PFENEX INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • June 5th, 2014 • Pfenex Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of [insert date] and is between Pfenex Inc., a Delaware corporation (the “Company”), and [insert name of indemnitee] (“Indemnitee”).
6,800,000 Shares Pfenex Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • May 23rd, 2018 • Pfenex Inc. • Pharmaceutical preparations • New York
Pfenex Inc., a Delaware corporation (the “Company”), proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 6,800,000 shares (the “Firm Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company. The Company has also granted to the several Underwriters an option to purchase up to 1,020,000 additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Underwriting Agreement are herein collectively called the “Securities.”
PFENEX INC. Common Stock (par value $0.001 per share) Equity Sales AgreementPfenex Inc. • March 15th, 2018 • Pharmaceutical preparations • New York
Pfenex Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with William Blair & Company, L.L.C. (the “Agent”) as follows:
PFENEX INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 9th, 2019 • Pfenex Inc. • Pharmaceutical preparations • California
This Executive Employment Agreement (the “Agreement”) is entered into by and between Pfenex Inc. (the “Company”), and Martin Brenner (“Executive”). This Agreement will be effective as the date Executive commences employment with the Company (the “Effective Date”). It is expected that the Effective Date will be March 18, 2019.
—] Shares Pfenex Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • July 7th, 2014 • Pfenex Inc. • Pharmaceutical preparations • New York
Pfenex Inc., a Delaware corporation (the “Company”), proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [—] shares (the “Firm Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company. The Company has also granted to the several Underwriters an option to purchase up to [—] additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Underwriting Agreement are herein collectively called the “Securities.”
AMENDED AND RESTATED LICENSE AND OPTION AGREEMENTLicense and Option Agreement • June 6th, 2018 • Pfenex Inc. • Pharmaceutical preparations
This AMENDED AND RESTATED LICENSE AND OPTION AGREEMENT (the “Agreement”) is entered into as of December 18, 2017 (the “Amendment Effective Date”) by and between PFENEX INC., a Delaware corporation, with its principal place of business at 10790 Roselle Street, San Diego, CA 92121 (“Pfenex”), and JAZZ PHARMACEUTICALS IRELAND LIMITED, a limited liability company incorporated under the laws of Ireland, with a registered office at Fifth Floor, Waterloo Exchange, Waterloo Road, Dublin 4, Ireland (“Jazz”). Pfenex and Jazz are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
CREDIT AGREEMENTCredit Agreement • April 15th, 2015 • Pfenex Inc. • Pharmaceutical preparations • California
THIS CREDIT AGREEMENT (this “Agreement”) is entered into as of May 1, 2012, by and between PFENEX INC,, a Delaware corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).
PFENEX INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 9th, 2016 • Pfenex Inc. • Pharmaceutical preparations • California
This Executive Employment Agreement (the “Agreement”) is entered into by and between Pfenex Inc. (the “Company”), and Steven S. Sandoval, Sr. (“Executive”). This Agreement will be effective as the date Executive commences employment with the Company (the “Effective Date”). It is expected that the Effective Date will be September 26, 2016.
PFENEX INC. INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • July 7th, 2014 • Pfenex Inc. • Pharmaceutical preparations • Delaware
THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) dated as of December 1, 2009, is made by and among Pfenex Inc., a Delaware corporation (the “Company”) and the parties listed on Exhibit A hereto (individually, an “Investor” and collectively, the “Investors”).
DEVELOPMENT AND LICENSE AGREEMENT by and between PFENEX INC. and HOSPIRA BAHAMAS BIOLOGICS LTD. February 9, 2015Development and License Agreement • April 23rd, 2015 • Pfenex Inc. • Pharmaceutical preparations • New York
This DEVELOPMENT AND LICENSE AGREEMENT (this “Agreement”) is entered into as of February 9, 2015 (the “Signature Date”) by and between Pfenex Inc., a Delaware corporation (“Pfenex”), and Hospira Bahamas Biologics Ltd., a company incorporated under the laws of the Bahamas (“Hospira”).
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...Development and License Agreement • May 9th, 2019 • Pfenex Inc. • Pharmaceutical preparations • New York
This E.U. Development and License Agreement (this “Agreement”) is entered into as of February 25, 2019 (the “Effective Date”) by and between Pfenex Inc., a Delaware corporation (“Pfenex” or a “Party”), and Alvogen Malta (Out-licensing) Ltd., a Maltese corporation (“Alvogen” or a “Party”, and together with Pfenex, the “Parties”).
PFENEX INC. Common Stock (par value $0.001 per share) Equity Sales AgreementPfenex Inc. • May 7th, 2020 • Pharmaceutical preparations • New York
Pfenex Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with each of William Blair & Company, L.L.C. and H.C. Wainwright & Co., LLC (each, an “Agent,” and together, the “Agents”) as follows:
600,000 Shares Pfenex Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 16th, 2015 • Pfenex Inc. • Pharmaceutical preparations • New York
The Dow Chemical Company (the “Selling Stockholder”), a stockholder of Pfenex Inc., a Delaware corporation (the “Company”), proposes to sell to Morgan Stanley & Co. LLC (the “Underwriter”) an aggregate of 600,000 shares (the “Securities”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company.
DEVELOPMENT AND LICENSE AGREEMENT by and between PFENEX INC. and CHINA NT PHARMA GROUP COMPANY LTD. April 18, 2018Development and License Agreement • August 8th, 2018 • Pfenex Inc. • Pharmaceutical preparations • New York
This Development and License Agreement (this “Agreement”) is entered into as of April 18, 2018 (the “Effective Date”) by and between Pfenex Inc., a Delaware corporation (“Pfenex”), and China NT Pharma Group Company Ltd., a company incorporated in Cayman Islands (“NT Pharma”).
AWARD/CONTRACT 1. THIS CONTRACT IS A RATED ORDER UNDER DPAS (15 CFR 350) u RATING N/A PAGE OF PAGES 1 | 65 2. CONTRACT (Proc. Inst. Ident.) NO. HHSO100201000045C 3. EFFECTIVE DATE See Block 20C (below) 4. REQUISITION/PURCHASE REQUEST/PROJECT NO....Confidential Treatment Requested • March 16th, 2015 • Pfenex Inc. • Pharmaceutical preparations
The purpose of this modification is to issue a change order and to modify the original contract to extend the period of performance to 3/30/2012. The period of performance for the base period is now 07/30/2010 to 03/30/2012.
MUTUAL SEPARATION AGREEMENT AND MUTUAL RELEASEConsulting Agreement • September 7th, 2017 • Pfenex Inc. • Pharmaceutical preparations • California
This Mutual Separation Agreement and Mutual Release (“Agreement”) is made by and between Paul Wagner, Ph.D. (“Executive”) and Pfenex Inc. (the “Company”) (jointly referred to as the “Parties” or individually referred to as a “Party”) entered into on September 7, 2017 (the “Execution Date”) and effective as of the Effective Date (as defined in Section 26 below).
MUTUAL SEPARATION AGREEMENT AND MUTUAL RELEASEMutual Separation Agreement and Mutual Release • September 7th, 2017 • Pfenex Inc. • Pharmaceutical preparations • California
This Mutual Separation Agreement and Mutual Release (“Agreement”) is made by and between Steven S. Sandoval, Sr. (“Executive”) and Pfenex Inc. (the “Company”) (jointly referred to as the “Parties” or individually referred to as a “Party”).
PFENEX INC. AND AGILA BIOTECH PRIVATE LIMITED JOINT VENTURE AGREEMENTJoint Venture Agreement • June 25th, 2014 • Pfenex Inc. • Pharmaceutical preparations • England and Wales
This Joint Venture Agreement (this “Agreement”) is made as of the 7th day of March 2013 (the “Effective Date”), by and between Pfenex Inc., a Delaware corporation with a principal place of business located at 10790 Roselle Street, San Diego, CA 92121 (“Pfenex”), and Agila Biotech Private Limited, an India corporation with a principal place of business located at Strides House, Bilekahalli, Bannerghatta Road, Bangalore 560 076, India (“Agila”). Pfenex and Agila may be referred to individually as a “Party” or together as the “Parties.”
TRANSITION AGREEMENT AND RELEASETransition Agreement and Release • November 7th, 2018 • Pfenex Inc. • Pharmaceutical preparations • California
This Transition Agreement and Release (“Agreement”) is made by and between Hubert C. Chen, M.D. (“Executive”) and Pfenex Inc. (the “Company”) (jointly referred to as the “Parties” or individually referred to as a “Party”) entered into on August 16, 2018 (the “Execution Date”) and effective as of the Effective Date (as defined in Section 23 below).
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...Mena Development and License Agreement • May 9th, 2019 • Pfenex Inc. • Pharmaceutical preparations • New York
This MENA Development and License Agreement (this “Agreement”) is entered into as of February 25, 2019 (the “Effective Date”) by and between Pfenex Inc., a Delaware corporation (“Pfenex” or a “Party”), and Alvogen Malta (Out-Licensing) Ltd., a Maltese corporation (“Alvogen” or a “Party”, and together with Pfenex, the “Parties”).
TECHNOLOGY LICENSING AGREEMENTTechnology Licensing Agreement • June 25th, 2014 • Pfenex Inc. • Pharmaceutical preparations • New York
This Technology Licensing Agreement (“Agreement”) is effective as of the Effective Date and is by and between Dow Global Technologies Inc. and/or The Dow Chemical Company (hereinafter both are referred to as “Dow”), both Delaware corporations having their principal offices at either 2040 Dow Center, Midland, MI, 48674 USA or 2030 Dow Center, Midland, MI, 48674 USA and Pfenex Inc., a Delaware corporation (hereinafter “Pfenex”) having a principal place of business at 5501 Oberlin Drive, San Diego, CA.
THIRD AMENDMENT TO MULTI-TENANT INDUSTRIAL/COMMERCIAL LEASE (NET) (Roselle Technology Park)Pfenex Inc. • May 9th, 2016 • Pharmaceutical preparations
THIS THIRD AMENDMENT TO MULTI-TENANT INDUSTRIAL/ COMMERCIAL LEASE (NET) dated February 24, 2016 (this “Third Amendment”) is entered into by and between BRS-TUSTIN SAFEGUARD ASSOCIATES II, LLC, a Delaware limited liability company (“Lessor”), and PFENEX INC., a Delaware corporation (“Lessee”), with reference to the following:
SECURITY AGREEMENT: SPECIFIC RIGHTS TO PAYMENTSecurity Agreement • July 7th, 2014 • Pfenex Inc. • Pharmaceutical preparations • California
AMENDMENT NO. 1 TO THE DEVELOPMENT AND LICENSE AGREEMENTDevelopment and License Agreement • March 11th, 2020 • Pfenex Inc. • Pharmaceutical preparations
This Amendment No. 1 to the Development and License Agreement (“Amendment”) is entered into as of October 7, 2019 (“Amendment Effective Date”) by and between Pfenex Inc., a Delaware corporation (“Pfenex” or “Party”) and Alvogen Malta (Out-Licensing) Ltd., a Maltese corporation (“Alvogen” or “Party”, and together with Pfenex, the “Parties”)
TECHNOLOGY ASSIGNMENT AGREEMENTTechnology Assignment Agreement • May 5th, 2014 • Pfenex Inc. • Pharmaceutical preparations • Michigan
This Technology Assignment Agreement (the “Agreement”) is effective as of the Effective Date and is by and between Dow Global Technologies Inc. and The Dow Chemical Company (hereinafter both are referred to as “Dow”), both Delaware corporations having their principal offices at either 2040 Dow Center, Midland, MI, 48674 USA or 2030 Dow Center, Midland, MI, 48674 USA and Pfenex Inc., a Delaware corporation (hereinafter “Pfenex”) having a principal place of business at 5501 Oberlin Drive, San Diego, CA, 92121.
SECURITY AGREEMENT (Financial Assets)Security Agreement • May 5th, 2014 • Pfenex Inc. • Pharmaceutical preparations • California
GRANT OF SECURITY INTEREST. For valuable consideration, the undersigned PFENEX INC., OF any of them (“Debtor”), hereby grants and transfers to WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association having Commercial Banking offices at 401 B. Street, Suite 2201, San Diego, CA 92101 (“Bank”), a security interest in: (a) Debtor’s account no.(s): 3BA05753 maintained at Wells Fargo Institutional Securities, LLC (whether held in Debtor’s name or as a Bank collateral account for the benefit of Debtor), any sub-account thereunder or consolidated therewith, and all replacements or substitutions therefor, including any account resulting from a renumbering or other administrative re-identification thereof (such accounts each and collectively being, the “Securities Account”, and the parties at which the Securities Accounts are maintained each and collectively being, the “Intermediary”), (b) all financial assets credited to the Securities Account (including, without limitation, any
AWARD/CONTRACT 1. THIS CONTRACT IS A RATED ORDER UNDER DPAS (15 CFR 350) u RATING N/A PAGE OF PAGESAward/Contract • May 5th, 2014 • Pfenex Inc. • Pharmaceutical preparations
The purpose of the contract is to further develop a strain and process to manufacture recombinant protective antigen (rPA) for use in anthrax vaccine development using a microbial system.
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 16th, 2015 • Pfenex Inc. • Pharmaceutical preparations
THIS AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of the last date of execution by both parties (the “Effective Date”), by and between PFENEX INC., a Delaware corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).
SECURITY AGREEMENT WELLS FARGO SPECIFIC RIGHTS TO PAYMENTSecurity Agreement • June 5th, 2014 • Pfenex Inc. • Pharmaceutical preparations • Delaware
AMENDMENT NO. 3 TO THE DEVELOPMENT AND LICENSE AGREEMENTDevelopment and License Agreement • August 6th, 2020 • Pfenex Inc. • Pharmaceutical preparations
This Amendment No. 3 to the Development and License Agreement (“Amendment No. 3”) is entered into as of May 26, 2020 (“Amendment No. 3 Effective Date”) by and between Pfenex Inc., a Delaware corporation (“Pfenex” or “Party”) and Alvogen Malta (Out-Licensing) Ltd., a Maltese corporation (“Alvogen” or “Party”, and together with Pfenex, the “Parties”).
CONFIDENTIAL TREATMENT REQUESTEDConfidential Treatment Requested • November 14th, 2014 • Pfenex Inc. • Pharmaceutical preparations
CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. INFORMATION THAT WAS OMITTED IN THE EDGAR VERSION HAS BEEN NOTED IN THIS DOCUMENT WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[***].”
PFENEX INC. AND AGILA BIOTECH PRIVATE LIMITED JOINT VENTURE AGREEMENTJoint Venture Agreement • June 5th, 2014 • Pfenex Inc. • Pharmaceutical preparations • England and Wales
This Joint Venture Agreement (this “Agreement”) is made as of the 7th day of March 2013 (the “Effective Date”), by and between Pfenex Inc., a Delaware corporation with a principal place of business located at 10790 Roselle Street, San Diego, CA 92121 (“Pfenex”), and Agila Biotech Private Limited, an India corporation with a principal place of business located at Strides House, Bilekahalli, Bannerghatta Road, Bangalore 560 076, India (“Agila”). Pfenex and Agila may be referred to individually as a “Party” or together as the “Parties.”
AMENDED AND RESTATED SUBSCRIPTION AGREEMENTSubscription Agreement • May 5th, 2014 • Pfenex Inc. • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED SUBSCRIPTION AGREEMENT, is dated as of May 2, 2014 (this “Agreement”), by and between the investor signatories hereto (each, an “Investor” and together, the “Investors”) and Pfenex Inc., a Delaware corporation (the “Company”).
SECOND AMENDMENT TO MULTI-TENANT INDUSTRIAL/COMMERCIAL LEASE (NET) (Roselle Technology Park)Pfenex Inc. • March 10th, 2016 • Pharmaceutical preparations
THIS SECOND AMENDMENT TO MULTI-TENANT INDUSTRIAL/ COMMERCIAL LEASE (NET) dated November 19, 2015 (this “Second Amendment”) is entered into by and between BRS-TUSTIN SAFEGUARD ASSOCIATES II, LLC, a Delaware limited liability company (“Lessor”), and PFENEX INC., a Delaware corporation (“Lessee”), with reference to the following:
BRS-TUSTIN SAFEGUARD ASSOCIATES II, LLC Multi Tenant Industrial/Commercial Lease (Net) Between BRS-TUS7TN SAFEGUARD ASSOCIATES II, LLC, a Delaware limited liability company (LESSOR) and PFEIVEX INC, a Delaware corporation (LESSEE) Date: June 22, 2010Attornment Agreement • May 5th, 2014 • Pfenex Inc. • Pharmaceutical preparations
