Allogene Therapeutics, Inc. Sample Contracts
ALLOGENE THERAPEUTICS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 20__ Debt SecuritiesIndenture • November 2nd, 2022 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
INDENTURE, dated as of [•], 20__, among Allogene Therapeutics, Inc., a Delaware corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”):
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 2nd, 2018 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of April 6, 2018 between Allogene Therapeutics, Inc., a Delaware corporation (the “Company”), and John DeYoung (“Indemnitee”).
ALLOGENE THERAPEUTICS, INC. AND _____________, AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF __________Preferred Stock Warrant Agreement • March 14th, 2024 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between Allogene Therapeutics, 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”).
ALLOGENE THERAPEUTICS, INC. AND _____________, AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF __________Common Stock Warrant Agreement • March 14th, 2024 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between Allogene Therapeutics, 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”).
ALLOGENE THERAPEUTICS, INC. AND _____________, AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF __________Warrant Agreement • March 14th, 2024 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [•], between Allogene Therapeutics, 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”).
Allogene Therapeutics, Inc. Common Stock Underwriting AgreementUnderwriting Agreement • June 4th, 2020 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
Allogene Therapeutics, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 11,702,128 shares of the Company’s common stock, par value $0.001 per share (“Stock”, and such shares, the “Firm Shares”) and, at the election of the Underwriters, up to 1,755,319 additional shares (the “Optional Shares”) of Stock (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
INVESTORS’ RIGHTS AGREEMENTInvestors' Rights Agreement • August 10th, 2018 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of April 6, 2018 by and among Allogene Therapeutics, Inc. a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor.”
INDEMNITY AGREEMENTIndemnity Agreement • October 2nd, 2018 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of , 20 , is made by and between ALLOGENE THERAPEUTICS, INC., a Delaware corporation (the “Company”), and (“Indemnitee”).
ALLOGENE THERAPEUTICS, INC. $250,000,000 COMMON STOCK SALES AGREEMENTCommon Stock Sales Agreement • November 5th, 2019 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
Allogene Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
ALLOGENE THERAPEUTICS, INC. Shares of Common Stock ($0.001 par value) AMENDMENT NO. 1 TO THE SALES AGREEMENTSales Agreement • November 2nd, 2022 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
Reference is made to the Sales Agreement, dated November 5, 2019 (the “Agreement”), by and between Allogene Therapeutics, Inc., a Delaware corporation (the “Company”), and Cowen and Company, LLC (the “Agent”). The Company and the Agent (collectively, the “Parties”) wish to amend the Agreement, pursuant to Section 15 of the Agreement, to allow for the issuance and sale of Placement Shares under the Agreement pursuant to a new Registration Statement (as defined below) (this “Amendment”). The Parties therefore hereby agree as follows:
BRITANNIA POINTE GRAND BUSINESS PARK LEASELease • August 10th, 2018 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • California
This Lease (the “Lease”), dated as of the Execution Date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”), below, is made by and between BRITANNIA POINTE GRAND LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”), and ALLOGENE THERAPEUTICS, INC., a Delaware corporation (“Tenant”). Landlord and Tenant may each be referred to in this Lease individually as a “Party” and collectively as the “Parties.”
October 12, 2023 Geoffrey Parker Re: Employment Letter of Agreement (“Agreement”) Dear Geoff,Employment Agreement • November 2nd, 2023 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • California
Allogene Therapeutics, Inc. (“Allogene” or the “Company”) is pleased to offer you employment on the following terms and conditions.
Allogene Therapeutics, Inc. Common Stock Underwriting AgreementUnderwriting Agreement • May 14th, 2024 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances)
Allogene Therapeutics, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to Goldman Sachs & Co. LLC (the “Underwriter”) an aggregate of 36,896,551 shares of the Company’s common stock, par value $0.001 per share (“Stock”, and such shares, the “Shares”).
Re: Employment Letter of Agreement (“Agreement”)Employment Agreement • September 14th, 2018 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • California
Allogene Therapeutics, Inc. (“Allogene” or the “Company”) is pleased to offer you employment on the following terms and conditions.
CERTAIN CONFIDENTIAL PORTIONS HAVE BEEN REDACTED FROM THIS EXHIBIT BECAUSE THEY ARE BOTH (i) NOT MATERIAL AND (ii) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. INFORMATION THAT HAS BEEN OMITTED HAS BEEN IDENTIFIED IN THIS DOCUMENT WITH A...License Agreement • May 7th, 2019 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This License Agreement (the “Agreement”) is entered into as of March 8, 2019 (the “Effective Date”), by and among Allogene Therapeutics, Inc., a corporation organized and existing under the laws of the State of Delaware and having a place of business at 210 East Grand Avenue, South San Francisco, California, 94080 (“Allogene”) and Cellectis SA, a corporation organized and existing under the laws of France and having a place of business at 8 rue de la Croix Jarry, 75013 Paris, France (“Cellectis”). Allogene and Cellectis may each be referred to herein individually as a “Party” and collectively as the “Parties.”
AMENDED AND RESTATED STRATEGIC COLLABORATION AGREEMENT between FORESIGHT DIAGNOSTICS, INC. and ALLOGENE THERAPEUTICS, INC. Dated as of January 3, 2024Strategic Collaboration Agreement • May 13th, 2025 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances)
This Amended and Restated Strategic Collaboration Agreement (this “Agreement”) is effective as of January 3, 2024 (the “Effective Date”) and signed by the Parties on February 19, 2025 (the “Signature Date”) by and between Foresight Diagnostics, Inc., having a principal place of business at 2865 Wilderness Place, Boulder, CO 80301 (“Foresight”), and Allogene Therapeutics, Inc., having a principal place of business at 210 East Grand Avenue, South San Francisco, CA 94080 (“Company”). Foresight and Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
COLLABORATION AND LICENSE AGREEMENTCollaboration and License Agreement • March 14th, 2024 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Amended and Restated Collaboration and License Agreement (the “Agreement”), effective as of [***] (the “Restatement Effective Date”), is made by and between Allogene Therapeutics, Inc., a Delaware corporation with its principal place of business at 210 East Grand Ave., South San Francisco, CA 94080 (“Allogene”), and Notch Therapeutics (Canada) Inc., having an address at 300-2233 Columbia St, Vancouver, BC V5Y 0M6 (“Notch”). Allogene and Notch are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
ASSET CONTRIBUTION AGREEMENT BY AND BETWEEN PFIZER INC. AND ALLOGENE THERAPEUTICS, INC. Dated as of April 2, 2018Asset Contribution Agreement • October 2nd, 2018 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This Asset Contribution Agreement (this “Agreement”) is entered into as of April 2, 2018 (the “Effective Date”), by and between Pfizer Inc., a Delaware corporation (“Pfizer”), and Allogene Therapeutics, Inc., a Delaware corporation (“NewCo”).
CONSULTING AGREEMENTConsulting Agreement • May 3rd, 2023 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • California
THIS CONSULTING AGREEMENT (this “Agreement”), effective as of April 29, 2023 (“Effective Date”), is by and between Alison Moore, Ph.D., having an address at 5 Hill Ave., San Carlos, CA 94070 (“Consultant”) and Allogene Therapeutics, Inc. having an address at 210 East Grand Avenue, South San Francisco, CA 94080 (“Allogene”).
EDGEWATER BUSINESS PARK LEASELease • March 8th, 2019 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • California
This Lease (the "Lease"), dated as of the Execution Date set forth in Section 1 of the Summary of Basic Lease Information (the "Summary"), below, is made by and between EDGEWATER LIMITED PARTNERSHIP, a Delaware limited partnership ("Landlord"), and ALLOGENE THERAPEUTICS, INC., a Delaware corporation ("Tenant"). Landlord and Tenant may each be referred to in this Lease individually as a “Party” and collectively as the “Parties.”
COLLABORATION AND LICENSE AGREEMENTCollaboration and License Agreement • August 7th, 2024 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances)
AGREEMENT (this “Amendment”), is made and effective as of May 17, 2024 (the “Amendment Effective Date”), is made by and between Allogene Therapeutics, Inc., a Delaware corporation with its principal place of business at 210 East Grand Ave., South San Francisco, CA 94080 (“Allogene”), and Notch Therapeutics (Canada) Inc., having an address at 300-2233 Columbia St, Vancouver, BC V5Y 0M6 (“Notch”). Allogene and Notch are sometimes referred to herein, individually, as a “Party” and, collectively, as the “Parties.” Capitalized terms not defined herein shall have the meanings ascribed to them in the License Agreement.
ALLOGENE THERAPEUTICS, INC. Shares of Common Stock ($0.001 par value) AMENDMENT NO. 2 TO THE SALES AGREEMENTSales Agreement • November 2nd, 2023 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances)
Reference is made to the Sales Agreement, dated November 5, 2019, as amended by Amendment No.1 to the Sales Agreement (the “Amendment No. 1”), dated November 2, 2022 (as amended, the “Agreement”) by and between Allogene Therapeutics, Inc., a Delaware corporation (the “Company”), and Cowen and Company, LLC (the “Agent”). The Company and the Agent (collectively, the “Parties”) wish to amend the Agreement, pursuant to Section 15 of the Agreement, to remove the specified aggregate dollar amount of Placement Shares that may be issued and sold from time to time under the Agreement (this “Amendment”). The Parties therefore hereby agree as follows:
AMENDMENT AND SETTLEMENT AGREEMENTAmendment and Settlement Agreement • August 7th, 2024 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances)
THIS AMENDMENT AND SETTLEMENT AGREEMENT (this “Amendment”) is made and entered into by and between Les Laboratoires Servier, a société par actions simplifiée incorporated under the laws of France having a principal place of business at 50 rue Carnot, 92150 Suresnes, France (“LLS”) and Institut de Recherches Internationales Servier, a société à responsabilité limitée incorporated under the laws of France having its principal place of business at 22 Route 128, 91190 Gif-sur-Yvette, France (“IRIS”) (LLS and IRIS being together referred to as “Servier”), and Allogene Therapeutics, Inc., a Delaware corporation having its principal place of business at 210 East Grand Avenue, South San Francisco, CA 94080, USA (“Allogene”) with effective date as of April 9, 2024 (the “Amendment Date”). Each of Servier and Allogene are referred to herein as a “Party” and collectively as the “Parties”.
AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENTShareholder Agreements • August 7th, 2024 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
Each of the parties to this Agreement is referred to herein individually as a “Party” and collectively as the “Parties”. Each of Allogene and [***HBP***] is referred to herein as an “Shareholder” and collectively as the “Shareholders”. Capitalized terms used herein without definition have the meanings ascribed to them in the Share Exchange Agreement or the Share Distribution Agreement, as applicable.
Allogene Therapeutics, Inc. Common Stock Underwriting AgreementUnderwriting Agreement • April 15th, 2026 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances)
ALLOGENE THERAPEUTICS, INC. CONSULTING AGREEMENTConsulting Agreement • May 13th, 2026 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances)
This agreement (“Agreement”) is made effective as of August 9, 2018 (“Effective Date”) by and between Allogene Therapeutics, Inc., a Delaware corporation (together with its affiliates and subsidiaries, “Allogene”), having a principal place of business at 270 Littlefield Ave, South San Francisco, CA 94080, and Bello Capital, LLC (“Consultant”), having an address at 2049 Century Park East, Suite 1940, Los Angeles, CA 90067.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • February 25th, 2021 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
1Organization, Standing and Qualification. The Company is duly incorporated or organized, validly existing and in good standing (or equivalent status in the relevant jurisdiction) under the Laws of the jurisdiction of its incorporation or organization. The Company has all requisite capacity, power and authority to own and operate its properties and to carry on its business as now conducted and as proposed to be conducted, and is duly qualified to transact business in each jurisdiction in which it conducts and proposes to conduct business.
EXCLUSIVE LICENSE AND COLLABORATION AGREEMENT BETWEEN LES LABORATOIRES SERVIER SAS INSTITUT DE RECHERCHES INTERNATIONALES SERVIER SAS AND PFIZER INC.Exclusive License and Collaboration Agreement • March 13th, 2025 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances)
This Exclusive License and Collaboration Agreement is entered into as of the 30 day of October, 2015 (the “Signing Date”) by and between Les Laboratoires Servier, a corporation incorporated under the laws of France having a principal place of business at 50 rue Carnot, 92150 Suresnes, France (“LLS”) and Institut de Recherches Internationales Servier, a corporation incorporated under the laws of France having its principal place of business at 50 rue Carnot, 92150 Suresnes, France (“IRIS”) (LLS and IRIS being together referred to as “Servier”), and Pfizer Inc., a Delaware corporation having its principal place of business at 235 E. 42nd Street, New York, New York 10017 (“Pfizer”). Servier and Pfizer are individually referred to herein as a “Party” and collectively, as the “Parties”.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • September 14th, 2018 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This TRANSITION SERVICES AGREEMENT (this “Agreement”) is made and entered into as of the 6th day of April, 2018 (the “Effective Date”) between Pfizer, Inc., a Delaware corporation (“Pfizer”), and Allogene Therapeutics, Inc., a Delaware corporation (“NewCo”) (each, a “Party” and together, the “Parties”).
ALLOGENE THERAPEUTICS, INC. CONSULTING AGREEMENTConsulting Agreement • May 13th, 2025 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances)
This agreement (“Agreement”) is made effective as of August 9, 2018 (“Effective Date”) by and between Allogene Therapeutics, Inc., a Delaware corporation (together with its affiliates and subsidiaries, “Allogene”), having a principal place of business at 270 Littlefield Ave, South San Francisco, CA 94080, and Bello Capital, LLC (“Consultant”), having an address at 2049 Century Park East, Suite 1940, Los Angeles, CA 90067.
FIRST AMENDMENT TO EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • August 7th, 2024 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances)
This First Amendment to Exclusive License Agreement (“Amendment”), effective as of May 24, 2024, (the “Amendment Effective Date”) amends the Exclusive License Agreement dated December 14, 2020 (the “License Agreement”) between Allogene Therapeutics, Inc. (“Allogene”) and Allogene Overland BioPharm (PRC) Co., Limited (“AOB PRC” or “Licensee”) (collectively the “Parties” and each a “Party”). Capitalized terms not defined herein shall have the meanings ascribed to them in the License Agreement.
FIRST AMENDMENT TO LEASE (310 Utah Avenue)Lease • February 23rd, 2022 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances)
This FIRST AMENDMENT TO LEASE ("First Amendment") is made and entered into as of December 10, 2021, by and between HEALTHPEAK PROPERTIES, INC., a Delaware corporation ("Landlord"), and ALLOGENE THERAPEUTICS, INC., a Delaware corporation ("Tenant").
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • November 5th, 2019 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances)
This FIRST AMENDMENT TO LEASE AGREEMENT (this "Amendment") is entered into as of September 4, 2019, by and between SILICON VALLEY GATEWAY TECHNOLOGY CENTER, LLC, a Delaware limited liability company ("Landlord"), and ALLOGENE THERAPEUTICS, INC., a Delaware corporation ("Tenant").
April 2, 2018 Allogene Therapeutics, Inc.Asset Contribution Agreement • September 14th, 2018 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances)
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • February 25th, 2021 • Allogene Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
THIS EXCLUSIVE LICENSE AGREEMENT (the “Agreement”) is entered into as of December 14, 2020 (the “Effective Date”), by and between ALLOGENE THERAPEUTICS, INC., a Delaware corporation having a place of business at 210 East Grand Avenue, South San Francisco, CA 94080 (“Allogene”) and ALLOGENE OVERLAND BIOPHARM (CY) LIMITED, an exempted company incorporated in the Cayman Islands with limited liability (“Licensee”) (collectively the “Parties” and each a “Party”).