TOCAGEN INC. (a Delaware corporation) [●] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 9th, 2017 • Tocagen Inc • Pharmaceutical preparations • New York
TOCAGEN INC. and , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF [ ], 20Warrant Agreement • May 11th, 2018 • Tocagen Inc • Pharmaceutical preparations • New York
PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between TOCAGEN 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”).
Forte Biosciences, Inc. Common Stock (par value $0.001 per share) At Market Issuance Sales AgreementForte Biosciences, Inc. • April 1st, 2022 • Pharmaceutical preparations • New York
Forte Biosciences, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Ladenburg Thalmann & Co. Inc. (the “Agent”) as follows:
TOCAGEN INC. and , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF [ ], 20Common Stock Warrant Agreement • May 11th, 2018 • Tocagen Inc • Pharmaceutical preparations • New York
COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between TOCAGEN 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”).
ContractTocagen Inc • March 9th, 2017 • 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 THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
INDEMNITY AGREEMENTIndemnity Agreement • March 9th, 2017 • Tocagen Inc • Pharmaceutical preparations • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of , 20 , is made by and between TOCAGEN INC., a Delaware corporation (the “Company”), and (“Indemnitee”).
TOCAGEN INC. and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF [ ], 20Debt Securities Warrant Agreement • May 11th, 2018 • Tocagen Inc • Pharmaceutical preparations • New York
DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of between TOCAGEN 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”).
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 9th, 2018 • Tocagen Inc • Pharmaceutical preparations
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of May 18, 2018 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including Oxford in its capacity as a Lender and SILICON VALLEY BANK, a California corporation with an office located at 3003 Tasman Drive, Santa Clara, CA 95054 (“Bank” or “SVB”) (each a “Lender” and collectively, the “Lenders”), and TOCAGEN INC., a Delaware corporation with offices located at 3030 Bunker Hill Street, Suite 230, San Diego, CA 92109 (“Borrower”), amends and restates in its entirety that certain Loan and Security Agreement dates as of October 30, 2015 by and among Collateral
TOCAGEN INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 20__ Debt SecuritiesTocagen Inc • May 11th, 2018 • Pharmaceutical preparations • New York
1,403,509 Shares Forte Biosciences, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • October 29th, 2020 • Forte Biosciences, Inc. • Pharmaceutical preparations • New York
Forte Biosciences, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters named on Schedule I to this Agreement (the “Underwriters”), for whom you are acting as Representative (the “Representative”), an aggregate of 1,403,509 shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”). The respective amounts of the Firm Shares to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company proposes to grant to the Underwriters an option to purchase up to an additional 210,526 shares (the “Company Option Shares”) of Common Stock from the Company for the purpose of covering over-allotments in connection with the sale of the Firm Shares. The Firm Shares and the Company Option Shares are collectively called the “Shares.”
TOCAGEN INC. Common Stock ($0.001 par value) Equity Distribution AgreementTerms Agreement • November 21st, 2018 • Tocagen Inc • Pharmaceutical preparations • New York
Tocagen Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with Citigroup Global Markets Inc. (the “Manager”) as follows:
SECOND AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 27th, 2020 • Tocagen Inc • Pharmaceutical preparations • California
This Second Amended and Restated Executive Employment Agreement (the “Agreement”) is made and entered into effective as of February 21, 2020 (the “Effective Date”), by and between Martin J. Duvall (“Executive”) and Tocagen Inc. (the “Company”).
PREFERRED STOCK RIGHTS AGREEMENT Dated as of July 12, 2022 between FORTE BIOSCIENCES, INC. and COMPUTERSHARE TRUST COMPANY, N.A., as Rights AgentPreferred Stock Rights Agreement • July 12th, 2022 • Forte Biosciences, Inc. • Pharmaceutical preparations • Delaware
This Preferred Stock Rights Agreement (this “Agreement”), dated as of July 12, 2022, is between Forte Biosciences, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company, as rights agent (the “Rights Agent”). Each of the Company and the Rights Agent are sometimes referred to as a “Party.” All capitalized terms used in this Agreement have the meanings given to them in Section 1.
SUPPORT AGREEMENTSupport Agreement • February 20th, 2020 • Tocagen Inc • Pharmaceutical preparations • Delaware
This SUPPORT AGREEMENT (this “Agreement”), is made as of February 19, 2020, by and between Forte Biosciences, Inc., a Delaware corporation (the “Company”) and the Person set forth on Schedule A hereto (the “Stockholder”).
TOCAGEN INC. WARRANT TO PURCHASE COMMON STOCKTocagen Inc • March 9th, 2017 • Pharmaceutical preparations • California
THIS CERTIFIES THAT, for value received, Voices Against Brain Cancer (the “Holder”), is entitled to subscribe for and purchase from TOCAGEN INC., a Delaware corporation (the “Company”), 5,000 Exercise Shares at the Exercise Price (each subject to adjustment as provided herein). This Warrant is issued to Holder in connection with that certain Consulting Agreement, dated on even date herewith, by and between Holder and the Company (as the same may be amended from time to time, the “Consulting Agreement”).
Tocagen Inc. 3,000,000 Shares Common Stock ($0.001 par value) Underwriting AgreementTocagen Inc • December 13th, 2018 • Pharmaceutical preparations • New York
ContractTocagen Inc • August 9th, 2018 • 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 THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
ContractTocagen Inc • August 9th, 2018 • 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 THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • August 1st, 2023 • Forte Biosciences, Inc. • Pharmaceutical preparations • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made as of July 28, 2023 by and among Forte Biosciences, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”), the several purchasers signatory hereto (each, a “Purchaser” and collectively, the “Purchasers”).
TOCAGEN INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 9th, 2017 • Tocagen Inc • Pharmaceutical preparations • California
This Executive Employment Agreement (the “Agreement”) is made and entered into effective as of October 27, 2016 (the “Effective Date”), by and between Martin Duvall (“Executive”) and Tocagen Inc. (the “Company”).
LEASELease • March 9th, 2017 • Tocagen Inc • Pharmaceutical preparations
We establish in favor of Beneficiary our irrevocable and unconditional Letter of Credit numbered is identified above (the “L/C”) for an aggregate amount of $ , expiring at :00 p.m. on or, if such day is not a Banking Day, then the next succeeding Banking Day (such date, as extended from time to time, the “Expiry Date”). “Banking Day” means a weekday except a weekday when commercial banks in are authorized or required to close.
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: TOCAGEN INC., a Delaware corporation; TELLURIDE MERGER SUB, INC., a Delaware corporation; and FORTE BIOSCIENCES, INC., a Delaware corporation Dated as of February 19, 2020Agreement and Plan of Merger and Reorganization • February 20th, 2020 • Tocagen Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”) is made and entered into as of February 19, 2020, by and among Tocagen Inc., a Delaware corporation (“Parent”), Telluride Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), and Forte Biosciences, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
SECURITIES PURCHASE AGREEMENT BY AND AMONG FORTE BIOSCIENCES, INC., AND THE PURCHASERS JULY 28, 2023Securities Purchase Agreement • August 1st, 2023 • Forte Biosciences, Inc. • Pharmaceutical preparations • Delaware
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of July 28, 2023, by and among Forte Biosciences, Inc., a Delaware corporation (the “Company”), and the individuals and entities listed on Exhibit A attached to this Agreement (each, a “Purchaser” and together, the “Purchasers”).
FIRST AMENDMENT TO LABORATORY SERVICES AND LICENSE AGREEMENT (TOCAGEN AND SIEMENS)Laboratory Services and License Agreement • March 9th, 2017 • Tocagen Inc • Pharmaceutical preparations
This FIRST AMENDMENT TO LABORATORY SERVICES AND LICENSE AGREEMENT (this “Amendment”), effective as of June 19, 2015 (the “Amendment Date”), is made by and between SIEMENS HEALTHCARE DIAGNOSTICS INC., a California corporation having its principal place of business at 511 Benedict Avenue, Tarrytown, NY 10591, USA (“Siemens”), and TOCAGEN INC., a corporation organized under the laws of Delaware and having its principal place of business at 3030 Bunker Hill Street, Suite 230, San Diego, CA 92109, USA (“Tocagen”).
LABORATORY SERVICES AND LICENSE AGREEMENT (TOCAGEN AND SIEMENS)Laboratory Services and License Agreement • March 9th, 2017 • Tocagen Inc • Pharmaceutical preparations • California
This LABORATORY SERVICES AND LICENSE AGREEMENT (this “Agreement”), effective as of November 17, 2011 (the “Effective Date”), is made by and between Siemens Healthcare Diagnostics Inc., a California corporation having its principal place of business at 511 Benedict Avenue, Tarrytown, NY 10591, United States of America (“Siemens”) and Tocagen Inc., a corporation organized under the laws of Delaware and having its principal place of business at 3030 Bunker Hill Street, Suite 230, San Diego, CA 92109, United States of America (“Tocagen”). Siemens and Tocagen may be individually referred to as a “Party” or collectively as the “Parties” under this Agreement.
LICENSE AGREEMENT GENE DELIVERY SYSTEM AND METHODS OF USE— USC FILE 2862 and HYBRID VECTORS FOR GENE THERAPY—USC FILE 2831Subscription Agreement • March 9th, 2017 • Tocagen Inc • Pharmaceutical preparations • California
Dr. Kasahara and value the commitment of USC to bring these discoveries to widespread clinical usage for improving the survival of terminally ill cancer patients, including patients with untreatable primary solid tumors as well as those with advanced metastatic disease,” said Harry E. Gruber, MD, Chief Executive Officer of Tocagen.
ContractTocagen Inc • August 9th, 2018 • 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 THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 9th, 2018 • Tocagen Inc • Pharmaceutical preparations • California
THIS FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of August 3, 2018 (the “First Amendment Date”), by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314, as collateral agent (in its individual capacity, “Oxford”; and in its capacity as collateral agent, “Collateral Agent”), the Lenders listed on Schedule 1.1 of the Loan Agreement (as defined below) or otherwise party thereto from time to time including Oxford in its capacity as a Lender and SILICON VALLEY BANK, a California corporation with an office located at 3003 Tasman Drive, Santa Clara, CA 95054 (“Bank” or “SVB”) (each a “Lender” and collectively, the “Lenders”), and TOCAGEN INC., a Delaware corporation with offices located at 4242 Campus Point Ct., San Diego, CA 92121 (“Borrower”).
FIRST AMENDMENT TO LEASELease • February 27th, 2020 • Tocagen Inc • Pharmaceutical preparations
THIS FIRST AMENDMENT TO LEASE (this “First Amendment”) is made as of December 16, 2019, by and between ARE-SD REGION NO. 61, LLC, a Delaware limited liability company (“Landlord”), and TOCAGEN, INC., a Delaware corporation (“Tenant”).
SUMMARY OF BASIC LEASE INFORMATIONAnd Maintenance Agreement • March 9th, 2018 • Tocagen Inc • Pharmaceutical preparations
This Lease, which includes the preceding Summary and the exhibits attached hereto and incorporated herein by this reference (the Lease, the Summary and the exhibits to be known sometimes collectively hereafter as the "Lease"), dated as of the date set forth in Section 1 of the Summary, is made by and between AP3‑SD1 CAMPUS POINT LLC, a Delaware limited liability company ("Landlord"), and TOCAGEN INC., a Delaware corporation ("Tenant").
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. INFORMATION THAT HAS BEEN OMITTED HAS BEEN NOTED IN THIS DOCUMENT WITH A...Patent License Agreement — Exclusive • April 27th, 2020 • Tocagen Inc • Pharmaceutical preparations • District of Columbia
[***] Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.
LICENSE AGREEMENTLicense Agreement • August 9th, 2018 • Tocagen Inc • Pharmaceutical preparations
This LICENSE AGREEMENT (this “Agreement”), is entered into as of April 17, 2018 (the “Execution Date”), by and between Tocagen Inc., a Delaware corporation having a principal place of business at 3030 Bunker Hill Street #230, San Diego, California 92109, USA (“Tocagen”); Beijing Apollo Venus Biomedical Technology Limited (北京阿波罗金星生物医药科技有限公司), a People’s Republic of China company having a principal place of business at B5318, Building 3, No8 Hangfeng Road, Fengtai, Beijing (“Apollo”); and solely for purposes of Sections 13.1 and 13.6, ApolloBio Corp., a People’s Republic of China corporation having a principal place of business at Room 277, Building 1, No8 Hangfeng Road, Fengtai, Beijing (“ApolloBio”).
Voices Against Brain Cancer Research and Development Grant Agreement for Tocagen Inc.Agreement • March 9th, 2017 • Tocagen Inc • Pharmaceutical preparations • California
This Agreement, dated June 5, 2013, by and between Tocagen Inc. (“Tocagen”), a Delaware corporation with an address at 3030 Bunker Hill Street, Suite 230, San Diego, CA 92109 and Voices Against Brain Cancer (“VABC”) a non-profit corporation with an address at Voices Against Brain Cancer 1375 Broadway, 3rd Floor, New York, NY 10018.
Voices Against Brain Cancer Research and Development Grant Agreement for Tocagen Inc.Agreement • October 23rd, 2015 • Tocagen Inc • Pharmaceutical preparations • California
This Agreement, dated June 5, 2013, by and between Tocagen Inc. (“Tocagen”), a Delaware corporation with an address at 3030 Bunker Hill Street, Suite 230, San Diego, CA 92109 and Voices Against Brain Cancer (“VABC”) a non-profit corporation with an address at Voices Against Brain Cancer 1375 Broadway, 3rd Floor, New York, NY 10018.
Tocagen and ApolloBio Enter License Agreement to Develop and Commercialize Toca 511 & Toca FC in the Greater China Region Tocagen eligible to receive up to $127 million in upfront payment, development and commercial milestones, plus additional...Tocagen Inc • April 19th, 2018 • Pharmaceutical preparations
SAN DIEGO AND BEIJING – April 19, 2018 – Tocagen Inc. (Nasdaq: TOCA), a clinical-stage, cancer-selective gene therapy company, and Beijing Apollo Venus Biomedical Technology Limited, an affiliate of ApolloBio Corp. (NEEQ: 430187), a biopharmaceutical company focused on oncology (collectively, “ApolloBio”), today announced they have entered into a license agreement providing ApolloBio with an exclusive license to develop and commercialize Toca 511 & Toca FC within the greater China region, including mainland China, Hong Kong, Macao and Taiwan.
