Sunesis Pharmaceuticals Inc Sample Contracts

SUNESIS PHARMACEUTICALS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [●], 20 Debt Securities
Indenture • June 8th, 2017 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • New York

INDENTURE, dated as of [●], 20 , among SUNESIS PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”):

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SUNESIS PHARMACEUTICALS, INC. AND , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF
Warrant Agreement • June 8th, 2017 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • New York

THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [●], between SUNESIS PHARMACEUTICALS, 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”).

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SUNESIS PHARMACEUTICALS, INC. AND , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF
Common Stock Warrant Agreement • May 7th, 2014 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • New York

THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [—], between SUNESIS PHARMACEUTICALS, 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”).

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SUNESIS PHARMACEUTICALS, INC. and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF [ ], 20
Warrant Agreement • June 8th, 2017 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • New York

This DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of between SUNESIS PHARMACEUTICALS, 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”).

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Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • July 31st, 2020 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • New York
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OPEN MARKET SALE AGREEMENTSM
Viracta Therapeutics, Inc. • May 28th, 2021 • Pharmaceutical preparations • New York
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Contract
Sunesis Pharmaceuticals Inc • January 13th, 2021 • Pharmaceutical preparations • California

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

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LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • January 13th, 2021 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of July 30, 2020 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and VIRACTA THERAPEUTICS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

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COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • June 25th, 2018 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • Illinois

COMMON STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of June 25, 2018 by and between SUNESIS PHARMACEUTICALS, INC., 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.

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 25th, 2018 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • Illinois

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 25, 2018, by and between SUNESIS PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, 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”).

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LEASE AGREEMENT
Lease Agreement • December 23rd, 2004 • Sunesis Pharmaceuticals Inc

THIS LEASE AGREEMENT is made this twelfth day of May, 2000, between ARE-TECHNOLOGY CENTER SSF, LLC, a Delaware limited liability company (“Landlord”), and SUNESIS PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).

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SUNESIS PHARMACEUTICALS, INC. AND , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF
Securities Warrant Agreement • May 7th, 2014 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • New York

THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [—], between SUNESIS PHARMACEUTICALS, 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”).

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SUNESIS PHARMACEUTICALS, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • December 23rd, 2004 • Sunesis Pharmaceuticals Inc • Delaware

This Indemnification Agreement (the “Agreement”) is made as of , 200 by and between Sunesis Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).

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Contract
Sunesis Pharmaceuticals Inc • September 1st, 2005 • Pharmaceutical preparations • Delaware

THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED, OR (iii) RECEIPT OF A NO-ACTION LETTERS FROM THE APPROPRIATE GOVERNMENTAL AUTHORITIES.

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9,561,905 Shares SUNESIS PHARMACEUTICALS, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • December 16th, 2015 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • New York
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AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: SUNESIS PHARMACEUTICALS, INC. a Delaware corporation; SOL MERGER SUB, INC., a Delaware corporation; and VIRACTA THERAPEUTICS, INC., a Delaware corporation Dated as of November 29, 2020
Agreement and Plan of Merger and Reorganization • November 30th, 2020 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”) is made and entered into as of November 29, 2020, by and among Sunesis Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Sol Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), and Viracta Therapeutics, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.

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THIRD AMENDED AND RESTATED EXECUTIVE SEVERANCE BENEFITS AGREEMENT
Executive Severance Benefits Agreement • May 9th, 2016 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • California

This Third Amended and Restated Executive Severance Benefits Agreement (the “Agreement”) is entered into this 13th day of April, 2016 (the “Effective Date”), between Daniel N. Swisher, Jr. (“Executive”) and Sunesis Pharmaceuticals, Inc. (the “Company”). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events. Certain capitalized terms used in this Agreement are defined in Article 6.

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NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR WITHOUT AN...
Sunesis Pharmaceuticals Inc • March 29th, 2011 • Pharmaceutical preparations • Connecticut

THIS CERTIFIES THAT, for value received, General Electric Capital Corporation (“Holder”) is entitled to subscribe for and purchase One Thousand Five Hundred Twenty Four (1,524) shares of the fully paid and nonassessable Series C Preferred Stock (the “Shares” or the “Preferred Stock”) of Sunesis Pharmaceuticals Incorporated, a Delaware corporation (the “Company”), at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Series C Preferred Stock” shall mean the Company’s presently authorized Series C Preferred Stock and any stock into which such Series C Preferred Stock may hereafter be converted or exchanged.

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EXECUTIVE SEVERANCE BENEFITS AGREEMENT
Executive Severance Benefits Agreement • May 15th, 2007 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • California

This Executive Severance Benefits Agreement (the “Agreement”) is entered into this 14th day of May, 2007 (the “Effective Date”), between Valerie L. Pierce (“Executive”) and Sunesis Pharmaceuticals, Inc. (the “Company”). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events. Certain capitalized terms used in this Agreement are defined in Article 6.

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O Y S T E R P O I N T M A R I N A P L A Z A Office Lease of SUITE 400 to SUNESIS PHARMACEUTICALS, INC., a Delaware corporation 395 Oyster Point Boulevard South San Francisco, CA 94080
Office Lease • March 6th, 2014 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • California
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SUPPORT AGREEMENT
Support Agreement • November 30th, 2020 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

This SUPPORT AGREEMENT (this “Agreement”), is made as of November 29, 2020, by and between Viracta Therapeutics, Inc., a Delaware corporation (the “Company”) and the Person set forth on Schedule A hereto (the “Stockholder”).

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Sales Agreement
Sales Agreement • August 11th, 2011 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • New York

SUNESIS PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (“CF&Co”), as follows:

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VENTURE LOAN AND SECURITY AGREEMENT
Venture Loan and Security Agreement • September 1st, 2005 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • California

This Venture Loan and Security Agreement (this “Agreement”) is made by and among Sunesis Pharmaceuticals, Inc., a Delaware corporation (“Borrower”); Horizon Technology Funding Company LLC, a Delaware limited liability company (“Horizon”) and Oxford Finance Corporation (“Oxford” and collectively with Horizon, “Lenders”); and Horizon, as agent for Lenders hereunder (Horizon, in such capacity, together with any successor agent appointed pursuant to this Agreement, being “Agent”). Lenders, Agent and Borrower hereby agree as follows:

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Contract
Sunesis Pharmaceuticals Inc • October 19th, 2011 • Pharmaceutical preparations • California

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.

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EXECUTIVE SEVERANCE BENEFITS AGREEMENT
Executive Severance Benefits Agreement • December 22nd, 2020 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • California

This EXECUTIVE SEVERANCE BENEFITS AGREEMENT (the “Agreement”) is entered into this ___ day of _____________, ____ (the “Effective Date”) between (“Executive”) and SUNESIS PHARMACEUTICALS, INC. (the “Company”). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events. Certain capitalized terms used in this Agreement are defined in Article 5.

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SUNESIS PHARMACEUTICALS, INC. STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENT UNDER THE 2006 EMPLOYMENT COMMENCEMENT INCENTIVE PLAN
Stock Option Agreement • August 7th, 2008 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

Sunesis Pharmaceuticals, Inc. (the “Company”), pursuant to its 2006 Employment Commencement Incentive Plan (the “Plan”) hereby grants to the Optionee listed below (“Optionee”), an option to purchase the number of shares of the Company’s Stock set forth below. This option is subject to all of the terms and conditions as set forth herein and in the Stock Option Agreement and the Plan, each of which are attached hereto and incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Stock Option Agreement.

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VIRACTA THERAPEUTICS, INC. AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • August 12th, 2021 • Viracta Therapeutics, Inc. • Pharmaceutical preparations • California

This Amendment to Employment Agreement (this “Amendment”) by and between Viracta Therapeutics, Inc. (the “Company”) and Daniel R. Chevallard, CPA (“Executive”) is effective as of August 12, 2021.

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Contract
Sunesis Pharmaceuticals Inc • May 9th, 2016 • Pharmaceutical preparations • New York

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR PURSUANT TO RULE 144 OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE CORPORATION AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.

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VIRACTA THERAPEUTICS, INC. EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • January 13th, 2021 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • California

This Executive Employment Agreement (this “Agreement”) is entered into as of February 26, 2020, and becomes effective upon Dr. Lisa Rojkjaer’s first date of employment, provided such date occurs on or before May 1, 2020, (the “Effective Date”) by and between Viracta Therapeutics, Inc. (the “Company”), and Dr. Lisa Rojkjaer (“Executive”).

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AMENDED AND RESTATED COLLABORATION AGREEMENT
Collaboration Agreement • June 30th, 2011 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations

This COLLABORATION AGREEMENT (this “Agreement”), effective as of March 31, 2011 (the “Effective Date”), is made by and between Sunesis Pharmaceuticals, Inc., a Delaware corporation, having a principal place of business at 341 Oyster Point Boulevard, South San Francisco, CA 94080 (“Sunesis”), and Biogen Idec MA Inc., a Massachusetts corporation, having a principal place of business at 14 Cambridge Center, Cambridge, MA (“Biogen Idec”). Sunesis and Biogen Idec are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.

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LICENSE AGREEMENT
License Agreement • June 30th, 2011 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

This LICENSE AGREEMENT (the “Agreement”), effective as of March 31, 2011 (the “Effective Date”), is made by and between Sunesis Pharmaceuticals, Inc., a Delaware corporation, having a principal place of business at 395 Oyster Point Boulevard, Suite 400, South San Francisco, CA 94080 (“Sunesis”), and Millennium Pharmaceuticals, Inc., a Delaware corporation, having a principal place of business at 40 Landsdowne Street, Cambridge, Massachusetts 02139 (“Millennium”). Sunesis and Millennium are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.

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David C. Stump, M.D. 11501 Dalyn Terrace Potomac, MD 20854 Re: Letter Agreement for Consulting Services (“Letter Agreement”) Dear Dr. Stump:
Invention Assignment Agreement • May 9th, 2007 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations • California

We are pleased that you have agreed to enter into a consulting relationship with Sunesis. This letter serves as formal agreement between you and Sunesis and sets forth the terms and conditions of the consulting relationship.

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Contract
Sunesis Pharmaceuticals Inc • March 23rd, 2006 • Pharmaceutical preparations • California

THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE UNDERLYING SECURITIES MAY NOT BE TRANSFERRED UNLESS (I) THIS WARRANT AND THE UNDERLYING SECURITIES HAVE BEEN REGISTERED FOR SALE PURSUANT TO THE SECURITIES ACT, (II) THIS WARRANT AND THE UNDERLYING SECURITIES MAY BE SOLD PURSUANT TO RULE 144(K) OR (III) THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO IT THAT SUCH TRANSFER MAY LAWFULLY BE MADE WITHOUT REGISTRATION UNDER THE SECURITIES ACT OR QUALIFICATION UNDER APPLICABLE STATE SECURITIES LAWS.

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ROYALTY PURCHASE AGREEMENT dated as of March 22, 2021 between VIRACTA THERAPEUTICS, INC., as Seller, and XOMA (US) LLC, as Purchaser
Royalty Purchase Agreement • May 13th, 2021 • Viracta Therapeutics, Inc. • Pharmaceutical preparations • Delaware

This ROYALTY PURCHASE AGREEMENT (this “Agreement”) dated as of March 22, 2021 (the “Effective Date”), is between VIRACTA THERAPEUTICS, INC., a corporation organized and existing under the laws of Delaware, with an office located at 2533 South Coast Highway 101, #210, Cardiff CA 92007 (“Seller”), and XOMA (US) LLC, a Delaware limited liability company with its principal place of business at 2200 Powell Street, Suite 310, Emeryville, California 94608 (“Purchaser”).

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LICENSE AGREEMENT (AG-7352)
License Agreement • April 29th, 2005 • Sunesis Pharmaceuticals Inc • Pharmaceutical preparations

This LICENSE AGREEMENT made and entered into as of the day of , 2003 by and between Dainippon Pharmaceutical Co., Ltd., existing under the laws of Japan and having its principal place of business at 6-8, Doshomachi 2-chome, Chuo-ku, Osaka, 541-0045 Japan (hereinafter referred to as “Dainippon”) and Sunesis Pharmaceuticals Inc., incorporated under the laws of the State of Delaware, the United States of America and having its principal place of business at 341 Oyster Point Boulevard, South San Francisco, California 94080, the United States of America (hereinafter referred to as “Sunesis”)

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