INDEMNIFICATION AGREEMENTIndemnification Agreement • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of [ ], between CytomX Therapeutics, Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
COLLABORATION AND LICENSE AGREEMENTCollaboration and License Agreement • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS COLLABORATION AND LICENSE AGREEMENT (the “Agreement”) is made and entered into as of May 23, 2014 (the “Execution Date”) by and between CYTOMX THERAPEUTICS, INC., a corporation organized under the laws of the State of Delaware, having its principal place of business at 343 Oyster Point Blvd., Suite 100, South San Francisco, CA, 94080-1913 (“CytomX”), and BRISTOL-MYERS SQUIBB COMPANY, a Delaware corporation headquartered at 345 Park Avenue, New York, New York, USA 10154 (“BMS”). CytomX and BMS are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
RESEARCH COLLABORATION, OPTION AND LICENSE AGREEMENT BY AND BETWEEN PFIZER INC. AND CYTOMX THERAPEUTICS, INC. MAY 30, 2013Research Collaboration, Option and License Agreement • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This Research Collaboration, Option and License Agreement (the “Agreement”) is entered into as of May 30, 2013 (the “Effective Date”), by and among Pfizer, Inc., a corporation organized and existing under the laws of the State of Delaware and having a place of business at 235 East 42nd Street, New York, New York, 10017 United States (“Pfizer”) and CytomX Therapeutics, Inc., a corporation organized and existing under the laws of Delaware and having a place of business at 650 Gateway Blvd., Suite 125, South San Francisco, California, 94080 United States (“CytomX”). Pfizer and CytomX may each be referred to herein individually as a “Party” and collectively as the “Parties.”
Severance and Change of Control AgreementSeverance and Change of Control Agreement • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations • California
This Severance and Change of Control Agreement (the “Agreement”) is made and entered into, effective as of June 15, 2015 (the “Effective Date”), by and between CytomX Therapeutics, Inc. a Delaware corporation (the “Company”), and Cynthia Ladd (“Employee”).
RESEARCH COLLABORATION AGREEMENT BETWEEN CYTOMX THERAPEUTICS, INC. AND IMMUNOGEN, INC. JANUARY 8, 2014Research Collaboration Agreement • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations • New York
This Research Collaboration and License Agreement (the “Agreement”) is entered into as of 1 (the “Effective Date”), by and between CytomX Therapeutics, Inc., a corporation organized and existing under the laws of Delaware and having a place of business at 343 Oyster Point Blvd., Suite 100, South San Francisco, California, 94080 United States (“CytomX”) and ImmunoGen, Inc., a corporation organized and existing under the laws of Massachusetts and having a place of business at 830 Winter Street, Waltham, Massachusetts, 02451 (“ImmunoGen”). CytomX and ImmunoGen may each be referred to herein individually as a “Party” and collectively as the “Parties.”
ATEL VENTURES, INC. MASTER LOAN AND SECURITY AGREEMENT NO. CYTOX Dated as of May 31, 2012Master Loan and Security Agreement • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations • California
NO INTEREST IN THE LOAN PAYMENT DUE OR THE RIGHTS OF THE LENDER UNDER ANY LOAN CAN BE TRANSFERRED BY THE DELIVERY OF POSSESSION OF ANY COUNTERPART OF THIS MASTER LOAN AND SECURITY AGREEMENT. SUCH AN INTEREST CAN BE TRANSFERRED ONLY BY DELIVERY OF POSSESSION OF THE ORIGINAL SIGNED COUNTERPART NO. 1 OF A LOAN SCHEDULE EXECUTED PURSUANT HERETO.
WARRANT TO PURCHASE PREFERRED STOCK Issuer: CYTOMX THERAPEUTICS, INC., a Delaware corporation Number of Shares: 1,940,319 Shares (or as otherwise determined in Section 1 below) Class of Stock: Series B-1 Preferred Stock, $0.00001 par value Exercise...Warrant to Purchase Preferred Stock • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations • California
THIS WARRANT CERTIFIES THAT, for the agreed upon value of $1.00 and for other good and valuable consideration, including the execution and delivery of that certain Master Loan and Security Agreement No. CYTOX, dated as of May 31, 2012, (the “Loan”), this Warrant is issued to ATEL VENTURES, INC., in its capacity as Trustee for its assignee affiliated funds identified in that certain Amendment and Restatement of Inter-Company Trust Agreement for Warrants dated as of January 1, 2007, as amended by Amendment No. 1 dated as of March 15, 2010, and as may be further amended and restated from time to time, and deemed effective as of July 20, 2004 (“Holder”), by CYTOMX THERAPEUTICS, INC., a Delaware corporation (the “Company”).
WARRANT TO PURCHASE PREFERRED STOCKWarrant Agreement • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations • California
THIS WARRANT CERTIFIES THAT, for the agreed upon value of $1.00 and for other good and valuable consideration, including the execution and delivery of that certain Master Loan and Security Agreement No. CYTOY, dated as of December 20, 2013, (the “Loan”), this Warrant is issued to ATEL VENTURES, INC., in its capacity as Trustee for its assignee affiliated funds identified in that certain Amendment and Restatement of Inter-Company Trust Agreement for Warrants dated as of January 1, 2007, as amended by Amendment No. 1 dated as of March 15, 2010 and Amendment No. 2 dated as of July 17, 2013, and as may be further amended and restated from time to time, and deemed effective as of July 20, 2004 (“Holder”), by CYTOMX THERAPEUTICS, INC., a Delaware corporation (the “Company”).
MASTER LOAN AND SECURITY AGREEMENT No. CYTOY Dated as of December 20, 2013Master Loan and Security Agreement • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations • California
THIS AGREEMENT (this “Agreement”) is between ATEL VENTURES, INC. (together with its successors and assigns, if any, “Lender”) and CYTOMX THERAPEUTICS, INC., (“Borrower”). Lender has an office at 600 Montgomery Street, 9th Floor, San Francisco, CA 94111. Borrower is a corporation organized and existing under the laws of the state of Delaware. Borrower’s mailing address and principal place of business is 343 Oyster Point Boulevard, Suite 100, South San Francisco, CA 94080.
CYTOMX THERAPEUTICS, INC. STOCK OPTION AGREEMENT (2010 Stock Incentive Plan)Stock Option Agreement • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations
THIS STOCK OPTION AGREEMENT (the “Agreement”) confirms that CYTOMX THERAPEUTICS, INC., a Delaware corporation (the “Company”), has granted to the employee identified below (“Holder”) a stock option (the “Option”) to purchase the number of shares of the Common Stock of the Company set forth below. The Option is granted on the terms and conditions set forth below and in the 2010 Stock Incentive Plan sponsored by the Company, as amended from time to time (as so amended, the “Plan”), the terms of which are incorporated herein.
AMENDMENT NO. 1 TO MASTER LOAN AND SECURITY AGREEMENT NO. CYTOXMaster Loan and Security Agreement • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations
THIS AMENDMENT NO. 1 TO MASTER LOAN AND SECURITY AGREEMENT NO. CYTOX dated as of May 31, 2012 (“Amendment No. 1”) is made and entered into as of January 31, 2013 by and between ATEL VENTURES, INC., as Lender (“Lender”), and CYTOMX THERAPEUTICS, INC. as Borrower (“Borrower”).
CYTOMX THERAPEUTICS, INC. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”) is dated as of the day of , by and between CytomX Therapeutics, Inc., a Delaware corporation (the “Corporation”), and (the “Participant”).
LEASE AGREEMENTLease Agreement • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations
THIS LEASE AGREEMENT (this “Lease”) is made this 29 day of March, 2013, between ARE-TECHNOLOGY CENTER SSF, LLC, a Delaware limited liability company (“Landlord”), and CYTOMX THERAPEUTICS, INC., a Delaware corporation (“Tenant”).
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations • Delaware
This AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT is made as of June 12, 2015, by and among (i) CytomX Therapeutics, Inc., a Delaware corporation (the “Company”), and (ii) each of the investors listed on Schedule A hereto (each of which is referred to in this Agreement as an “Investor”).
SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMSSeparation Agreement • August 28th, 2015 • CytomX Therapeutics, Inc. • Pharmaceutical preparations • California
This Separation and Release Agreement (“Agreement”) is made this 30th day of September, 2014 by and between Henry B. Lowman, Ph.D. (“Executive”) and CytomX Therapeutics, Inc. (“Company”).
