ARAVIVE, INC., Issuer AND [TRUSTEE], TrusteeIndenture • June 20th, 2023 • Aravive, Inc. • Pharmaceutical preparations • New York
WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
VERSARTIS, INC. AND , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OFWarrant Agreement • August 7th, 2017 • Versartis, Inc. • Pharmaceutical preparations • New York
THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [●], between VERSARTIS, 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”).
•] Shares VERSARTIS, INC. COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • January 20th, 2015 • Versartis, Inc. • Pharmaceutical preparations • New York
VERSARTIS, INC. AND , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF [ ], 20Common Stock Warrant Agreement • November 6th, 2015 • Versartis, Inc. • Pharmaceutical preparations • New York
COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between VERSARTIS, 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”).
VERSARTIS, INC. and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF [ ], 20Warrant Agreement • August 7th, 2017 • Versartis, Inc. • Pharmaceutical preparations • New York
This DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of between VERSARTIS, 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”).
VERSARTIS, INC. Common Stock, Par Value $0.0001 Per Share UNDERWRITING AGREEMENTUnderwriting Agreement • September 29th, 2016 • Versartis, Inc. • Pharmaceutical preparations • New York
VERSARTIS, INC. AND , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF [ ], 20Preferred Stock Warrant Agreement • November 6th, 2015 • Versartis, Inc. • Pharmaceutical preparations • New York
PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between VERSARTIS, 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”).
3,333,334 Shares ARAVIVE, INC. Common Stock PURCHASE AGREEMENTPurchase Agreement • November 27th, 2019 • Aravive, Inc. • Pharmaceutical preparations • New York
Aravive, Inc., a Delaware corporation (the “Company”), proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 3,333,334 shares (the “Firm Shares”) of Common Stock, $0.0001 par value per share (the “Common Stock”), of the Company. The Firm Shares consist of 3,333,334 authorized but unissued shares of Common Stock to be issued and sold by the Company. The Company has also granted to the several Underwriters an option to purchase up to 500,000 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 Agreement are herein collectively called the “Shares.”
FORM OF SECURITIES PURCHASE AGREEMENTForm of Securities Purchase Agreement • March 31st, 2022 • Aravive, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 29, 2022, between Aravive, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
ARAVIVE, INC. EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • March 26th, 2019 • Aravive, Inc. • Pharmaceutical preparations • New York
As further set forth in this agreement (this “Agreement”), Aravive, Inc., a Delaware corporation (the “Company”), proposes to issue and sell from time to time through Piper Jaffray & Co. (the “Agent”), as sales agent, the Company’s common stock, par value $0.0001 per share (the “Common Stock”) (such shares of Common Stock to be sold pursuant to this Agreement, the “Shares”) on terms set forth herein. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitation set forth in Section 2 of this Agreement on the number of Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and the Agent shall have no obligation in connection with such compliance.
VERSARTIS, INC. COMMON STOCK SALES AGREEMENTCommon Stock • August 10th, 2017 • Versartis, Inc. • Pharmaceutical preparations • New York
Versartis, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
Morgan Stanley & Co. LLC Citigroup Global Markets Inc.Versartis, Inc. • March 10th, 2014 • Pharmaceutical preparations • New York
This letter is being delivered to you in connection with the offering by Versartis, Inc. (the “Company”) of shares of common stock, $0.0001 par value (the “Common Stock”), of the Company and the lock-up letter dated , 20 (the “Lock-up Letter”), executed by you in connection with such offering, and your request for a [waiver] [release] dated , 20 , with respect to shares of Common Stock (the “Shares”).
Office Lease SHOREBREEZE SHOREBREEZE I REDWOOD CITY, CALIFORNIA Between CA- SHOREBREEZE LIMITED PARTNERSHIP, a Delaware limited partnership as Landlord, and VERSARTIS, Inc., a Delaware corporation as TenantOffice Lease • February 18th, 2014 • Versartis, Inc. • Pharmaceutical preparations • California
This Office Lease (this “Lease”), dated as of the date set forth in Section 1.1. is made by and between CA-SHOREBREEZE LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”), and VERSARTIS, INC, a Delaware corporation (“Tenant”). The following exhibits are incorporated herein and made a part hereof Exhibit A (Outline of Premises); Exhibit B (Work Letter); Exhibit B-1 (Space Plan); Exhibit C (Form of Confirmation Letter); Exhibit D (Rules and Regulations); Exhibit E (Judicial Reference); and Exhibit F (Additional Provisions).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 28th, 2022 • Aravive, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 24, 2022, by and between Aravive, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
VERSARTIS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • March 6th, 2014 • Versartis, Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is effective as of , 2014, by and between VERSARTIS, INC., a Delaware corporation (the “Company”), and (“Indemnitee”).
RUGA CORPORATION INDEMNIFICATION AGREEMENTIndemnification Agreement • August 3rd, 2018 • Versartis, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (the “Agreement”) is made as of October 17, 2016, by and between Ruga Corporation, a Delaware corporation (the “Company”), and Vinay Shah (“Indemnitee”).
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among: VERSARTIS, INC., a Delaware corporation; VELO MERGER SUB, INC. a Delaware corporation; and ARAVIVE BIOLOGICS, INC., a Delaware corporation Dated as of June 3, 2018Agreement and Plan of Merger • June 4th, 2018 • Versartis, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this “Agreement”) is made and entered into as of June 3, 2018, by and among VERSARTIS, INC., a Delaware corporation (“Parent”), VELO MERGER SUB, INC., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), and ARAVIVE BIOLOGICS, INC., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • September 4th, 2020 • Aravive, Inc. • Pharmaceutical preparations • New York
As further set forth in this agreement (this “Agreement”), Aravive, Inc., a Delaware corporation (the “Company”), proposes to issue and sell from time to time through Piper Sandler & Co. and Cantor Fitzgerald & Co. (each an “Agent”, and together, the “Agents”), as sales agents, the Company’s shares of common stock, par value $0.0001 per share (the “Common Stock”) (such Common Stock to be sold pursuant to this Agreement, the “Shares”), on terms set forth herein. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitation set forth in Section 2 of this Agreement on the number of Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and the Agents shall have no obligation in connection with such compliance.
SUPPORT AGREEMENTSupport Agreement • June 4th, 2018 • Versartis, Inc. • Pharmaceutical preparations • Delaware
This SUPPORT AGREEMENT (this “Agreement”), is made as of June 3, 2018, by and between Versartis, Inc., a Delaware corporation (“Versartis”) and the Person set forth on Schedule A hereto (the “Stockholder”).
TECHNOLOGY TRANSFER AND CLINICAL SUPPLY AGREEMENTClinical Supply Agreement • March 19th, 2014 • Versartis, Inc. • Pharmaceutical preparations
[*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
INVESTMENT AGREEMENTInvestment Agreement • April 9th, 2020 • Aravive, Inc. • Pharmaceutical preparations • New York
THIS INVESTMENT AGREEMENT (this “Agreement”) is made and entered into at 3:30 p.m. on April 6, 2020, by and among Eshelman Ventures, LLC, a North Carolina limited liability company (the “Investor”), Aravive, Inc., a Delaware corporation (the “Company”), and, solely for purposes of Article IV and Article V, Fredric N. Eshelman, Pharm.D. (the “Incoming Chairman”).
VERSARTIS, INC. FOURTH AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT February 14, 2014Investors Rights Agreement • February 18th, 2014 • Versartis, Inc. • Pharmaceutical preparations • Delaware
THIS FOURTH AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (the “Agreement”) is made as of the 14th day of February, 2014, by and among Versartis, Inc., a Delaware corporation (the “Company”), and the investors listed on Schedule A hereto, each of which is herein referred to as an “Investor.”
MASTER MANUFACTURING SERVICES AGREEMENTMaster Manufacturing Services Agreement • August 24th, 2018 • Versartis, Inc. • Pharmaceutical preparations • New York
THIS MASTER MANUFACTURING SERVICES AGREEMENT (this “Agreement”) is entered into as of July 11, 2016 (the “Effective Date”), by and between WUXI BIOLOGICS (HONG KONG) LIMITED having a principal place of business at 288 Fute Zhong Road, Waigaoqiao Free Trade Zone, Shanghai, China 200131 (“CMO”), and ARAVIVE BIOLOGICS, INC., having a principal place of business at 909 Fannin, Suite 2100, Houston, Texas 77010 (“Client”). CMO and Client are sometimes referred to herein individually as a “Party” and collectively as “Parties.”
EXCLUSIVE LICENSE AGREEMENTLicense Agreement • August 24th, 2018 • Versartis, Inc. • Pharmaceutical preparations • California
This Agreement between THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY (“Stanford”), an institution of higher education having powers under the laws of the State of California, and Ruga Corporation, (“RUGA”), a corporation having a principal place of business at 550 Hamilton Avenue, Suite 220, Palo Alto CA 94301, is effective on the 25th day of January, 2012 (“Effective Date”).
River Oaks Tower Houston, Texas 77098River Oaks Tower • March 27th, 2020 • Aravive, Inc. • Pharmaceutical preparations • California
Aravive, Inc. (the “Company”) is pleased to offer you the continued position of Chief Scientific Officer of the Company on the following terms:
River Oaks Tower Houston, Texas 77098Aravive, Inc. • March 16th, 2021 • Pharmaceutical preparations • Delaware
Aravive, Inc. (the “Company”) is pleased to continue your employment as Chief Medical Officer of the Company and its subsidiaries on the following terms:
Consulting AgreementConsulting Agreement • June 3rd, 2022 • Aravive, Inc. • Pharmaceutical preparations • California
This Professional Services Agreement (this “Agreement”), dated June 2, 2022 (the “Effective Date”), is by and between Aravive, Inc. (“Company”), and Vinay Shah (“Service Provider”).
Re:Separation and Consulting AgreementLetter Agreement • August 5th, 2015 • Versartis, Inc. • Pharmaceutical preparations • California
This letter agreement (the “Agreement”) sets forth the terms of your separation and transition from Versartis, Inc. (“Versartis” or the “Company”).
AMENDMENT TO EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • August 3rd, 2018 • Versartis, Inc. • Pharmaceutical preparations • California
This AMENDMENT (the Amendment”) dated as of July 26, 2012 to the EXCLUSIVE LICENSE AGREEMENT (the “License Agreement”) between THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY (“Stanford”), an institution of higher education having powers under the laws of the State of California, and RUGA CORPORATION (“RUGA”), a corporation having a principal place of business at 550 Hamilton Avenue, Suite 220, Palo Alto CA 94301, effective as of January 25, 2012.
AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED LICENSING AGREEMENTLicensing Agreement • February 18th, 2014 • Versartis, Inc. • Pharmaceutical preparations • California
This Amendment No. 1 (“Amendment No. 1”) to the Second Amended and Restated Licensing Agreement dated December 30, 2010 (the “Agreement”) by and between Amunix Operating, Inc. (“Licensor”) and Versartis, Inc. (“Licensee”).
AMUNIX OPERATING INC. 500 Ellis Street Mountain View, CA 94043Letter Agreement • August 7th, 2017 • Versartis, Inc. • Pharmaceutical preparations • California
This Letter Agreement (“Letter Agreement”) is made effective as of March 22, 2016 (“Amendment Effective Date”) by and between Versartis, Inc., a Delaware corporation (“Licensee”) and Amunix Operating, Inc., a Delaware corporation (“Licensor”). This Letter Agreement makes reference to that certain Second Amended and Restated Licensing Agreement between Amunix and Versartis, dated December 30, 2010, as amended by that certain Amendment No. 1 and Amendment No. 2 (collectively, the “License Agreement”).
COLLABORATION AND LICENSE AGREEMENTCollaboration and License Agreement • November 10th, 2020 • Aravive, Inc. • Pharmaceutical preparations • England and Wales
This Collaboration and License Agreement (the “Agreement”) is entered into as of November 6, 2020 (the “Effective Date”) by and between Aravive, Inc., a corporation organized and existing under the laws of Delaware and having a place of business at 3730 Kirby Drive, Suite 1200, Houston, Texas 77098 USA (“Aravive”), and 3D Medicines Inc., a corporation organized and existing under the laws of the Cayman Islands and having a place of business at Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman KY1-1111, Cayman Islands (“3D Medicines”). Aravive and 3D Medicines are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
ContractSupply Agreement • March 10th, 2017 • Versartis, Inc. • Pharmaceutical preparations
[*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
Consulting AgreementConsulting Agreement • January 9th, 2020 • Aravive, Inc. • Pharmaceutical preparations • Texas
This Professional Services Agreement (this “Agreement”), dated January 9, 2020 (the “Effective Date”), is by and between Aravive, Inc. (“Company”), and Jay Shepard (“Service Provider”).
CONFIDENTIAL SEPARATION AGREEMENT AND RELEASEConfidential Separation Agreement and Release • January 17th, 2024 • Aravive, Inc. • Pharmaceutical preparations
This Confidential Separation Agreement and Release (the “Agreement”) is entered into between Aravive, Inc. and its related entities (the “Company”) and Gail McIntyre (the “Employee”), in connection with the end of the employment relationship between Employee and the Company, to assist Employee in transitioning to new employment, and to release any and all claims or potential claims Employee has or may have against the Company. Accordingly, in exchange for the consideration and mutual promises set forth herein, the receipt and sufficiency of which are hereby acknowledged, the Company and the Employee (the “Parties”), intending to be legally bound, do hereby agree and promise as follows:
