ContractFibrogen Inc • October 1st, 2014 • Pharmaceutical preparations • California
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF l933 AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER, SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETTER FROM THE SECURITIES AND EXCHANGE COMMISSION.
FIBROGEN – ASTELLAS Anemia License and Collaboration AgreementLicense and Collaboration Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations
This Anemia License and Collaboration Agreement (“Agreement”) is made and entered into, effective as April 28, 2006 (“Effective Date”), by and between Astellas Pharma Inc., having a principal place of business at 3-11, Nihonbashi-Honcho 2-chome, Chuo-ku, Tokyo 103-8411, Japan (“Astellas”) and FibroGen, Inc., having a principal place of business at 225 Gateway Boulevard, South San Francisco, California 94080 U.S.A. (“FibroGen”).
AMENDMENT NO. 2 TO RESEARCH AND COMMERCIALIZATION AGREEMENTResearch and Commercialization Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations
THIS AMENDMENT NO. 2 TO RESEARCH AND COMMERCIALIZATION AGREEMENT (“Amendment”) is made and entered into effective as of January 28, 2002 (the “Amendment Date”) by and between MEDAREX, INC., 707 State Road, Suite 206, Princeton, NJ 08540, GENPHARM INTERNATIONAL INC., a wholly-owned subsidiary of Medarex, Inc. (together, “Medarex”), and FibroGen, Inc., a Delaware corporation, 225 Gateway Boulevard, South San Francisco, California 94080 and FIBROPHARMA, INC., a wholly-owned subsidiary of FIBROGEN, INC. (collectively, “FibroGen”). Capitalized terms used in this Amendment that are not otherwise defined herein shall have the same meanings as such terms are defined in the Agreement (as defined below).
AMENDMENT NO. 12 TO THE PROCESS DEVELOPMENT AND CLINICAL SUPPLY AGREEMENTClinical Supply Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations
THIS AMENDMENT NO. 12 (the “Twelfth Amendment”), effective as of August 01, 2013 (the “Twelfth Amendment Effective Date”) by and between Boehringer Ingelheim Pharma GmbH & Co. KG, Birkendorfer Straße 65, 88397 Biberach an der Riss, Germany (“BI Pharma”) and FibroGen, Inc., 409 Illinois Street, San Francisco, CA 94158, USA (“FibroGen”), amends the Process Development and Clinical Supply Agreement entered into by and between BI Pharma and FibroGen on November 29, 2007, as amended pursuant to the letter agreements entered into as of June 26, 2008 and August 18, 2008, Amendment No. 1, effective as of May 28, 2009, Amendment No. 3, effective as of November 5, 2010, Amendment No. 4, effective as of January 24, 2011, Amendment No. 5, effective as of April 15, 2011, Amendment No. 6, effective as of May 26, 2011, Amendment No. 7, effective as of January 01, 2012, Amendment No. 8, effective as of July 10, 2012, Amendment No. 9, effective as of November 26, 2012, Amendment No. 10, effective as of
FIBROGEN, INC. STOCK OPTION AGREEMENT (INCENTIVE STOCK OPTION OR NONSTATUTORY STOCK OPTION)Restricted Stock Purchase Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations
Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Stock Option Agreement, FibroGen, Inc. (the “Company”) has granted you an option under its 2005 Stock Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. Defined terms not explicitly defined in this Stock Option Agreement but defined in the Plan shall have the same definitions as in the Plan.
FIBROGEN, INC. STOCK OPTION AGREEMENT (INCENTIVE STOCK OPTION OR NONSTATUTORY STOCK OPTION)Stock Option Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations
Pursuant to your Election to Participate in FibroGen’s Amendment and Exchange Offer ending on June 24, 2010 (your “Election”) and this Stock Option Agreement entered into and made effective on June 24, 2010 (the “Agreement”), FibroGen, Inc. (the “Company”) has granted you a new option under its 2005 Stock Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock not yet exercised from the original stock option grant(s) cancelled by your Election, at the exercise price indicated in your New Stock Option Grant Notice (the “Grant Notice”) which you shall promptly sign and return to the Company after it is distributed to you. Defined terms not explicitly defined in this Stock Option Agreement but defined in the Plan shall have the same definitions as in the Plan.
FIBROGEN, INC. INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations • Delaware
THIS INCENTIVE STOCK OPTION AGREEMENT (the “Agreement”), is made and entered into as of the date set forth in Item F above (the “Effective Date”) between FibroGen, Inc., a Delaware corporation (the “Company”) and the person named in Item A above (“Optionee”).
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations • Delaware
INVESTOR RIGHTS AGREEMENT (the “Agreement”) made and entered into as of December , 1995, by and among FIBROGEN, INC., a Delaware corporation (the “Company”), and the parties who have executed this Agreement as Investors (the “Investors”).
AMENDMENT NO. 14 TO THE PROCESS DEVELOPMENT AND CLINICAL SUPPLY AGREEMENT BETWEEN FIBROGEN, INC. AND BOEHRINGER INGELHEIM PHARMA GMBH & CO. KGFibrogen Inc • October 1st, 2014 • Pharmaceutical preparations
THIS AMENDMENT NO. 14 (the “Fourteenth Amendment”), effective as of February 5, 2014 (the “Thirteenth Amendment Effective Date”) by and between Boehringer Ingelheim Pharma GmbH & Co. KG, Birkendorfer Straße 65, 88397 Biberach an der Riss, Germany (“BI Pharma”) and FibroGen, Inc., 409 Illinois Street, San Francisco, CA 94158, USA (“FibroGen”), amends the Process Development and Clinical Supply Agreement entered into by and between BI Pharma and FibroGen on November 29, 2007, as amended pursuant to the letter agreements entered into as of June 26, 2008 and August 18, 2008, Amendment No. 1, effective as of May 28, 2009, Amendment No. 3, effective as of November 5, 2010, Amendment No. 4, effective as of January 24, 2011, Amendment No. 5, effective as of April 15, 2011, Amendment No. 6, effective as of May 26, 2011, Amendment No. 7, effective as of January 01, 2012, Amendment No. 8, effective as of July 10, 2012, Amendment No. 9, effective as of November 26, 2012, Amendment No. 10, effectiv
AMENDMENT NO. 1 TO LICENSE AGREEMENTLicense Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations
This Amendment No. 1, effective February 28, 2006, to the License Agreement effective upon the Effective Time (the “Agreement”), by and between Dana-Farber Cancer Institute, Inc., and FibroGen, Inc. and its subsidiaries (collectively, the “Parties”). The Parties, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, agree as follows:
FIBROGEN CHINA ANEMIA HOLDINGS, LTD. SHAREHOLDERS’ AGREEMENT DATED JULY 11, 2012Shareholders’ Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations • Delaware
THIS SHAREHOLDERS’ AGREEMENT is made as of the 11th day of July, 2012 (the “Effective Date”), by and among FibroGen China Anemia Holdings, Ltd., a Cayman Islands exempted company limited by shares (the “Company”), each of the holders of Series A Preference Shares listed on Schedule I hereto (each of which is referred to in this Agreement as a “Holder” and collectively as the “Holders”) and any other Person that becomes a party to this Agreement in accordance with Section 8.8 hereof.
AMENDMENT NO. 9 TO THE PROCESS DEVELOPMENT AND CLINICAL SUPPLY AGREEMENTClinical Supply Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations
THIS AMENDMENT NO. 9 (the “Ninth Amendment”), effective as of November 26, 2012 (the “Ninth Amendment Effective Date”) by and between Boehringer Ingelheim Pharma GmbH & Co. KG, Birkendorfer Straße 65, 88397 Biberach an der Riss, Germany (“BI Pharma”) and FibroGen, Inc., 409 Illinois Street, San Francisco, CA 94158, USA (“FibroGen”), amends the Process Development and Clinical Supply Agreement entered into by and between BI Pharma and FibroGen on November 29, 2007, as amended pursuant to the letter agreements entered into as of June 26, 2008 and August 18, 2008, Amendment No. 1, effective as of May 28, 2009, Amendment No. 3, effective as of November 5, 2010, Amendment No. 4, effective as of January 24, 2011, Amendment No. 5, effective as of April 15, 2011, Amendment No. 6, effective as of May 26, 2011, Amendment No. 7, effective as of January 01, 2012, and Amendment No. 8 (which is under negotiation simultaneously) (hereinafter together the “Supply Agreement”). BI Pharma and FibroGen sh
FIBROGEN, INC. AMENDMENT TO STOCK OPTION AGREEMENTSFibrogen Inc • October 1st, 2014 • Pharmaceutical preparations
THIS AMENDMENT (the “Amendment”) is entered into and made effective on July 1, 2013 (the “Amendment Effective Date”) by and between you, (“Optionee”) and FibroGen, Inc. (“Company”). This Amendment amends your Stock Option Agreements that govern the option grants listed on Exhibit A hereto (the “Option Agreements”). Optionee and Company shall be referred to individually herein as a “Party”, and collectively as, the “Parties”. The Option Agreements, together with its corresponding Option Grant Notice, this Amendment, and any previous Amendments thereof, are collectively referred to as the “Agreement”.
AMENDMENT NO. 4 TO PROCESS DEVELOPMENT AND CLINICAL SUPPLY AGREEMENTSupply Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations
THIS AMENDMENT NO. 4 (the “Fourth Amendment”) is effective as of January 24, 2011 (the “Fourth Amendment Effective Date”) by and between Boehringer Ingelheim Pharma GmbH & Co. KG (“BI Pharma”) and FibroGen, Inc. (“FibroGen”) amends the Process Development and Clinical Supply Agreement entered into by and between BI Pharma and FibroGen on November 29, 2007, as amended pursuant to the letter agreements entered into as of on June 26, 2008 and August 18, 2008, the First Amendment on May 14, 2009 and the Third Amendment on November 5, 2010 (the “Supply Agreement”). BI Pharma and FibroGen shall be referred to individually herein as a “Party”, and collectively as, the “Parties”.
Amendment No. 2 to Anemia License and Collaboration AgreementLicense and Collaboration Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations
This Amendment No 2. (the “Amendment”) to the Anemia License and Collaboration Agreement dated as of April 28, 2006, as amended on August 31, 2006, by and between Astellas Pharma Inc. and FibroGen, Inc. (the “Agreement”) shall be effective as of December 1, 2006.
AMENDMENT NO. 6 TO THE PROCESS DEVELOPMENT AND CLINICAL SUPPLY AGREEMENTClinical Supply Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations
[ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
LEASE AGREEMENT BY AND BETWEEN X-4 DOLPHIN LLC, A Delaware limited liability company, as Landlord and FIBROGEN, INC. A Delaware corporation, as Tenant 409-499 Illinois Street, San Francisco, California Dated as of: September 22, 2006Lease • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations
THIS LEASE AGREEMENT (“Lease”) is entered and dated for reference purposes only as September 22, 2006, by and between “Landlord” and “Tenant” (as such terms are defined in Sections 1.2 and 1.3 below).
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations • Delaware
INVESTOR RIGHTS AGREEMENT (the “Agreement”) made and entered into as of June 3, 1999, by and among FIBROGEN,INC., a Delaware corporation (the “Company”), and the parties who have executed this Agreement as Investors (the “Investors”).
Supplement to Anemia License and Collaboration AgreementFibrogen Inc • October 1st, 2014 • Pharmaceutical preparations
This Supplement (this “Supplement”) to the Anemia License and Collaboration Agreement dated as of April 28, 2006, as amended, by and between Astellas Pharma Inc. and FibroGen, Inc. (the “Agreement”) is dated as of November 12, 2009, and shall be effective as of April 28, 2006. Astellas and FibroGen are each referred to herein by name or, individually, as a “Party” or, collectively, as the “Parties.” All capitalized terms not otherwise defined in this Supplement have the same meanings as set forth in the Agreement.
AMENDMENT NO. 8 TO THE PROCESS DEVELOPMENT AND CLINICAL SUPPLY AGREEMENTClinical Supply Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations
THIS AMENDMENT NO. 8 (the “Eighth Amendment”), effective retroactively as of July 10, 2012 (the “Eighth Amendment Effective Date”) by and between Boehringer Ingelheim Pharma GmbH & Co. KG, Birkendorfer Straße 65, 88397 Biberach an der Riss, Germany (“BI Pharma”) and FibroGen, Inc., 409 Illinois Street, San Francisco, CA 94158, USA (“FibroGen”), amends the Process Development and Clinical Supply Agreement entered into by and between BI Pharma and FibroGen on November 29, 2007, as amended pursuant to the letter agreements entered into as of June 26, 2008 and August 18, 2008, Amendment No. 1, effective as of May 28, 2009, Amendment No. 3, effective as of November 5, 2010, Amendment No. 4, effective as of January 24, 2011, Amendment No. 5, effective as of April 15, 2011, Amendment No. 6, effective as of May 26, 2011 and Amendment No. 7, effective as of January 01, 2012 (hereinafter together the “Supply Agreement”). BI Pharma and FibroGen shall be referred to individually herein as a “Party
AMENDMENT NO. 11 TO THE PROCESS DEVELOPMENT AND CLINICAL SUPPLY AGREEMENTClinical Supply Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations
THIS AMENDMENT NO. 11 (the “Eleventh Amendment”), effective as of July 09, 2013 (the “Eleventh Amendment Effective Date”) by and between Boehringer Ingelheim Pharma GmbH & Co. KG, Birkendorfer Straße 65, 88397 Biberach an der Riss, Germany (“BI Pharma”) and FibroGen, Inc., 409 Illinois Street, San Francisco, CA 94158, USA (“FibroGen”), amends the Process Development and Clinical Supply Agreement entered into by and between BI Pharma and FibroGen on November 29, 2007, as amended pursuant to the letter agreements entered into as of June 26, 2008 and August 18, 2008, Amendment No. 1, effective as of May 28, 2009, Amendment No. 3, effective as of November 5, 2010, Amendment No. 4, effective as of January 24, 2011, Amendment No. 5, effective as of April 15, 2011, Amendment No. 6, effective as of May 26, 2011, Amendment No. 7, effective as of January 01, 2012, Amendment No. 8, effective as of July 10, 2012, Amendment No. 9, effective as of November 26, 2012 and Amendment No. 10, effective as
AMENDMENT NO. 13 TO THE PROCESS DEVELOPMENT AND CLINICAL SUPPLY AGREEMENTClinical Supply Agreement • October 1st, 2014 • Fibrogen Inc • Pharmaceutical preparations
THIS AMENDMENT NO. 13 (the “Thirteenth Amendment”), effective as of March 06, 2014 (the “Thirteenth Amendment Effective Date”) by and between Boehringer Ingelheim Biopharmaceuticals GmbH, Binger Str. 173, 55216 Ingelheim, Germany (“BI”) and FibroGen, Inc., 409 Illinois Street, San Francisco, CA 94158, USA (“FibroGen”), amends the Process Development and Clinical Supply Agreement entered into by and between Boehringer Ingelheim Pharma GmbH & Co. KG, Birkendorfer Str. 65, 88397 Biberach an der Riss, Germany (“BI Pharma”) and FibroGen on November 29, 2007, as amended pursuant to the letter agreements entered into as of June 26, 2008 and August 18, 2008, Amendment No. 1, effective as of May 28, 2009, Amendment No. 3, effective as of November 5, 2010, Amendment No. 4, effective as of January 24, 2011, Amendment No. 5, effective as of April 15, 2011, Amendment No. 6, effective as of May 26, 2011, Amendment No. 7, effective as of January 01, 2012, Amendment No. 8, effective as of July 10, 201
