THIS SECOND AMENDMENT TO LEASE (this “Second Amendment”) is made as of December 1, 2011, by and between ARE-10933 NORTH TORREY PINES, LLC, a Delaware limited liability company (“Landlord”), and AMBRX, INC., a Delaware corporation (“Tenant”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations • California
This Executive Employment Agreement (“Agreement”) is made effective as Jan 6, 2013 (“Effective Date”), by and between Ambrx, Inc., a Delaware corporation (the “Company”), and Lawson Macartney (“Executive”).
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. COLLABORATION AND LICENSE...Collaboration and License Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations • New York
THIS COLLABORATION AND LICENSE AGREEMENT (the “Agreement”) is made and entered into effective as of September 21, 2011 (the “Effective Date”) by and between AMBRX, INC., a Delaware corporation having its principal place of business at 10975 North Torrey Pines Road, La Jolla, CA 92037 (“Ambrx”) and BRISTOL-MYERS SQUIBB COMPANY, a Delaware corporation headquartered at 345 Park Avenue, New York, New York 10154 (“BMS”). Ambrx and BMS are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
AMENDMENT TO SEVERANCE AND CHANGE IN CONTROL AGREEMENTAnd Change in Control Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations
This Amendment (this “Amendment”) to Severance and Change in Control Agreement is made effective as of December 22, 2008. This Amendment amends the Severance and Change in Control Agreement, dated effective as of July 3, 2007, by and between Ambrx, Inc., a Delaware corporation (the “Company”) and Cris Calsada (“Executive”) (the “Agreement”).
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CO-DEVELOPMENT AND LICENSE...Development and License Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations • Hong Kong
This CO-DEVELOPMENT AND LICENSE AGREEMENT (this “Agreement”), effective as of April 10, 2014 (the “Effective Date”), is between Ambrx, Inc., a Delaware Corporation having its principal business address at 10975 North Torrey Pine Road, La Jolla, California 92037, USA for and on behalf of itself and its Affiliates (together with its Affiliates, “AMBRX”), and Zhejiang HISUN Pharmaceutical Co., Ltd., a company duly organized and existing under the laws of the People’s Republic of China and having its principal business address at 46 Waisha Road, Jiaojiang District, Taizhou City, Zhejiang Province, 318000, P.R. China, for and on behalf of itself and its Affiliates (together with its Affiliates, “HISUN”). AMBRX and HISUN may each be referred to herein individually as a “Party” or, collectively, as the “Parties.”
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CO-DEVELOPMENT AND LICENSE...Development and License Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations
This CO-DEVELOPMENT AND LICENSE AGREEMENT (this “Agreement”), effective as of June 14, 2013 (the “Effective Date”), is between AMBRX, Inc., a Delaware Corporation having the principal business address at 10975 North Torrey Pine Road, La Jolla, California 92037, USA for and on behalf of itself and its Affiliates (together with its Affiliates, “AMBRX”), and , Zhejiang Medicine Co., Ltd., a company duly organized and existing under the laws of the People’s Republic of China and having the principal business address at 268 Dengyun Road, Gongshu District, Hangzhou, Zhejiang, P.R. China, for and on behalf of itself and its Affiliates (together with its Affiliates, “ZMC”). AMBRX and ZMC may each be referred to herein individually as a “Party” or, collectively, as the “Parties.”
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations
THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “First Amendment”) is made as of May 19, 2005, by and between ARE-10933 NORTH TORREY PINES, LLC, a Delaware limited liability company (“Landlord”), and AMBRX, INC., a Delaware corporation (“Tenant”).
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. COLLABORATION AND EXCLUSIVE...Collaboration and Exclusive License Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations • New York
THIS COLLABORATION AND EXCLUSIVE LICENSE AGREEMENT (ADC) (the “Agreement”) is made and entered into effective as of May 2, 2013 (the “Effective Date”) by and between AMBRX, INC., a Delaware corporation having its principal place of business at 10975 North Torrey Pines Road, La Jolla, CA 92037 (“Ambrx”) and BRISTOL-MYERS SQUIBB COMPANY, a Delaware corporation headquartered at 345 Park Avenue, New York, New York 10154 (“BMS”). Ambrx and BMS are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
RESEARCH COLLABORATION, OPTION AND EXCLUSIVE LICENSE AGREEMENT by and between MERCK SHARP & DOHME CORP. and AMBRX, INC.And Exclusive License Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations
THIS RESEARCH COLLABORATION, OPTION AND EXCLUSIVE LICENSE AGREEMENT (this “Agreement”), effective as of June 13, 2012 (the “Effective Date”), by and between MERCK SHARP & DOHME CORP., a corporation organized and existing under the laws of New Jersey, (“Merck”) and AMBRX, INC., a corporation organized and existing under the laws of the State of Delaware (“Ambrx”).
AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations
This Amendment (this “Amendment” to Executive Employment Agreement is made effective as of December 22, 2008. This Amendment amends the Executive Employment Agreement, dated effective as of February 1, 2004, by and between Ambrx, Inc., a Delaware corporation (the “Company”), and John W. Wallen, III (“Executive”) (the “Agreement”).
SEVERANCE AND CHANGE IN CONTROL AGREEMENTSeverance and Change in Control Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations • California
This Severance and Change in Control Agreement (“Agreement”) is made effective as of July 3, 2007 (“Effective Date”), by and between Ambrx, Inc., a Delaware corporation (the “Company”), and Cris Calsada (“Executive”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations • California
Company’s reputation or business; (iv) the Optionee’s failure or inability to perform any reasonable assigned duties after written notice from a Participating Company of, and a reasonable opportunity to cure, such failure or inability; (v) any material breach by the Optionee of any employment agreement between the Optionee and a Participating Company, which breach is not cured pursuant to the terms of such agreement; or (vi) the Optionee’s conviction (including any plea of guilty or nolo contendere) of any criminal act which impairs the Optionee’s ability to perform his or her duties with a Participating Company.
AMBRX, INC. SECOND AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations
This Amendment (the “Second Amendment”) to the Executive Employment Agreement by and between John W. Wallen, III (“Executive”) and Ambrx, Inc. a Delaware corporation (the “Company” or “Ambrx”) dated as of February 1, 2004 (the “Agreement”) and as amended by the Amendment to Executive Employment Agreement (the “First Amendment”) dated as of December 22, 2008, is effective as of February 1, 2014 (the “Effective Date”)
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Amendment No. 1 to...Collaborative License Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations
This AMENDMENT NO. 1 TO COLLABORATIVE LICENSE AGREEMENT (the “Amendment No. 1”) is made and entered into as of April 10th, 2014 (the “Amendment No. 1 Effective Date”), by and between Ambrx, Inc., a Delaware corporation (“Ambrx”) located at 10975 North Torrey Pines Road, La Jolla, CA 92037, and The California Institute for Biomedical Research, a nonprofit public benefit corporation (“Institute”) located at 11119 North Torrey Pines Road, La Jolla, CA with respect to the facts set forth below. Each of Ambrx and Institute shall be called a “Party” and collectively the “Parties.”
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 2nd, 2014 • Ambrx Inc • Pharmaceutical preparations • California
This Executive Employment Agreement (“Agreement”) is made effective as of February 1, 2004 (“Effective Date”), by and between Ambrx, Inc., a Delaware corporation having a principal place of business at 10410 Science Center Drive, San Diego, California 92121 (“Company”), and John W. Wallen, III, an individual residing at 2588 Vantage Way, Del Mar, California 92014 (“Executive”).
