ContractPoseida Therapeutics, Inc. • June 19th, 2020 • Biological products, (no disgnostic substances) • 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 AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
INDEMNITY AGREEMENTIndemnity Agreement • June 19th, 2020 • Poseida Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of ___________ _____, 20__, is made by and between POSEIDA THERAPEUTICS, INC., a Delaware corporation (the “Company”), and _________________ (“Indemnitee”).
POSEIDA THERAPEUTICS, INC.Poseida Therapeutics, Inc. • June 19th, 2020 • Biological products, (no disgnostic substances)
On behalf of Poseida Therapeutics, Inc. (the “Company”), I am pleased to offer you employment under the terms set forth in this offer letter agreement (the “Agreement”). These employment terms will be effective as of your start date, which is anticipated to be June 12, 2015.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 19th, 2020 • Poseida Therapeutics, Inc. • Biological products, (no disgnostic substances)
THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of July 25, 2017 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including Oxford in its capacity as a Lender (each a “Lender” and collectively, the “Lenders”), and POSEIDA THERAPEUTICS, INC., a Delaware corporation with offices located at 4242 Campus Point Court, Suite 700, San Diego, California 92121 (“Parent”), VINDICO NANOBIOTECHNOLOGY LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent with offices located at A264 ASTeCC 145 Graham Ave., Lexington, KY 40506 (“US Sub”) and POSEIDA THERAPEUTICS CYM, an exempted company organized under the la
LICENSE AGREEMENTLicense Agreement • June 19th, 2020 • Poseida Therapeutics, Inc. • Biological products, (no disgnostic substances)
HMGU is a public research institution operating in the field of environmental health. Researchers at HMGU identified the endonuclease “Clo51” from the bacterial strain […***…] as an enzyme that can be used for genome editing purposes (hereinafter referred to as the “ORIGINAL MATERIAL”) as described in Annex 1. The technology involving the ORIGINAL MATERIAL is protected by the […***…].
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 19th, 2020 • Poseida Therapeutics, Inc. • Biological products, (no disgnostic substances) • California
This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is entered into effective February 19, 2018 (“Effective Date”), by and between Mark Gergen (“Executive”) and Poseida Therapeutics, Inc. (“Company”).
LICENSE AGREEMENT BY AND BETWEEN Janssen Biotech Inc. AND Poseida Therapeutics Inc.License Agreement • June 19th, 2020 • Poseida Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This License Agreement, made this 3rd day of August 2015 (the “Effective Date”), is by and between Janssen Biotech Inc., a Pennsylvania company, with principal offices located at 800/850 Ridgeview Road, Horsham, PA 19044 (“Janssen”) and Poseida Therapeutics Inc., a corporation organized and existing under the laws of the State of Delaware having a place of business at 3210 Merryfield Row, San Diego, CA 32121 (“Poseida”). Each of Janssen and Poseida may be referred to, individually, as a “Party”, and, collectively, as the “Parties.”
COMMERCIAL LICENSE AGREEMENTCommercial License Agreement • June 19th, 2020 • Poseida Therapeutics, Inc. • Biological products, (no disgnostic substances) • California
This Commercial License Agreement (“Agreement”) is entered into effective April 27, 2017 (“Effective Date”) by TeneoBio, Inc. (“TeneoBio”), having its principal place of business at 1490 O’Brien Drive, Suite D, Menlo Park, CA 94025, and Poseida Therapeutics, Inc. (“Licensee”), having its principal place of business at 4242 Campus Point Court, #700, San Diego, CA 92121. In consideration of the mutual covenants and promises set forth in this Agreement, the parties agree as follows:
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 19th, 2020 • Poseida Therapeutics, Inc. • Biological products, (no disgnostic substances) • California
This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is entered into effective June 1st, 2015 (“Effective Date”), by and between Eric Ostertag (“Executive”) and Poseida Therapeutics, Inc. (“Company”).
COMMERCIAL LICENSE AGREEMENTCommercial License Agreement • June 19th, 2020 • Poseida Therapeutics, Inc. • Biological products, (no disgnostic substances) • California
This Commercial License Agreement (“Agreement”) is entered into effective August 3, 2018 (“Effective Date”) by TeneoBio, Inc. (“TeneoBio”), having its principal place of business at 1490 O’Brien Drive, Suite D, Menlo Park, CA 94025, and Poseida Therapeutics, Inc. (“Licensee”), having its principal place of business at 4242 Campus Point Court, #700, San Diego, CA 92121. In consideration of the mutual covenants and promises set forth in this Agreement, the parties agree as follows:
July 29, 2019 Kerry Ingalls Delivered via Email Re: Offer of Employment Dear Kerry:Poseida Therapeutics, Inc. • June 19th, 2020 • Biological products, (no disgnostic substances)
On behalf of Poseida Therapeutics, Inc. (the “Company”), I am pleased to offer you employment under the terms set forth in this offer letter agreement (the “Agreement”). These employment terms will be effective as of your start date, which is anticipated to be on or before October 21, 2019 or other mutually agreed to date.
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION BY AND AMONG POSEIDA THERAPEUTICS INC., HERMES MERGER SUB I, INC., HERMES MERGER SUB II, LLC, VINDICO NANOBIOTECHNOLOGY, INC. AND CHRISTOPHER YOUNG AS STOCKHOLDERS’ REPRESENTATIVE OCTOBER 10, 2016Agreement and Plan of Merger and Reorganization • June 19th, 2020 • Poseida Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (“Agreement”) is made and entered into as of October 10, 2016 by and among POSEIDA THERAPEUTICS, INC., a Delaware corporation (“Parent”), HERMES MERGER SUB I, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub I”), HERMES MERGER SUB II, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Parent (“Merger Sub II”), VINDICO NANOBIOTECHNOLOGY, INC., a Delaware corporation (the “Company”), and CHRISTOPHER YOUNG as the Stockholders’ Representative. Certain other capitalized terms used in this Agreement are defined in EXHIBIT A.
LICENSE AGREEMENTLicense Agreement • June 19th, 2020 • Poseida Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This LICENSE AGREEMENT (the “Agreement”) is made and entered into effective as of October 24, 2019 (the “Effective Date”), by and between GENUS ONCOLOGY, LLC, a Delaware limited liability company (“Genus”), having a place of business at 650 Albany Street, Boston, MA 02118, and POSEIDA THERAPEUTICS, INC., a Delaware corporation (“Poseida”), having a place of business at 4242 Campus Point Court, Suite 700, San Diego, CA 92121. Genus and Poseida are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
