1 EXHIBIT 10.12 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement"), dated effective September 1, 2000, is between Array Biopharma, Inc., a Delaware corporation (the "Company"), and ___________ ("Employee"). In consideration of the...Employment Agreement • November 16th, 2000 • Array Biopharma Inc • Services-medical laboratories • Colorado
PROMISSORY NOTEPledge Agreement • September 15th, 2000 • Array Biopharma Inc • Colorado
1 EXHIBIT 10.23 LOAN AND SECURITY AGREEMENT Agreement No. Dated as of March 26, 1999 -------------Loan and Security Agreement • September 15th, 2000 • Array Biopharma Inc • California
OPTION AGREEMENTOption Agreement • May 14th, 2001 • Array Biopharma Inc • Services-medical laboratories
AGREEMENT FOR THE SUPPLY OF COMPOUNDSAgreement • February 6th, 2002 • Array Biopharma Inc • Services-medical laboratories • New York
EXHIBIT 99.1 ARRAY BIOPHARMA INC. AND COMPUTERSHARE TRUST COMPANY, INC. AS RIGHTS AGENT RIGHTS AGREEMENT DATED AS OF AUGUST 2, 2001 TABLE OF CONTENTSRights Agreement • August 3rd, 2001 • Array Biopharma Inc • Services-medical laboratories • Colorado
RECITALSLease • May 14th, 2001 • Array Biopharma Inc • Services-medical laboratories
1 EXHIBIT 10.7 SERIES C PREFERRED STOCK PURCHASE AGREEMENT ARRAY BIOPHARMA INC. TABLE OF CONTENTSShareholders Agreement • September 15th, 2000 • Array Biopharma Inc • Delaware
EXHIBIT 10.22 THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SECURITIES...Array Biopharma Inc • September 15th, 2000 • Colorado
BETWEENLease Agreement • May 13th, 2002 • Array Biopharma Inc • Services-medical laboratories • Colorado
COMMON STOCKArray Biopharma Inc • February 5th, 2002 • Services-medical laboratories • New York
1 EXHIBIT 10.25 LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 15th, 2000 • Array Biopharma Inc
18,000,000 Shares Array BioPharma Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • November 9th, 2012 • Array Biopharma Inc • Pharmaceutical preparations • New York
RECITALS:Lease • September 15th, 2000 • Array Biopharma Inc
1 EXHIBIT 10.6 SERIES B PREFERRED STOCK PURCHASE AGREEMENT ARRAY BIOPHARMA INC. TABLE OF CONTENTSPreferred Stock Purchase Agreement • September 15th, 2000 • Array Biopharma Inc • Delaware
Array BioPharma Inc. 18,400,000 Shares of Common Stock Underwriting AgreementArray Biopharma Inc • September 28th, 2016 • Pharmaceutical preparations • New York
COMMON STOCKUnderwriting Agreement • November 20th, 2000 • Array Biopharma Inc • Services-medical laboratories • New York
1 EXHIBIT 10.26 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...Array Biopharma Inc • September 15th, 2000 • California
RECITALSRights Agreement • September 15th, 2000 • Array Biopharma Inc
COMMON STOCKUnderwriting Agreement • November 16th, 2000 • Array Biopharma Inc • Services-medical laboratories • New York
Array BioPharma Inc. 20,930,232 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • September 15th, 2017 • Array Biopharma Inc • Pharmaceutical preparations • New York
EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement"), dated and effective November 15, 2001, is between Array BioPharma Inc., a Delaware corporation (the "Company"), and Robert E. Conway ("Employee"). In consideration of the...Employment Agreement • January 16th, 2002 • Array Biopharma Inc • Services-medical laboratories • Colorado
EXHIBIT 10.2 ================================================================== ============== COLLABORATION AGREEMENT by and between: ARRAY BIOPHARMA INC., a Delaware corporation; and VERTEX PHARMACEUTICALS INCORPORATED, a Massachusetts corporation....Collaboration Agreement • November 14th, 2001 • Array Biopharma Inc • Services-medical laboratories • Colorado
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 14th, 2018 • Array Biopharma Inc • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of August 10, 2018 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation with a loan production office located at 380 Interlocken Crescent, Suite 600, Broomfield, Colorado 80021 (“Bank”), and ARRAY BIOPHARMA INC., a Delaware corporation with offices located at 3200 Walnut Street, Boulder, Colorado 80301 (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. This Agreement amends and restates in its entirety that certain Loan and Security Agreement, dated as of December 22, 2016 (as amended and as in effect immediately prior to the Effective Date, the “Prior Loan Agreement”). The parties agree as follows:
EXHIBIT 99.2 RESEARCH AGREEMENT DATED NOVEMBER 1, 2001 BETWEEN ARRAY BIOPHARMA INC. AND AMGEN INC. [***] CONFIDENTIAL TREATMENT OF REDACTED PORTIONS HAS BEEN REQUESTED TABLE OF CONTENTSResearch Agreement • February 6th, 2002 • Array Biopharma Inc • Services-medical laboratories • Colorado
AMENDMENT NO. 3 TO AMENDED AND RESTATED SHAREHOLDERS AGREEMENTShareholders Agreement • November 20th, 2000 • Array Biopharma Inc • Services-medical laboratories
1 EXHIBIT 10.16 ARRAY BIOPHARMA INC. AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT 2 TABLE OF CONTENTSRights Agreement • September 15th, 2000 • Array Biopharma Inc • Colorado
AGREEMENT AND PLAN OF MERGER among: ARRAY BIOPHARMA INC., a Delaware corporation; PFIZER INC., a Delaware corporation; and ARLINGTON ACQUISITION SUB INC., a Delaware corporation Dated as of June 14, 2019Agreement and Plan of Merger • June 17th, 2019 • Array Biopharma Inc • Pharmaceutical preparations • Delaware
Any one or more directors may be removed, with or without cause, by the vote or written consent of the holders of a majority of the issued and outstanding shares of capital stock of the Corporation entitled to be voted in the election of directors.
1 EXHIBIT 10.36 RESEARCH AND LICENSE AGREEMENT DATED OCTOBER 26, 2000Research and License Agreement • November 16th, 2000 • Array Biopharma Inc • Services-medical laboratories • Colorado
1 EXHIBIT 10.24 THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SECURITIES...Array Biopharma Inc • September 15th, 2000 • Colorado
ARRAY BIOPHARMA INC. Common Stock Equity Distribution AgreementEquity Distribution Agreement • September 18th, 2009 • Array Biopharma Inc • Pharmaceutical preparations • New York
Array BioPharma Inc., a Delaware corporation (the “Company”), proposes to issue and sell through or to Piper Jaffray & Co. (the “Agent”), as sales agent and/or principal, shares of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company having an aggregate offering price of up to $25,000,000 (the “Shares”) on terms set forth herein. The Company agrees that whenever it determines to sell the Shares directly to the Agent as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex A hereto, relating to such sale in accordance with this Agreement. The Shares consist entirely of authorized but unissued shares of Common Stock to be issued and sold by the Company.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 23rd, 2016 • Array Biopharma Inc • Pharmaceutical preparations • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of December 22, 2016 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation with a loan production office located at 380 Interlocken Crescent, Suite 600, Broomfield, Colorado 80021 (“Bank”), and ARRAY BIOPHARMA INC., a Delaware corporation with offices located at 3200 Walnut Street, Boulder, Colorado 80301 (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
Underwriting AgreementUnderwriting Agreement • June 10th, 2013 • Array Biopharma Inc • Pharmaceutical preparations • New York
Array BioPharma Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of $115,000,000 principal amount of the 3.00% Convertible Senior Notes due 2020 (the “Firm Securities”), convertible into shares of Common Stock, par value $0.001 (“Stock”) of the Company and, at the election of the Underwriters, up to an aggregate of $17,250,000 additional principal amount of 3.00% Convertible Senior Notes due 2020 (the “Optional Securities”) (the Firm Securities and the Optional Securities which the Underwriters elect to purchase pursuant to Section 2 hereof are herein called the “Securities”).
CONFIDENTIALITY AND INVENTIONS AGREEMENTConfidentiality and Inventions Agreement • June 28th, 2019 • Array Biopharma Inc • Pharmaceutical preparations • Colorado
This Confidentiality and Inventions Agreement (this “Agreement”), by and between Array BioPharma Inc., a Delaware corporation (the “Company”), and Nicholas Saccamano, an individual (“Employee”), is executed to be effective as of the “Effective Date” set forth in Section 3(j) below.
OPTION NO.: 2000- ------- AMENDED AND RESTATED ARRAY BIOPHARMA INC. STOCK OPTION AND INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT Array BioPharma Inc., a Delaware corporation (the "Company"), hereby grants an option to purchase shares of its common...Plan Incentive Stock Option Agreement • December 6th, 2000 • Array Biopharma Inc • Services-medical laboratories
