Autolus Therapeutics PLC Sample Contracts
DEPOSIT AGREEMENTDeposit Agreement • February 25th, 2019 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances) • New York
DEPOSIT AGREEMENT, dated as of June 26, 2018, by and among (i) Autolus Therapeutics plc, a public limited company incorporated under the laws of England and Wales, and its successors (the “Company”), (ii) CITIBANK, N.A., a national banking association organized under the laws of the United States of America (“Citibank”) acting in its capacity as depositary, and any successor depositary hereunder (Citibank in such capacity, the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).
OPEN MARKET SALE AGREEMENTSMOpen Market Sale Agreement • September 18th, 2020 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances) • New York
AUTOLUS THERAPEUTICS PLC AND _____________, AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF __________ AUTOLUS THERAPEUTICS PLC FORM OF DEBT SECURITIES WARRANT AGREEMENTWarrant Agreement • February 8th, 2024 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances) • New York
THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [•], between AUTOLUS THERAPEUTICS PLC, a public limited company incorporated under the laws of England and Wales under company number 11185179 and having its registered office at The Media Works, 191 Wood Lane, London W12 F7P, United Kingdom (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”).
AUTOLUS THERAPEUTICS PLC AND _____________, AS WARRANT AGENT FORM OF ORDINARY SHARES WARRANT AGREEMENT DATED AS OF __________Warrant Agreement • August 5th, 2021 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances) • New York
THIS ORDINARY SHARES WARRANT AGREEMENT (this “Agreement”), dated as of [•], between AUTOLUS THERAPEUTICS PLC, a public limited company incorporated under the laws of England and Wales under company number 11185179 and having its registered office at Forest House, 58 Wood Lane, London W12 7RZ (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”).
DEPOSIT AGREEMENT by and among AUTOLUS THERAPEUTICS PLC and CITIBANK, N.A., as Depositary, and THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of June 26, 2018Deposit Agreement • July 31st, 2018 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances) • New York
DEPOSIT AGREEMENT, dated as of June 26, 2018, by and among (i) Autolus Therapeutics plc, a public limited company incorporated under the laws of England and Wales, and its successors (the “Company”), (ii) CITIBANK, N.A., a national banking association organized under the laws of the United States of America (“Citibank”) acting in its capacity as depositary, and any successor depositary hereunder (Citibank in such capacity, the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).
AS WARRANT AGENT FORM OF ORDINARY SHARES WARRANT AGREEMENT DATED AS OF __________ AUTOLUS THERAPEUTICS PLC FORM OF ORDINARY SHARES WARRANT AGREEMENTWarrant Agreement • February 8th, 2024 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances) • New York
THIS ORDINARY SHARES WARRANT AGREEMENT (this “Agreement”), dated as of [•], between AUTOLUS THERAPEUTICS PLC, a public limited company incorporated under the laws of England and Wales under company number 11185179 and having its registered office at The Media Works, 191 Wood Lane, London W12 F7P, United Kingdom (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”).
AUTOLUS THERAPEUTICS PLC REGISTRATION RIGHTS AGREEMENT JUNE 26, 2018Registration Rights Agreement • November 23rd, 2018 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances) • England and Wales
Signed for and on behalf ofSYNCONA PORTFOLIO LIMITEDacting by an authorised signatory ))) /s/ Martin MurphySigned by way of power of attorneyName: Martin Murphy
AUTOLUS THERAPEUTICS PLC AND , AS WARRANT AGENT FORM OF ORDINARY SHARE WARRANT AGREEMENT DATED AS OFOrdinary Share Warrant Agreement • July 17th, 2019 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances) • New York
THIS ORDINARY SHARE WARRANT AGREEMENT (this “Agreement”), dated as of [●], between AUTOLUS THERAPEUTICS PLC, a company incorporated in England and Wales under company number 11185179 and having its registered office at Forest House, 58 Wood Lane, London W12 7RZ (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”).
AUTOLUS THERAPEUTICS PLC REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 8th, 2021 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances) • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of November 6, 2021 by and among Autolus Therapeutics plc, a public limited company incorporated under the laws of England and Wales (the “Company”), and BXLS V – Autobahn L.P. (the “Investor”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.
LICENCE AGREEMENT AS AMENDED ON 28 MARCH 2018License Agreement • May 10th, 2018 • Autolus Therapeutics LTD • Biological products, (no disgnostic substances) • England
THIS AGREEMENT was made as of 25 September 2014 (the “Effective Date”), was amended as of 2 March 2016 (the “Amendment Date”), and is amended and restated as of 28 March 2018 (the “Second Amendment Date”)
SUPPLY AGREEMENT (MB Global Contract No. [***])Supply Agreement • June 8th, 2018 • Autolus Therapeutics LTD • Biological products, (no disgnostic substances)
This Supply Agreement (this “Agreement”) is made as of March 23, 2018, by and between Miltenyi Biotec GmbH, having an address at Friedrich-Ebert-Str. 68, 51429 Bergisch Gladbach, Germany (hereinafter referred to as “Miltenyi”), and Autolus Ltd, having an address at Forest House, 58 Wood Lane, London, W12 7RZ, UK (hereinafter referred to as “Autolus”). Miltenyi and Autolus are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
ContractLicense and Option Agreement • March 21st, 2024 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances)
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 8th, 2024 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances) • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of February 6, 2024 by and among AUTOLUS THERAPEUTICS PLC (registered number 11185179), a public limited company incorporated in England and Wales whose registered office is at The MediaWorks, 191 Wood Lane, London W12 7FP, United Kingdom (the “Company”), and BioNTech SE, a Societas Europaea organized and existing under the laws of Germany (the “Investor”).
AUTOLUS THERAPEUTICS PLC REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 8th, 2024 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances) • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of February 6, 2024 by and between Autolus Therapeutics plc, a public limited company incorporated under the laws of England and Wales (the “Company”), and BioNTech SE, a Societas Europaea organized and existing under the laws of Germany (“Investor” and together with any additional Investor who becomes party to this Agreement the “Investors”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.
AUTOLUS THERAPEUTICS PLC The MediaWorks London, W12 7FP, United KingdomDirector Nomination and Shareholder Restrictions Agreement • February 8th, 2024 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances)
This letter agreement (this “Letter Agreement”) confirms the agreement between Autolus Therapeutics plc (registered number 11185179), a public limited company incorporated in England and Wales (the “Company”), and BioNTech SE, a Societas Europaea organized and existing under the laws of Germany. (the “Investor”) with respect to and upon the effectiveness of the Investor’s investment in the Company pursuant to that certain Securities Purchase Agreement dated as of the date hereof (the “Purchase Agreement”) that, in addition to the rights and obligations under the Transaction Documents and that certain License and Option Agreement dated as of the date hereof among Autolus Limited and Autolus Holdings (UK) Limited, each an affiliate of the Company, and the Investor (the “License & Option Agreement”), the Investor shall be entitled to the following contractual rights and subject to the following contractual restrictions. Capitalized terms which are used but not defined shall have the meani
AUTOLUS THERAPEUTICS PLC REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 3rd, 2026 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances) • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of July 30, 2026 by and among AUTOLUS THERAPEUTICS PLC, a public limited company incorporated under the laws of England and Wales (the “Company”), and PERCEPTIVE CREDIT HOLDINGS V, LP, a Delaware limited partnership (the “Investor”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTS, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.Licence Agreement • March 4th, 2021 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances) • England
Confidential 1 of 16 AMENDMENT NO. 2 TO SUPPLY AGREEMENT This Amendment No. 2 to Supply Agreement (the “Amendment”) between the Parties is made and effective as of the date of the last signature (the “Amendment Effective Date”), by and between:...Supply Agreement • November 9th, 2023 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances)
AGC Confidential Page 1 Master Service Agreement This Master Service Agreement (the “Agreement”) is made and entered into by AGC Biologics S.p.A., Via Meucci, 3 20091 Bresso, Italy, (“AGC”) and Autolus Limited, a company incorporated under the laws of...Master Service Agreement • May 14th, 2026 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances)
ContractDistribution Services Agreement • March 20th, 2025 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances)
ContractLease Agreement • November 9th, 2023 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances)
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. THE OMISSIONS HAVE BEEN INDICATED BY “[***].” NOTE PURCHASE AGREEMENT AND...Note Purchase Agreement • August 3rd, 2026 • Autolus Therapeutics PLC • Biological products, (no disgnostic substances) • New York
NOTE PURCHASE AGREEMENT AND GUARANTY, dated as of July 30, 2026 (this “Agreement”), by and among Autolus Therapeutics plc, a public limited company organized under the laws of England and Wales with registration number 11185179 (the “Issuer”), Autolus Holdings (UK) Limited, a private limited company organized under the laws of England and Wales with registration number 11365111 (“Intermediate Holdings”), Autolus Limited, a private limited company organized under the laws of England and Wales with registration number 09115837 (“Autolus Limited”), certain other Subsidiaries of the Issuer required to provide Guarantees from time to time hereunder, each noteholder from time to time party hereto (each, together with their permitted successors and assigns, a “Noteholder” and collectively, the “Noteholders”), and Perceptive Credit Holdings V, LP, as administrative agent for the Noteholders (in such capacity, together with its permitted successors and assigns, the “Administrative Agent”).