Genitope Corp Sample Contracts

Genitope Corp – Genitope Corporation Performance Incentive Plan (May 28th, 2008)
Genitope Corp – Amended and Restated Bylaws of Genitope Corporation (A DELAWARE CORPORATION) (December 6th, 2007)
Genitope Corp – GENITOPE CORPORATION, ISSUER AND [TRUSTEE], TRUSTEE INDENTURE DATED AS OF [___], 200___ SUBORDINATED DEBT SECURITIES (October 19th, 2007)

Indenture, dated as of [•], 200___, among Genitope Corporation, a Delaware corporation (the “Company”), and [Trustee], as trustee (the “Trustee”):

Genitope Corp – GENITOPE CORPORATION and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF (October 19th, 2007)

Debt Securities Warrant Agreement (this “Agreement”), dated as of between Genitope Corporation, 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”).

Genitope Corp – GENITOPE CORPORATION, ISSUER AND [TRUSTEE], TRUSTEE INDENTURE DATED AS OF [___], 200___ SENIOR DEBT SECURITIES (October 19th, 2007)

Indenture, dated as of [•], 200___, among Genitope Corporation, a Delaware corporation (the “Company”), and [Trustee], as trustee (the “Trustee”):

Genitope Corp – GENITOPE CORPORATION and ___, AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF _________ (October 19th, 2007)

Common Stock Warrant Agreement (this “Agreement”), dated as of between Genitope Corporation, 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”).

Genitope Corp – GENITOPE CORPORATION and , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF (October 19th, 2007)

Preferred Stock Warrant Agreement (this “Agreement”), dated as of between Genitope Corporation, 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”).

Genitope Corp – STOCK PURCHASE AGREEMENT (October 9th, 2007)

STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of October 5, 2007, by and among Genitope Corporation, a Delaware corporation, (the “Company”), and William R. Hambrecht, Trustee of The Hambrecht 1980 Revocable Trust (“Buyer”).

Genitope Corp – Genitope Corporation 2007 Equity Incentive Plan Adopted By Board: April 27, 2007 Approved By Stockholders: June 11, 2007 (October 4th, 2007)
Genitope Corp – Genitope Corporation 2007 Equity Incentive Plan Adopted By Board: April 27, 2007 Approved By Stockholders: June 11, 2007 (August 8th, 2007)
Genitope Corp – 5,500,000 Shares1 Genitope Corporation Common Stock UNDERWRITING AGREEMENT April 26, 2007 (April 27th, 2007)

Genitope Corporation, a Delaware corporation (the “Company”), proposes to issue and sell up to an aggregate of 5,500,000 shares of its authorized but unissued common stock, $0.001 par value per share (the “Common Stock”), to the Underwriter (as hereinafter defined) (said 5,500,000 shares of Common Stock to be issued and sold by the Company being herein called the “Underwritten Stock”). The Company has also granted the Underwriter an option to purchase up to an aggregate of 825,000 additional shares of Common Stock (the “Option Stock,” and the Option Stock together with the Underwritten Stock being hereinafter referred to as the “Shares”). The Common Stock is more fully described in the Registration Statement and the Prospectus hereinafter mentioned. The Company hereby confirms the agreements made with respect to the purchase of the Shares by the Underwriter, named in Schedule 1 hereto (herein referred to as the “Underwriter”).

Genitope Corp – PRESS RELEASE (April 23rd, 2007)

This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the securities nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. This offering of shares of common stock may be made only by means of a prospectus supplement and accompanying prospectus.

Genitope Corp – Summary of 2007 Management Incentive Compensation Plan (April 12th, 2007)

The 2007 Management Incentive Compensation Plan (the “2007 Bonus Plan”) was adopted by the Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Genitope Corporation (the “Company”) on April 6, 2007 and is designed to offer incentive compensation to officers and senior directors, director and manager-level employees of the Company by rewarding achievement of specifically measured corporate goals and individual goals that are consistent with and support overall corporate goals.

Genitope Corp – SECURITY DEPOSIT PLEDGE AGREEMENT (Loan) (March 29th, 2007)

This Security Deposit Pledge Agreement (this “Agreement”) is made and entered into as of the 26th day of March 2007, by and between Genitope Corporation a Delaware corporation with its principal place of business at 6900 Dumbarton Circle, Fremont, CA 94555, (“Debtor”) and General Electric Capital Corporation, a Delaware corporation, with its principal place of business at 83 Wooster Heights Road, 5th Floor, Danbury, CT 06810 (“Secured Party”).

Genitope Corp – PROMISSORY NOTE March 26, 2007 (Date) (March 29th, 2007)

FOR VALUE RECEIVED, Genitope Corporation a corporation located at the address stated below (“Maker”) promises, jointly and severally if more than one, to pay to the order of General Electric Capital Corporation or any subsequent holder hereof (each, a “Payee”) at its office located at 83 Wooster Heights Road, Danbury, CT 06810 or at such other place as Payee or the holder hereof may designate, the principal sum of Five Hundred Thirty-Five Thousand Eight Hundred Sixty-Two and 36/00 Dollars $535,862.36, with interest on the unpaid principal balance, from the date hereof through and including the dates of payment, at a fixed interest rate of Nine and Eighty Hundredths percent (9.80%) per annum, to be paid in lawful money of the United States, in thirty-six (36) consecutive monthly installments of principal and interest as follows:

Genitope Corp – Genitope Corporation 2003 Employee Stock Purchase Plan Adopted August 7, 2003 Approved by stockholders August 29, 2003 (March 16th, 2007)
Genitope Corp – SEVERANCE AGREEMENT (December 29th, 2006)

The Severance Agreement is made and entered into by and between Bonnie Charpentier (“Ms. Charpentier) and Genitope Corporation (“the Company”).

Genitope Corp – PROMISSORY NOTE December 22,2006 (Date) (December 29th, 2006)

FOR VALUE RECEIVED, Genitope Corporation a corporation located at the address stated below (“Maker”) promises, jointly and severally if more than one, to pay to the order of General Electric Capital Corporation or any subsequent holder hereof (each, a “Payee”) at its office located at 83 Wooster Heights Road, Danbury, CT 06810 or at such other place as Payee or the holder hereof may designate, the principal sum of One Million Five Hundred Fifty-Three Thousand Five Hundred Eighty-Eight and 96/00 Dollars $1,553,588.96, with interest on the unpaid principal balance, from the date hereof through and including the dates of payment, at a fixed interest rate of Nine and Eighty-Eight Hundredths percent (9.88%) per annum, to be paid in lawful money of the United States, in thirty-six (36) consecutive monthly installments of principal and interest as follows:

Genitope Corp – SECURITY DEPOSIT PLEDGE AGREEMENT (December 29th, 2006)

This Security Deposit Pledge Agreement (this “Agreement”) is made and entered into as of the 22nd day of December, 2006, by and between Genitope Corporation a Delaware corporation with its principal place of business at 6900 Dumbarton Circle, Fremont, CA 94555, (“Debtor”) and General Electric Capital Corporation, a Delaware corporation, with its principal place of business at 83 Wooster Heights Road, 5th Floor, Danbury, CT 06810 (“Secured Party”).

Genitope Corp – MASTER SECURITY AGREEMENT dated as of October 31, 2006 “Agreement”) (November 3rd, 2006)

THIS AGREEMENT is between General Electric Capital Corporation (together with its successors and assigns, if any, “Secured Party”) and Genitope Corporation (“Debtor”). Secured Party has an office at 83 Wooster Heights Road, Danbury, CT 06810. Debtor is a corporation organized and existing under the laws of the state of DE (“the State”). Debtor’s mailing address and chief place of business is 6900 Dumbarton Circle, Fremont, CA 94555.

Genitope Corp – SECURITY DEPOSIT PLEDGE AGREEMENT (Loan) (November 3rd, 2006)

This Security Deposit Pledge Agreement (this “Agreement”) is made and entered into as of the 31st day of October, 2006, by and between Genitope Corporation a Delaware corporation with its principal place of business at 6900 Dumbarton Circle, Fremont, CA 94555, (“Debtor”) and General Electric Capital Corporation, a Delaware corporation, with its principal place of business at 83 Wooster Heights Road, 5th Floor, Danbury, CT 06810 (“Secured Party”).

Genitope Corp – PROMISSORY NOTE October 31, 2006 (Date) (November 3rd, 2006)

FOR VALUE RECEIVED, Genitope Corporation a corporation located at the address stated below (“Maker”) promises, jointly and severally if more than one, to pay to the order of General Electric Capital Corporation or any subsequent holder hereof (each, a “Payee”) at its office located at 83 Wooster Heights Road, Danbury, CT 06810 or at such other place as Payee or the holder hereof may designate, the principal sum of Three Million Nine Hundred Five Thousand One Hundred Ninety Six and 97/00 Dollars $3,905,196.97, with interest on the unpaid principal balance, from the date hereof through and including the dates of payment, at a fixed interest rate of Ten and Zero Hundredths percent (10.00%) per annum, to be paid in lawful money of the United States, in thirty-six (36) consecutive monthly installments of principal and interest as follows:

Genitope Corp – AMENDMENT NO. 1 TO AGREEMENT BETWEEN OWNER AND CONSTRUCTION MANAGER (July 3rd, 2006)

Pursuant to Paragraph 2.2 of the Agreement, dated June 27, 2006 between Genitope Corporation (Owner) and XL Construction Corporation (the Construction Manager), for the Genitope Headquarters and Manufacturing Facilities—Building 2 (the Project), the Owner and Construction Manager establish a Guaranteed Maximum Price and Contract Time for the Work as set forth below.

Genitope Corp – AMENDMENT NO. 1 TO AGREEMENT BETWEEN OWNER AND CONSTRUCTION MANAGER (July 3rd, 2006)

Pursuant to Paragraph 2.2 of the Agreement, dated June 27, 2006 between Genitope Corporation (Owner) and XL Construction Corporation (the Construction Manager), for the Genitope Headquarters and Manufacturing Facilities—Building 1 (the Project), the Owner and Construction Manager establish a Guaranteed Maximum Price and Contract Time for the Work as set forth below.

Genitope Corp – FOURTH AMENDMENT TO SUBLEASE BETWEEN REGEN BIOLOGICS, INC. AND GENITOPE CORPORATION (May 31st, 2006)

THIS FOURTH AMENDMENT TO SUBLEASE (this “Fourth Amendment”) is made and entered into as of the 25th day of May, 2006, by and between REGEN BIOLOGICS, INC., a Delaware corporation (“Regen”), and GENITOPE CORPORATION, a Delaware corporation (“Subtenant”).

Genitope Corp – Summary of 2006 Management Incentive Compensation Plan (May 3rd, 2006)

This management incentive compensation plan (the “Bonus Plan”) was adopted by the Board of Directors of Genitope Corporation on April 1, 2005 and amended on April 28, 2006. The Bonus Plan is designed to offer incentive compensation to officers, senior director-, director- and manager-level employees of Genitope Corporation by rewarding achievement of specifically measured corporate goals and individual goals that are consistent with and support overall corporate goals.

Genitope Corp – UNDERWRITING AGREEMENT (February 7th, 2006)

Genitope Corporation, a Delaware corporation (the “Company”), proposes to issue and sell up to an aggregate of 6,400,000 shares of its authorized but unissued common stock, $0.001 par value per share (the “Common Stock”), to the Underwriters (as hereinafter defined), for whom you (the “Representatives”) are acting as representatives (said 6,400,000 shares of Common Stock to be issued and sold by the Company being herein called the “Underwritten Stock”). The Company has also granted the Underwriters an option to purchase up to an aggregate of 960,000 additional shares of Common Stock (the “Option Stock,” and the Option Stock together with the Underwritten Stock being hereinafter referred to as the “Shares”). The Common Stock is more fully described in the Registration Statement and the Prospectus hereinafter mentioned.

Genitope Corp – AIA® Document A121TMCMc — 2003 (January 20th, 2006)

Genitope Corporation 525 Penobscot Drive Redwood City, California 94063 Attention: Chief Financial Officer & General Counsel Telephone: (650) 482-2000 Facsimile: (650) 482-2002

Genitope Corp – AIA® Document A121 TM CMc — 2003 and AGC Document 565 (January 20th, 2006)

Standard Form of Agreement Between Owner and Construction Manager Where the Construction Manager is Also the Constructor

Genitope Corp – LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT Between GENITOPE CORPORATION Borrower and COMERICA BANK Bank Dated as of December 15, 2005 (December 20th, 2005)

This Letter of Credit and Reimbursement Agreement, dated as of December 15, 2005 (this “Agreement”), is by and between GENITOPE CORPORATION, a Delaware corporation (the “Borrower”), and COMERICA BANK, a Michigan banking corporation (the “Bank”).

Genitope Corp – SECURITY AGREEMENT — ACCOUNT PLEDGE (December 20th, 2005)

THIS SECURITY AGREEMENT ACCOUNT PLEDGE (this “Agreement”), dated as of December 15, 2005, is entered into by and between GENITOPE CORPORATION, a Delaware corporation (the “Pledgor”), and COMERICA BANK, a Michigan banking corporation (the “Secured Party”)., in light of the following:

Genitope Corp – AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GENITOPE CORPORATION (September 16th, 2005)

The Company shall be subject to and governed by the provision of Section 203 of the General Corporation Law of the State of Delaware with respect to business combinations between the Company and interested stockholders.”

Genitope Corp – LEASE AGREEMENT (August 8th, 2005)

THIS “LEASE”, dated May 16, 2005, between JOHN ARRILLAGA, Trustee, or his Successor Trustee, UTA dated 7/20/77 (JOHN ARRILLAGA SURVIVOR’S TRUST) as amended, and RICHARD T. PEERY, Trustee, or his Successor Trustee, UTA dated 7/20/77 (RICHARD T. PEERY SEPARATE PROPERTY TRUST) as amended, hereinafter called Landlord, and GENITOPE CORPORATION, a Delaware corporation, hereinafter called Tenant, is entered into on the Execution Date.

Genitope Corp – RE: CONSTRUCTION AGREEMENT RELATED TO LEASE AGREEMENT DATED MAY 16, 2005 FOR BUILDING 6, BY AND BETWEEN THE JOHN ARRILLAGA SURVIVOR’S TRUST AND THE RICHARD T. PEERY SEPARATE PROPERTY TRUST, AS LANDLORD, AND GENITOPE CORPORATION, A DELAWARE CORPORATION, AS TENANT, FOR ALL OF THAT CERTAIN 109,786+ SQUARE FOOT BUILDING LOCATED AT 6800 DUMBARTON CIRCLE, FREMONT, CALIFORNIA. (August 8th, 2005)

This construction agreement (“Agreement”) will confirm our agreement relative to the shell of the building and interior improvements related thereto to be constructed by Landlord on the property leased under the lease referenced above, hereinafter referred to as the “Lease”, and shall be considered a part of the Lease.

Genitope Corp – RE: CONSTRUCTION AGREEMENT RELATED TO LEASE AGREEMENT DATED MAY 16, 2005 FOR BUILDING 5, BY AND BETWEEN THE JOHN ARRILLAGA SURVIVOR’S TRUST AND THE RICHARD T. PEERY SEPARATE PROPERTY TRUST, AS LANDLORD, AND GENITOPE CORPORATION, A DELAWARE CORPORATION, AS TENANT, FOR ALL OF THAT CERTAIN 109,786+ SQUARE FOOT BUILDING LOCATED AT 6900 DUMBARTON CIRCLE, FREMONT, CALIFORNIA. (August 8th, 2005)

This construction agreement (“Agreement”) will confirm our agreement relative to the shell of the building and interior improvements related thereto to be constructed by Landlord on the property leased under the lease referenced above, hereinafter referred to as the “Lease”, and shall be considered a part of the Lease.