0001193125-24-000766 Sample Contracts

INDEMNIFICATION AND ADVANCEMENT AGREEMENT
Indemnification and Advancement Agreement • January 2nd, 2024 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • Delaware

This Indemnification and Advancement Agreement (“Agreement”) is made as of ________ __, 20__ by and between CG Oncology, Inc. a Delaware corporation (the “Company”), and ______________, [a member of the Board of Directors/an officer/an employee/an agent] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement of expenses.

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EMPLOYMENT AGREEMENT
Employment Agreement • January 2nd, 2024 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • New Jersey

This Employment Agreement (this “Agreement”) is made by and between CG Oncology, Inc. (the “Company”), and Ambaw Bellete (“Executive”) (collectively referred to herein as the “Parties” or individually referred to as a “Party”), effective as of 09-Jul-2023 (the “Effective Date”).

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Separation Agreement and Release • January 2nd, 2024 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • Massachusetts

This Amended and Restated Employment Agreement (this “Agreement”) is made by and between CG Oncology, Inc. (the “Company”), and Vijay Kasturi, M.D. (“Executive”) (collectively referred to herein as the “Parties” or individually referred to as a “Party”), effective as of December 13, 2023 (the “Effective Date”).

CG ONCOLOGY, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT DATED: July 28, 2023
Investors’ Rights Agreement • January 2nd, 2024 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • Delaware

THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of July 28, 2023 by and among CG ONCOLOGY, INC., a Delaware corporation (the “Company”), and the investors listed on Schedule A hereto (each an “Investor” and collectively the “Investors”).

DEVELOPMENT AND LICENSE AGREEMENT
Development and License Agreement • January 2nd, 2024 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • New York

This DEVELOPMENT AND LICENSE AGREEMENT (“Agreement”) effective as of March 11, 2019 (“Effective Date”), is entered into by and between Cold Genesys, Inc. (“CG”), with offices at Santa Ana, CA 92707, and Lepu Biotech Co., Ltd. (“Lepu”), with offices at 1-C280, No. 1628 Suzhao Road, Minhang, Shanghai. CG and Lepu may each be referred to as a “Party” or together as the “Parties.”

FIRST AMENDMENT TO THE LICENSE AND COLLABORATION AGREEMENT
And Collaboration Agreement • January 2nd, 2024 • CG Oncology, Inc. • Biological products, (no disgnostic substances)

This FIRST AMENDMENT TO THE LICENSE AND COLLABORATION AGREEMENT (“First Amendment”) is effective as of September 15, 2022 (the “First Amendment Effective Date”) by and between Kissei Pharmaceutical Co., Ltd., a corporation duly organized and existing under the lases of Japan and having its registered office at 19-48, Yoshino, Matsumoto, Nagano Prefecture, Japan (“Kissei”), and CG Oncology, Inc. (formerly known as Cold Genesys, Inc.), a company organized and existing under the laws of the state of Delaware, United States, located at 400 Spectrum Center Drive, Suite #2040 Irvine, CA 92618 (“CG”). Kissei and CG are each referred to herein by name or, individually, as a “Party” and together as the “Parties.”

LICENSE AND COLLABORATION AGREEMENT BETWEEN CG ONCOLOGY, INC. AND KISSEI PHARMACEUTICAL CO., LTD.
License and Collaboration Agreement • January 2nd, 2024 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • Delaware

THIS LICENSE AND COLLABORATION AGREEMENT (“Agreement”) is made and entered into, as of March 26, 2020 (“Effective Date”), by and between Kissei Pharmaceutical Co., Ltd., a corporation duly organized and existing under the laws of Japan and having its registered office at 19-48, Yoshino, Matsumoto, Nagano Prefecture, Japan (“Kissei”) and CG Oncology, Inc. (formerly known as Cold Genesys, Inc.), a company organized and existing under the laws of the state of Delaware, United States, located at 400 Spectrum Center Drive, Suite #2040 Irvine, CA 92618 (“CG”). Kissei and CG are each referred to individually as a “Party” and together as the “Parties.”

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