AGENTUS THERAPEUTICS, INC. NON-QUALIFIED STOCK OPTION STOCK OPTION AGREEMENTStock Option Agreement • September 14th, 2021 • MiNK Therapeutics, Inc. • Biological products, (no disgnostic substances)
This agreement (this “Agreement”) evidences a Stock Option granted by AgenTus Therapeutics, Inc. (the “Company”) to the individual named above (the “Grantee”), pursuant to and subject to the terms of the AgenTus Therapeutics, Inc. 2018 Equity Incentive Plan (as amended from time to time, the “Plan”). Except as otherwise defined herein, all capitalized terms used herein have the same meaning as in the Plan.
AGENTUS THERAPEUTICS, INC. Convertible Promissory NoteConvertible Note • September 14th, 2021 • MiNK Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This Convertible Promissory Note (this “Note”) is being issued by the Company pursuant to that certain Convertible Promissory Note Purchase Agreement, dated as of the date hereof, by and among the Company and the Holder (the “Purchase Agreement”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Purchase Agreement.
AGENTUS THERAPEUTICS, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • September 14th, 2021 • MiNK Therapeutics, Inc. • Biological products, (no disgnostic substances)
This agreement (this “Agreement”) evidences the grant of shares of Restricted Stock by AgenTus Therapeutics, Inc. (the “Company”) to the individual named above (the “Grantee”), pursuant to and subject to the terms of the AgenTus Therapeutics, Inc. 2018 Equity Incentive Plan (as amended from time to time, the “Plan”). Except as otherwise defined herein, all capitalized terms used herein have the same meaning as in the Plan.
Intercompany General & Administrative Services AgreementIntercompany General & Administrative Services Agreement • September 14th, 2021 • MiNK Therapeutics, Inc. • Biological products, (no disgnostic substances) • Massachusetts
This intercompany general and administrative services agreement (this “Agreement”) is entered into as of this 10th day of September, 2021 (the “Effective Date”) by and among Agenus Inc., a Delaware corporation (“Parent”), and MiNK Therapeutics, Inc., a Delaware corporation and a majority owned subsidiary of Parent ( “Subsidiary”). Parent and Subsidiary may also be referred to below collectively as the “Parties” and each individually as a “Party.”
INTELLECTUAL PROPERTY ASSIGNMENT AND LICENSE AGREEMENT by and between AGENUS INC. and MINK THERAPEUTICS, INC. dated as of September 10, 2021Intellectual Property Assignment and License Agreement • September 14th, 2021 • MiNK Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This INTELLECTUAL PROPERTY ASSIGNMENT AND LICENSE AGREEMENT (this “Agreement”) is entered into as of September 10, 2021 (the “Effective Date”) by and between, on the one hand, AGENUS INC., a Delaware corporation having its principal place of business at 3 Forbes Road Lexington, Massachusetts 02421 (“Agenus”), and, on the other hand, MINK THERAPEUTICS, INC., a Delaware corporation having its principal place of business at 149 Fifth Avenue Suite 500 New York, New York 10010 (“MiNK”), and solely for purposes of Section 5.1, Agenus Switzerland and Agenus UK Ltd, both of which are wholly owned subsidiaries of Agenus, and AgenTus Therapeutics SA and AgenTus Therapeutics Ltd, both of which are wholly owned subsidiaries of MiNK. Agenus and MiNK are referred to individually as a “Party” and collectively as the “Parties.”
CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENTConvertible Promissory Note Purchase Agreement • September 14th, 2021 • MiNK Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT (this “Agreement”) is made as of February 11, 2021 (the “Effective Date”) by and between AgenTus Therapeutics, Inc., a Delaware corporation with offices at 3 Forbes Road, Lexington, MA 02421 (the “Company”), and Agenus Inc., a Delaware corporation with offices at 3 Forbes Road, Lexington, MA 02421 and the parent company of the Company (the “Purchaser”).
