Dynavax Technologies Corp Sample Contracts

TABLE OF CONTENTS
Rights Agreement • December 5th, 2000 • Dynavax Technologies Corp • California
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Exhibit 4.4 DYNAVAX TECHNOLOGIES CORPORATION SERIES S-1 PREFERRED STOCK PURCHASE AGREEMENT TABLE OF CONTENTS
Preferred Stock Purchase Agreement • December 5th, 2000 • Dynavax Technologies Corp • California
DYNAVAX TECHNOLOGIES CORPORATION, Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [·], 20__ Debt Securities
Indenture • November 10th, 2014 • Dynavax Technologies Corp • Pharmaceutical preparations • New York
DYNAVAX TECHNOLOGIES CORPORATION AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of May 13, 2021 2.50% Convertible Senior Notes due 2026
Indenture • May 13th, 2021 • Dynavax Technologies Corp • Pharmaceutical preparations • New York

INDENTURE dated as of May 13, 2021 between DYNAVAX TECHNOLOGIES CORPORATION, a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).

DYNAVAX TECHNOLOGIES CORPORATION AND [ ], AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF [ ]
Warrant Agreement • August 3rd, 2023 • Dynavax Technologies Corp • Pharmaceutical preparations • New York

PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [ ] between DYNAVAX TECHNOLOGIES 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”).

EXHIBIT 10.9 EXCLUSIVE LICENSE AGREEMENT
License Agreement • December 1st, 2003 • Dynavax Technologies Corp • Pharmaceutical preparations • California
DYNAVAX TECHNOLOGIES CORPORATION and , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF
Common Stock Warrant Agreement • August 6th, 2020 • Dynavax Technologies Corp • Pharmaceutical preparations • New York

COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between Dynavax Technologies 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”).

RIGHTS AGREEMENT between: DYNAVAX TECHNOLOGIES CORPORATION, a Delaware corporation; and MELLON INVESTOR SERVICES LLC, a New Jersey limited liability company, as Rights Agent Dated as of November 5, 2008
Rights Agreement • November 6th, 2008 • Dynavax Technologies Corp • Pharmaceutical preparations • New York

THIS RIGHTS AGREEMENT (“Agreement”) is dated as of November 5, 2008 and is made between DYNAVAX TECHNOLOGIES CORPORATION, a Delaware corporation (the “Company”), and MELLON INVESTOR SERVICES LLC, a New Jersey limited liability company, as rights agent (“Rights Agent”).

DYNAVAX TECHNOLOGIES CORPORATION Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • July 22nd, 2015 • Dynavax Technologies Corp • Pharmaceutical preparations • New York
SALES AGREEMENT
Sales Agreement • August 6th, 2020 • Dynavax Technologies Corp • Pharmaceutical preparations • New York

Dynavax Technologies Corporation, a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:

DVNAVAX TECHNOLOGIES CORPORATION FORM OF PREFERRED STOCK WARRANT AGREEMENT
Preferred Stock Warrant Agreement • August 6th, 2020 • Dynavax Technologies Corp • Pharmaceutical preparations • New York

PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between Dynavax Technologies 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”).

INDEMNITY AGREEMENT
Indemnity Agreement • November 7th, 2019 • Dynavax Technologies Corp • Pharmaceutical preparations • Delaware

THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of , 20 , is made by and between Dynavax Technologies Corporation, a Delaware corporation (the “Company”), and (“Indemnitee”).

DYNAVAX TECHNOLOGIES CORPORATION and [ ], AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF [ ]
Debt Securities Warrant Agreement • August 3rd, 2023 • Dynavax Technologies Corp • Pharmaceutical preparations • New York

DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [ ], between DYNAVAX TECHNOLOGIES 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”).

COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • September 20th, 2010 • Dynavax Technologies Corp • Pharmaceutical preparations • Illinois

COMMON STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of September 20, 2010 by and between DYNAVAX TECHNOLOGIES CORPORATION, a Delaware corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”). Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 20th, 2010 • Dynavax Technologies Corp • Pharmaceutical preparations • Illinois

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 20, 2010, by and between DYNAVAX TECHNOLOGIES CORPORATION, a Delaware corporation, (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Common Stock Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).

RECITALS
License and Supply Agreement • December 1st, 2003 • Dynavax Technologies Corp • Pharmaceutical preparations
Exhibit 4.3 DYNAVAX TECHNOLOGIES CORPORATION FOURTH AMENDED INVESTORS' RIGHTS AGREEMENT
Rights Agreement • January 16th, 2004 • Dynavax Technologies Corp • Pharmaceutical preparations • Delaware
RECITALS
Management Continuity Agreement • December 5th, 2000 • Dynavax Technologies Corp • California
DYNAVAX TECHNOLOGIES CORPORATION
Dynavax Technologies Corp • November 12th, 2015 • Pharmaceutical preparations • New York

Dynavax Technologies Corporation, a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • March 5th, 2015 • Dynavax Technologies Corp • Pharmaceutical preparations • California

THIS LOAN AND SECURITY AGREEMENT is made and dated as of December 23, 2014 and is entered into by and between DYNAVAX TECHNOLOGIES CORPORATION, a Delaware corporation (hereinafter referred to as the “Borrower”) the several banks and other financial institutions or entities from time to time parties to this Agreement (collectively, referred to as “Lender”) and HERCULES TECHNOLOGY GROWTH CAPITAL, INC., a Maryland corporation, in its capacity as administrative agent for itself and the Lender (in such capacity, the “Agent”).

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RECITALS
Management Continuity Agreement • December 5th, 2000 • Dynavax Technologies Corp • California
RECITALS
And Severance Agreement • October 24th, 2003 • Dynavax Technologies Corp • Pharmaceutical preparations • California
Exhibit 4.5 DYNAVAX TECHNOLOGIES CORPORATION SERIES S-1 PREFERRED STOCK PURCHASE AGREEMENT TABLE OF CONTENTS
Preferred Stock Purchase Agreement • December 5th, 2000 • Dynavax Technologies Corp • California
5,000,000 Shares of Common Stock DYNAVAX TECHNOLOGIES CORPORATION UNDERWRITING AGREEMENT October 10, 2005
Underwriting Agreement • October 12th, 2005 • Dynavax Technologies Corp • Pharmaceutical preparations • New York

BEAR, STEARNS & CO. INC. CIBC WORLD MARKETS CORP. PACIFIC GROWTH EQUITIES, LLC As Representatives of the several Underwriters named in Schedule I attached hereto (the “Representative(s)”) c/o Bear, Stearns & Co. Inc. 383 Madison Avenue New York, New York 10179

DYNAVAX TECHNOLOGIES CORPORATION EQUITY DISTRIBUTION AGREEMENT
Equity Distribution Agreement • August 17th, 2009 • Dynavax Technologies Corp • Pharmaceutical preparations • New York
DYNAVAX TECHNOLOGIES CORPORATION 30,293,000 Units Each Unit consisting of One Share of Common Stock and One Warrant to Purchase 0.5 of a Share of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • April 13th, 2010 • Dynavax Technologies Corp • Pharmaceutical preparations • New York

Dynavax Technologies Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Wedbush Securities Inc. (the “Underwriter”) an aggregate of (i) 30,293,000 shares (the “Shares”) of its common stock, $0.001 par value per share (the “Common Stock”), and (ii) warrants (the “Warrants”) to purchase up to an aggregate of 15,146,500 shares of Common Stock (the “Warrant Shares” and, collectively with the Shares and the Warrants, the “Securities”). The Shares and Warrants shall be sold in units (the “Units”), each Unit consisting of one (1) Share and one (1) Warrant to purchase 0.5 of a Warrant Share at the exercise price per share specified in the Prospectus (as defined below). The Shares and the Warrants will be issued separately and shall be immediately separable and transferable upon issuance. The Warrants will be in substantially the form attached hereto as Exhibit A.

TERM LOAN AGREEMENT dated as of February 20, 2018 among DYNAVAX TECHNOLOGIES CORPORATION, as Borrower, The Subsidiary Guarantors from Time to Time Party Hereto, The Lenders from Time to Time Party Hereto, and CRG SERVICING LLC, as Administrative Agent...
Loan Agreement • May 9th, 2018 • Dynavax Technologies Corp • Pharmaceutical preparations • New York

TERM LOAN AGREEMENT, dated as of February 20, 2018 (this “Agreement”), among Dynavax Technologies Corporation, a Delaware corporation (“Borrower”), the Subsidiary Guarantors as from time to time party hereto, the Lenders from time to time party hereto and CRG Servicing LLC, a Delaware limited liability company (“CRG Servicing”), as administrative agent and collateral agent for the Lenders (in such capacities, together with its successors and assigns, “Administrative Agent”).

DYNAVAX TECHNOLOGIES CORPORATION MANAGEMENT CONTINUITY AND SEVERANCE AGREEMENT
Management Continuity and Severance Agreement • August 3rd, 2023 • Dynavax Technologies Corp • Pharmaceutical preparations • California

This Management Continuity and Severance Agreement (the “Agreement”) is dated as of [______, 20__], by and between [________________] (“Employee”) and Dynavax Technologies Corporation, a Delaware corporation (the “Company”).

23,000,000 Shares Dynavax Technologies Corporation Common Stock, $0.001 Par Value per Share UNDERWRITING AGREEMENT
Dynavax Technologies Corp • October 28th, 2010 • Pharmaceutical preparations • New York

Lock-up Period, the Company issues an earnings release or material news or a material event relating to the Company occurs or (ii) prior to the expiration of the Lock-up Period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the Lock-up Period, then in each case the Lock-up Period will be extended until the expiration of the 18-day period beginning on the date of the issuance of the earnings release or the occurrence of the material news or material event, as applicable, unless Jefferies & Company, Inc. waives, in writing, such extension, except that such extension will not apply if, (i) the Common Stock is an “actively traded security” (as defined in Regulation M under the Exchange Act), (ii) the Company meets the applicable requirements of Rule 139(a)(1) under the Securities Act if 1933, as amended (the “Securities Act”) in the manner contemplated by Conduct Rule 2711(f)(4) of the National Association of Securities De

DYNAVAX TECHNOLOGIES CORPORATION MANAGEMENT CONTINUITY AND SEVERANCE AGREEMENT
Management Continuity and Severance Agreement • June 5th, 2009 • Dynavax Technologies Corp • Pharmaceutical preparations • California

This Management Continuity and Severance Agreement (the “Agreement”) is dated as of April 22, 2009, by and between Zbigniew Janowicz, Chief Executive Officer and Managing Director, Rhein Biotech GmbH, Dynavax Technologies Corporation ("Employee"), and Dynavax Technologies Corporation, a Delaware corporation (the "Company" or “Dynavax”).

COMMON STOCK PURCHASE AGREEMENT Dated August 31, 2006 by and between DYNAVAX TECHNOLOGIES CORPORATION and AZIMUTH OPPORTUNITY LTD.
Common Stock Purchase Agreement • August 31st, 2006 • Dynavax Technologies Corp • Pharmaceutical preparations • Delaware

This COMMON STOCK PURCHASE AGREEMENT, made and entered into on this 31st day of August 2006 (this “Agreement”), by and between Azimuth Opportunity Ltd., an international business company incorporated under the laws of the British Virgin Islands (the “Investor”), and Dynavax Technologies Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Company”).

RECITALS
And Severance Agreement • October 24th, 2003 • Dynavax Technologies Corp • Pharmaceutical preparations • California
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