ATRECA, INC. AND , AS WARRANT AGENT FORM OF CLASS A [CLASS B] COMMON STOCK WARRANT AGREEMENT DATED AS OF ATRECA, INC. FORM OF CLASS A [CLASS B] COMMON STOCK WARRANT AGREEMENTCommon Stock Warrant Agreement • July 18th, 2023 • Atreca, Inc. • Pharmaceutical preparations • New York
THIS CLASS A [CLASS B] COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [·], between ATRECA, INC., a Delaware corporation (the “Company”), and [·], a [corporation] [national banking association] organized and existing under the laws of [·] and having a corporate trust office in [·], as warrant agent (the “Warrant Agent”).
Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • July 16th, 2020 • Atreca, Inc. • Pharmaceutical preparations • New York
ATRECA, INC. AND , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF ATRECA, INC. FORM OF PREFERRED STOCK WARRANT AGREEMENTPreferred Stock Warrant Agreement • July 18th, 2023 • Atreca, Inc. • Pharmaceutical preparations • New York
THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [·], between ATRECA, INC., a Delaware corporation (the “Company”), and [·], a [corporation] [national banking association] organized and existing under the laws of [·] and having a corporate trust office in [·], as warrant agent (the “Warrant Agent”).
LEASE AGREEMENTLease Agreement • July 23rd, 2019 • Atreca, Inc. • Pharmaceutical preparations
THIS LEASE AGREEMENT (this “Lease”) is made this 17 day of July, 2019, between ARE-EAST JAMIE COURT, LLC, a Delaware limited liability company (“Landlord”), and ATRECA, INC., a Delaware corporation (“Tenant”).
AS WARRANT AGENTSecurities Warrant Agreement • July 18th, 2023 • Atreca, Inc. • Pharmaceutical preparations • New York
THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [·], between ATRECA, INC., a Delaware corporation (the “Company”), and [·], a [corporation] [national banking association] organized and existing under the laws of [·] and having a corporate trust office in [·], as warrant agent (the “Warrant Agent”).
ATRECA, INC. INDEMNITY AGREEMENTIndemnity Agreement • May 24th, 2019 • Atreca, Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNITY AGREEMENT (the “Agreement”) is made and entered into as of , between Atreca, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 11th, 2020 • Atreca, Inc. • Pharmaceutical preparations • New York
This Registration Rights Agreement (this “Agreement”) is made as of March 11, 2020, by and between Atreca, Inc., a Delaware corporation (the “Company”), and the persons listed on the attached Schedule A who are signatories to this Agreement (collectively, the “Investors”). Unless otherwise defined herein, capitalized terms used in this Agreement have the respective meanings ascribed to them in Section 1.
ATRECA, INC. EXECUTIVE EMPLOYMENT AGREEMENT for Herb CrossExecutive Employment Agreement • May 24th, 2019 • Atreca, Inc. • Pharmaceutical preparations • California
This Executive Employment Agreement (the “Agreement”), made between Atreca, Inc. (the “Company”) and Herb Cross (the “Executive”) (collectively, the “Parties”), is effective as of February 1, 2019.
ATRECA, INC. AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT for COURTNEY PHILLIPSExecutive Employment Agreement • November 12th, 2020 • Atreca, Inc. • Pharmaceutical preparations • California
This Amended and Restated Executive Employment Agreement (the “Agreement”), made between Atreca, Inc. (the “Company”) and Courtney Phillips (the “Executive”) (collectively, the “Parties”), is effective as of November 11, 2020 (the “Effective Date”).
AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • December 26th, 2023 • Atreca, Inc. • Pharmaceutical preparations • California
THIS AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) is entered into as of December 19, 2023, (the “Effective Date”) by and between Atreca, Inc. (the “Company”), and John A. Orwin (“Executive”) (collectively referred to as the “Parties” or individually referred to as a “Party”).
ATRECA, INC. CLASS A COMMON STOCK SALES AGREEMENTSales Agreement • August 12th, 2020 • Atreca, Inc. • Pharmaceutical preparations • New York
Atreca, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
ATRECA, INC. AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTRights Agreement • May 24th, 2019 • Atreca, Inc. • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of September 5, 2018, by and among Atreca, Inc., a Delaware corporation (the “Company”), and the investors listed on Exhibit A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.”
ASSET PURCHASE AGREEMENT by and between Atreca, Inc. and Immunome, Inc. Dated as of December 22, 2023Asset Purchase Agreement • December 26th, 2023 • Atreca, Inc. • Pharmaceutical preparations • Delaware
This Asset Purchase Agreement (this “Agreement”) is made and executed as of December 22, 2023 (the “Execution Date”), by and between Atreca, Inc., a Delaware corporation (“Seller”) and Immunome, Inc., a Delaware corporation (“Purchaser”). Seller and Purchaser are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
ATRECA, INC. WARRANT TO PURCHASE SERIES A PREFERRED STOCKAtreca, Inc. • May 24th, 2019 • Pharmaceutical preparations • Delaware
THIS CERTIFIES THAT, for value received, , or assigns (the “Holder”), is entitled to subscribe for and purchase at the Exercise Price (defined below) from ATRECA, INC., a Delaware corporation, with its principal office at 500 Saginaw Dr., Redwood City, California 94063 (the “Company”) the Exercise Shares at the Exercise Price (each subject to adjustment as provided herein). This Warrant is being issued as one of a series of warrants (the “Warrants”) pursuant to that certain Placement Agency Agreement, dated March 25, 2015, by and between Brookline Group, LLC (“Brookline”) and the Company (the “Agreement”) in full satisfaction of the provisions of Section 3(e) thereof and pursuant to that certain Preferred Warrant Assignment Form, dated November 9, 2015, by and between Brookline and the Company (the “Assignment”). The aggregate number of Exercise Shares that Holder may purchase by exercising this warrant is shares of the Company’s Series A Preferred Stock (subject to adjustment pursuant
ATRECA, INC. AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT for Tito SerafiniExecutive Employment Agreement • May 24th, 2019 • Atreca, Inc. • Pharmaceutical preparations • California
This Amended and Restated Executive Employment Agreement (the “Agreement”), made between Atreca, Inc. (the “Company”) and Tito Serafini (the “Executive”) (collectively, the “Parties”), is effective as of date all parties have signed this Agreement (the “Effective Date”).
January 31, 2024Consulting Termination Release • February 6th, 2024 • Atreca, Inc. • Pharmaceutical preparations
This letter sets forth the substance of the separation and consulting agreement (the “Agreement”) that Atreca, Inc. (the “Company”) is offering to you to aid in your employment transition.
ATRECA, INC. EXECUTIVE EMPLOYMENT AGREEMENT for John OrwinExecutive Employment Agreement • May 24th, 2019 • Atreca, Inc. • Pharmaceutical preparations • California
This Executive Employment Agreement (the “Agreement”), made between Atreca, Inc. (the “Company”) and John Orwin (the “Executive”) (collectively, the “Parties”), is effective as of March 21, 2018 (“Effective Date”).
ATRECA, INC. EXECUTIVE EMPLOYMENT AGREEMENT for Philippe BishopEmployment Agreement • March 29th, 2023 • Atreca, Inc. • Pharmaceutical preparations • California
This Executive Employment Agreement (the “Agreement”), made between Atreca, Inc. (the “Company”) and Philippe Bishop (the “Executive”) (collectively, the “Parties”), is effective as of January 9, 2023.
Atreca, inc. class a common stock SALES AGREEMENTSales Agreement • July 18th, 2023 • Atreca, Inc. • Pharmaceutical preparations • New York
Atreca, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
COLLABORATION AND LICENSE AGREEMENT by and between XENCOR, INC. and ATRECA, INC. Dated as of July 2, 2020Collaboration and License Agreement • August 12th, 2020 • Atreca, Inc. • Pharmaceutical preparations • New York
This COLLABORATION AND LICENSE AGREEMENT (this “Agreement”) is entered into and made effective as of July 2, 2020 (the “Effective Date”) by and between Atreca, Inc. a Delaware corporation having an address at 500 Saginaw Drive, Redwood City, California 94063 (“Atreca”) and Xencor, Inc., a Delaware corporation having an address at 111 W Lemon Avenue, Monrovia, California 91016 (“Xencor”). Atreca and Xencor are each referred to herein by name or as a “Party”, or, collectively, as the “Parties”.
License AgreementLicense Agreement • March 3rd, 2022 • Atreca, Inc. • Pharmaceutical preparations • Delaware
This License Agreement (this “Agreement”) is entered into as of the date of last signature (the “Effective Date”) by the Bill & Melinda Gates Medical Research Institute, a nonprofit research institution organized under the laws of the state of Washington with its principal offices located at One Kendall Square, Building 600, Suite 6-301, Cambridge, MA 02139 (the “Gates MRI”), and Atreca, Inc., a corporation organized under the laws of Delaware with its principal offices located at 835 Industrial Road, Suite 400, San Carlos, CA 94070 (“Atreca”). The Gates MRI and Atreca are also collectively referred to herein as the “Parties” or individually as a “Party.”
FIRST AMENDMENT TO SUBLEASE (500 SAGINAW DRIVE, REDWOOD CITY, CALIFORNIA)Sublease • May 24th, 2019 • Atreca, Inc. • Pharmaceutical preparations
THIS FIRST AMENDMENT TO SUBLEASE (this “Amendment”) is entered into as of August 25th, 2017 (as may be adjusted pursuant to Section 4, the “Effective Date”), by and between CARDIODX, INC., a Delaware corporation (“Sublandlord”), and ATRECA, INC., a Delaware corporation (“Subtenant”).
OPTION AND LICENSE AGREEMENT Between ZYMEWORKS INC. and ATRECA, INC. April 4, 2022Option and License Agreement • August 8th, 2022 • Atreca, Inc. • Pharmaceutical preparations • New York
This OPTION AND LICENSE AGREEMENT (the “Agreement”) is effective as of April 4, 2022 (the “Effective Date”), by and between Atreca, Inc., a Delaware corporation, having an address 835 Industrial Road, Suite 400, San Carlos, California 94070 USA (“Atreca”) and Zymeworks Inc., a corporation organized and existing under the laws of British Columbia, having an address at 540-1385 West 8th Avenue, Vancouver, BC, Canada V6H 3V9 (“Zymeworks”). Zymeworks and Atreca are each referred to individually as a “Party” and together as the “Parties”.
EXCLUSIVE (EQUITY) AGREEMENTAtreca, Inc. • June 10th, 2019 • Pharmaceutical preparations • California
This Agreement between THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY (“Stanford”), an institution of higher education having powers under the laws of the State of California, and Atreca (“Atreca”), a corporation having a principal place of business at 2703 Witheridge Road, Belmont, CA 94002-3340, is effective on the 28 day of June, 2012 (“Effective Date”).
NOMINATING AGREEMENTNominating Agreement • June 10th, 2019 • Atreca, Inc. • Pharmaceutical preparations • Delaware
THIS NOMINATING AGREEMENT (this “Agreement”), dated as of September 5, 2018, by and among Atreca, Inc., a Delaware corporation (the “Company”), Baker Brothers Life Sciences, L.P. (“BBLS”) and 667, L.P. (together with BBLS, the “Investor”).
ATRECA, INC. EXECUTIVE EMPLOYMENT AGREEMENT for Courtney PhillipsEmployment Agreement • August 13th, 2019 • Atreca, Inc. • Pharmaceutical preparations • California
This Executive Employment Agreement (the “Agreement”), made between Atreca, Inc. (the “Company”) and Courtney Phillips (the “Executive”) (collectively, the “Parties”), is effective as of June 10, 2019.
ATRECA, INC. AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT for TITO SERAFINIExecutive Employment Agreement • November 12th, 2020 • Atreca, Inc. • Pharmaceutical preparations • California
This Amended and Restated Executive Employment Agreement (the “Agreement”), made between Atreca, Inc. (the “Company”) and Tito Serafini (the “Executive”) (collectively, the “Parties”), is effective as of November 11, 2020 (the “Effective Date”).
September 18, 2023Atreca, Inc. • September 21st, 2023 • Pharmaceutical preparations
This letter sets forth the substance of the separation and consulting agreement (the “Agreement”) that Atreca, Inc. (the “Company”) is offering to you to aid in your employment transition.
SUBLEASE (500 SAGINAW DRIVE, REDWOOD CITY, CALIFORNIA)Sublease • May 24th, 2019 • Atreca, Inc. • Pharmaceutical preparations • California
THIS SUBLEASE (this “Sublease”) is entered into as of March 22, 2016 (the “Effective Date”), by and between CARDIODX, INC., a Delaware corporation (“Sublandlord”), and ATRECA, INC., a Delaware corporation (“Subtenant”) (Sublandlord and Subtenant, each, a “Party”, and collectively, the “Parties”).
AGREEMENT FOR MODIFICATION OF LEASE AND VOLUNTARY SURRENDER OF PREMISESAgreement for Modification of Lease • September 21st, 2023 • Atreca, Inc. • Pharmaceutical preparations
This Agreement for Modification of Lease and Voluntary Surrender of Premises (this “Agreement”) is made and entered into as of September 20, 2023 (the “Effective Date”), by and between ARE-SAN FRANCISCO NO. 63, LLC, a Delaware limited liability company (“Landlord”), and ATRECA, INC., a Delaware corporation (“Tenant”), with reference to the following:
ATRECA, INC. INDUCEMENT GRANT OUTSIDE OF OPTION AGREEMENT (NONSTATUTORY STOCK OPTION)Option Agreement • March 29th, 2023 • Atreca, Inc. • Pharmaceutical preparations • Delaware
Pursuant to your Grant Notice and this option agreement (the “Option Agreement”), Atreca, Inc. (the “Company”) has granted you an Option to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. The Option is granted to you effective as of the date of grant set forth in the Grant Notice (the “Date of Grant”). The Option is granted in compliance with Nasdaq Listing Rule 5635(c)(4) as a material inducement to you entering into employment with the Company. The Option is a Nonstatutory Stock Option and is granted outside of, but subject to the terms of, the Company’s 2019 Equity Incentive Plan (the “Plan”) and other relevant Plan provisions as if the Option had been granted as a Nonstatutory Stock Option under Section 5 of the Plan, provided that for the avoidance of doubt, the shares of Common Stock subject to this Option shall not reduce and shall have no impact on the number of shares available for
AMENDMENT TO EXCLUSIVE (EQUITY) AGREEMENTEquity) Agreement • June 10th, 2019 • Atreca, Inc. • Pharmaceutical preparations
This AMENDMENT TO THE EXCLUSIVE (EQUITY) AGREEMENT (the “Amendment”) is effective as of May 24, 2018 (the “Amendment Effective Date”) by and between ATRECA, INC., a Delaware corporation, located at 500 Saginaw Drive, Redwood City, California 94063-4750 (“Atreca”), and THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY, an institution of higher education having powers under the laws of the State of California (“Stanford”).
CERTAIN INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. AMENDMENT NO. 2 TO EXCLUSIVE (EQUITY) AGREEMENTEquity) Agreement • March 3rd, 2022 • Atreca, Inc. • Pharmaceutical preparations • California
This AMENDMENT NO. 2 TO EXCLUSIVE (EQUITY) AGREEMENT (“Amendment”) is effective as of July 2, 2020 (“Amendment Effective Date”), by and between The Board of Trustees of the Leland Stanford Junior University, an institution of higher education having powers under the laws of the State of California (“Stanford”), and Atreca, Inc., a Delaware corporation having an address at 450 East Jamie Court, South San Francisco, CA 94080 (“Atreca”). Each of Stanford and Atreca are referred to in this Amendment as a “Party” and together, the “Parties.”
March 26, 2021 Norman Greenberg 12625 High Meadow Road North Potomac, MD 20878 Re:Transition Separation and Consulting Agreement Dear Norm:Atreca, Inc. • May 12th, 2021 • Pharmaceutical preparations • California
This letter sets forth the substance of the transition separation and consulting agreement (the “Agreement”) that Atreca, Inc. (the “Company”) is offering to you to aid in your employment transition.
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT , MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO ATRECA, INC. IF PUBLICLY DISCLOSED. August 21, 2015 Atreca, Inc. 75 Shoreway Rd, Suite...Letter Agreement • June 10th, 2019 • Atreca, Inc. • Pharmaceutical preparations
This letter agreement (“Letter Agreement”) is entered into in connection with the investment by the Bill & Melinda Gates Foundation (the “Foundation”), a Washington charitable trust that is a tax-exempt private foundation, of an amount equal to approximately $[*] U.S. Dollars in cash (the “New Cash Investment”) in the Series A Preferred Stock (“Preferred Stock”) of Atreca, Inc. (the “Company”), and the conversion of $[*] U.S. Dollars in outstanding convertible debt previously issued to the Foundation by the Company pursuant to Convertible Promissory Notes (the “Notes”), plus accrued and unpaid interest on such Notes (together with the cash investment, the “BMGF Investment”). This Letter Agreement amends and restates in its entirety that certain letter agreement, dated June 9, 2014, entered into by the Foundation and the Company, as amended from time to time. The Foundation is making the BMGF Investment in accordance with the provisions of that certain Series A Preferred Stock Purchase
