WARRANT TO PURCHASE COMMON STOCK of HARPOON THERAPEUTICS, INC. Dated as of , Void after the date specified in Section 8Harpoon Therapeutics, Inc. • December 27th, 2018 • Biological products, (no disgnostic substances) • California
THIS CERTIFIES THAT, for value received, , or its registered assigns (the “Holder”), is entitled, subject to the provisions and upon the terms and conditions set forth herein, to purchase from Harpoon Therapeutics, Inc., a Delaware corporation (the “Company”), shares of common stock of the Company (the “Shares”), in the amounts, at such times and at the price per share set forth in Section 1. The term “Warrant” as used herein shall include this Warrant and any warrants delivered in substitution or exchange therefor as provided herein. This Warrant is one of a series of warrants issued to Holder and certain of its affiliates in connection with the transactions described in the Note and Warrant Purchase Agreement, dated as of , , as amended, by and among the Company and the purchasers described therein (collectively, the “Warrants”).
LEASE THE COVE AT OYSTER POINT HCP OYSTER POINT III LLC, a Delaware limited liability company as Landlord, and HARPOON THERAPEUTICS, INC., a Delaware corporation, as Tenant.Lease • December 27th, 2018 • Harpoon Therapeutics, Inc. • Biological products, (no disgnostic substances) • California
This Lease (the “Lease”), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”), below, is made by and between HCP OYSTER POINT III LLC, a Delaware limited liability company (“Landlord”), and HARPOON THERAPEUTICS, INC., a Delaware corporation (“Tenant”).
ContractHarpoon Therapeutics, Inc. • December 27th, 2018 • Biological products, (no disgnostic substances) • California
THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS IN ACCORDANCE WITH APPLICABLE REGISTRATION REQUIREMENTS OR AN EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH OFFER, SALE, TRANSFER, PLEDGE OR HYPOTHECATION OTHERWISE COMPLIES WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS. THIS WARRANT MUST BE SURRENDERED TO THE COMPANY OR ITS TRANSFER AGENT AS A CONDITION PRECEDENT TO THE SALE, TRANSFER, PLEDGE OR HYPOTHECATION OF ANY INTEREST IN ANY OF THE SECURITIES REPRESENTED HEREBY.
LEASE AP3-SF1 4000 SHORELINE, LLC, a Delaware limited liability company as Landlord, and TIZONA THERAPEUTICS, INC. a Delaware corporation, as TenantLease • December 27th, 2018 • Harpoon Therapeutics, Inc. • Biological products, (no disgnostic substances)
This Summary of Basic Lease Information (“Summary”) is hereby incorporated into and made a part of the attached Lease. Each reference in the Lease to any term of this Summary shall have the meaning as set forth in this Summary for such term. In the event of a conflict between the terms of this Summary and the Lease, the terms of the Lease shall prevail. Any capitalized terms used herein and not otherwise defined herein shall have the meaning as set forth in the Lease.
HARPOON, INC. THIRD AMENDED AND RESTATED CONSULTING AGREEMENTConsulting Agreement • December 27th, 2018 • Harpoon Therapeutics, Inc. • Biological products, (no disgnostic substances) • Massachusetts
THIS THIRD AMENDED AND RESTATED CONSULTING AGREEMENT dated as of February 1, 2017 amends and restates the Second Amended and Restated Consulting Agreement dated February 1, 2016, as amended by the letter agreement dated November 1, 2016 and the letter agreement dated January 1, 2017, entered into by Harpoon, Inc., a Delaware corporation (the “Company”), and Patrick Baeuerle (the “Consultant”).
ASSET TRANSFER AGREEMENT BETWEEN MAVERICK THERAPEUTICS, INC. AND HARPOON THERAPEUTICS, INC. Dated as of December 30, 2016 CONFIDENTIALAsset Transfer Agreement • December 27th, 2018 • Harpoon Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
* = This schedule or exhibit has been omitted in accordance with Item 601(b)(2) of Regulation S-K. A copy of the omitted schedule and/or exhibit will be furnished to the Securities and Exchange Commission on request.
LICENSE AGREEMENTLicense Agreement • December 27th, 2018 • Harpoon Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
[ ] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
CHEF1 COLLABORATION & LICENSE AGREEMENTLicense Agreement • December 27th, 2018 • Harpoon Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This CHEF1 collaboration and license agreement (“Collaboration”), effective as of October 26, 2015 (“Effective Date”), is made by and between CMC ICOS BIOLOGICS, INC., a Washington corporation having its principal offices at 22021 20th Avenue S.E., Bothell, WA 98021 (“CMC ICOS”), and Harpoon Therapeutics, Inc. a California corporation having its principal offices at 3260 Bayshore Boulevard, Brisbane, CA 94005 (“Collaborator”).
SUBLEASESublease • December 27th, 2018 • Harpoon Therapeutics, Inc. • Biological products, (no disgnostic substances)
This Sublease (the “Sublease”), dated as of February 6, 2017, is made between TIZONA THERAPEUTICS, INC., a Delaware corporation (“Sublessor”), and HARPOON THERAPEUTICS, INC., a Delaware corporation (“Subtenant”).
ROYALTY TRANSFER AGREEMENTRoyalty Transfer Agreement • December 27th, 2018 • Harpoon Therapeutics, Inc. • Biological products, (no disgnostic substances) • Massachusetts
This Royalty Transfer Agreement (the “Agreement”) is made and entered into on December 1, 2016 (the “Effective Date”), by and between Harpoon Inc., a Delaware corporation (the “Company”), MPM Oncology Charitable Foundation, Inc., a Massachusetts charitable foundation (the “MPM Charitable Foundation”) and the UBS Optimus Foundation, a Swiss charitable foundation (“Optimus,” and together with the MPM Charitable Foundation, the “Charitable Foundations”).
September 13, 2018 VIA EMAIL Natalie Sacks, MD Dear NatalieHarpoon Therapeutics, Inc. • December 27th, 2018 • Biological products, (no disgnostic substances)
On behalf of Harpoon Therapeutics, Inc. (“Harpoon” or the “Company”), I am pleased to set forth the terms of your employment with the Company, should you accept our offer (the “Letter Agreement”):
DEVELOPMENT AND MANUFACTURING SERVICES AGREEMENTDevelopment and Manufacturing Services Agreement • December 27th, 2018 • Harpoon Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This agreement is made as of July 5, 2016 (“Effective Date”) between CMC ICOS BIOLOGICS, INC., a Washington corporation (“CMC”), and HARPOON THERAPEUTICS, INC., a Delaware corporation (“Customer”).
