CG Oncology, Inc. Sample Contracts
CG ONCOLOGY, INC. AND _____________, AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF __________Preferred Stock Warrant Agreement • March 28th, 2025 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • New York
THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between CG ONCOLOGY, 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 CG ONCOLOGY, INC. COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • January 18th, 2024 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • New York
OPEN MARKET SALE AGREEMENTSMOpen Market Sale Agreement • March 28th, 2025 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • New York
CG ONCOLOGY, INC. AND _____________, AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF __________Common Stock Warrant Agreement • March 28th, 2025 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • New York
THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between CG ONCOLOGY, 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”).
CG ONCOLOGY, INC. AND , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OFWarrant Agreement • March 28th, 2025 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • New York
THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [•], between CG ONCOLOGY, 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”).
INDEMNIFICATION AND ADVANCEMENT AGREEMENTIndemnification Agreement • January 2nd, 2024 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • Delaware
This Indemnification and Advancement Agreement (“Agreement”) is made as of ________ __, 20__ by and between CG Oncology, Inc. a Delaware corporation (the “Company”), and ______________, [a member of the Board of Directors/an officer/an employee/an agent] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement of expenses.
•] Shares CG ONCOLOGY, INC. COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • December 11th, 2024 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • New York
Amended and restated Employment AgreementEmployment Agreement • March 28th, 2025 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • Pennsylvania
This Amended and Restated Employment Agreement (this “Agreement”) is made by and between CG Oncology, Inc. (the “Company”), and Corleen Roche (“Executive”) (collectively referred to herein as the “Parties” or individually referred to as a “Party”), effective as of January 9, 2025 (the “Effective Date”).
CG ONCOLOGY, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (AS AMENDED) DATED: July 28, 2023Investors’ Rights Agreement • January 18th, 2024 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of July 28, 2023 by and among CG ONCOLOGY, INC., a Delaware corporation (the “Company”), as amended, and the investors listed on Schedule A hereto (each an “Investor” and collectively the “Investors”).
AMENDED and restated Employment AgreementEmployment Agreement • March 28th, 2025 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • Connecticut
This Amended and Restated Employment Agreement (this “Agreement”) is made by and between CG Oncology, Inc. (the “Company”) and Joshua F. Patterson (“Executive”) (collectively referred to herein as the “Parties” or individually referred to as a “Party”), effective as of January 9, 2025 (the “Effective Date”).
DEVELOPMENT AND LICENSE AGREEMENTDevelopment and License Agreement • January 2nd, 2024 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • New York
This DEVELOPMENT AND LICENSE AGREEMENT (“Agreement”) effective as of March 11, 2019 (“Effective Date”), is entered into by and between Cold Genesys, Inc. (“CG”), with offices at Santa Ana, CA 92707, and Lepu Biotech Co., Ltd. (“Lepu”), with offices at 1-C280, No. 1628 Suzhao Road, Minhang, Shanghai. CG and Lepu may each be referred to as a “Party” or together as the “Parties.”
FIRST AMENDMENT TO THE LICENSE AND COLLABORATION AGREEMENTLicense and Collaboration Agreement • January 2nd, 2024 • CG Oncology, Inc. • Biological products, (no disgnostic substances)
This FIRST AMENDMENT TO THE LICENSE AND COLLABORATION AGREEMENT (“First Amendment”) is effective as of September 15, 2022 (the “First Amendment Effective Date”) by and between Kissei Pharmaceutical Co., Ltd., a corporation duly organized and existing under the lases of Japan and having its registered office at 19-48, Yoshino, Matsumoto, Nagano Prefecture, Japan (“Kissei”), and CG Oncology, Inc. (formerly known as Cold Genesys, Inc.), a company organized and existing under the laws of the state of Delaware, United States, located at 400 Spectrum Center Drive, Suite #2040 Irvine, CA 92618 (“CG”). Kissei and CG are each referred to herein by name or, individually, as a “Party” and together as the “Parties.”
LICENSE AND COLLABORATION AGREEMENT BETWEEN CG ONCOLOGY, INC. AND KISSEI PHARMACEUTICAL CO., LTD.License and Collaboration Agreement • January 2nd, 2024 • CG Oncology, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS LICENSE AND COLLABORATION AGREEMENT (“Agreement”) is made and entered into, as of March 26, 2020 (“Effective Date”), by and between Kissei Pharmaceutical Co., Ltd., a corporation duly organized and existing under the laws of Japan and having its registered office at 19-48, Yoshino, Matsumoto, Nagano Prefecture, Japan (“Kissei”) and CG Oncology, Inc. (formerly known as Cold Genesys, Inc.), a company organized and existing under the laws of the state of Delaware, United States, located at 400 Spectrum Center Drive, Suite #2040 Irvine, CA 92618 (“CG”). Kissei and CG are each referred to individually as a “Party” and together as the “Parties.”