SECOND RESTATED COLLABORATION AGREEMENTCollaboration Agreement • March 12th, 2010 • Celldex Therapeutics, Inc. • In vitro & in vivo diagnostic substances • Delaware
THIS SECOND RESTATED COLLABORATION AGREEMENT (this “Agreement”), dated as of April 12, 2004, the “Revision Date”, is made between ABGENIX, INC., a Delaware corporation (“ABX”), having a place of business at 7601 Dumbarton Circle, Fremont, California 94555, and CURAGEN CORPORATION, a Delaware corporation (“CuraGen”), having a place of business at 555 Long Wharf Drive, New Haven, Connecticut 06511, with respect to the following facts:
COLLABORATION AGREEMENTCollaboration Agreement • March 12th, 2010 • Celldex Therapeutics, Inc. • In vitro & in vivo diagnostic substances • Washington
WHEREAS, SGI owns or controls intellectual property rights relating to certain technology useful for linking certain proprietary cytotoxins to other molecules such as antibodies capable of directing such cytotoxins to specific tissues and/or cells;
LOGO]Celldex Therapeutics, Inc. • March 12th, 2010 • In vitro & in vivo diagnostic substances
Reference is made to that certain Second Restated Collaboration Agreement between Amgen Fremont Inc. (successor in interest to Abgenix, Inc.) (“AFI”) and CuraGen Corporation (“CuraGen”) dated as of April 12, 2004 and amended October 19, 2004 (“Collaboration Agreement”). AFI and CuraGen each may be referred to herein as a “Party” and the two collectively as the “Parties,” and capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Collaboration Agreement.
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. TRANSFER AND TERMINATION AGREEMENT DATED AS OF APRIL 21, 2008 BY AND BETWEEN TOPOTARGET A/S AND CURAGEN CORPORATIONTransfer and Termination Agreement • March 12th, 2010 • Celldex Therapeutics, Inc. • In vitro & in vivo diagnostic substances • New York
THIS TRANSFER AND TERMINATION AGREEMENT (this “Agreement”) is dated as of April 21, 2008 (the “Effective Date”), by and between TopoTarget A/S, a company duly organized and existing under the laws of Denmark and having offices at Symbion Science Park, Fruebjergvej 3, 2100 Copenhagen, Denmark (“TopoTarget”), and CuraGen Corporation, a company duly organized and existing under the laws of the State of Delaware and having offices at 555 Long Wharf Drive, New Haven, Connecticut 06511, USA (“CuraGen”). As used herein, TopoTarget and CuraGen are referred to as the “Parties”.
CELLDEX THERAPEUTICS, INC. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 12th, 2010 • Celldex Therapeutics, Inc. • In vitro & in vivo diagnostic substances • Delaware
This Restricted Stock Award Agreement (the “Agreement”), dated as of the “Award Date” set forth in the attached Exhibit A, is entered into between Celldex Therapeutics, Inc., a Delaware corporation (the “Company”), and the individual identified in Exhibit A (the “Awardee”).
