EXHIBIT 4.2Registration Rights Agreement • November 21st, 1997 • Cell Genesys Inc • Pharmaceutical preparations • New York
CONFORMED COPY STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT, dated as of January 12, 1997 (as amended, restated, supplemented or otherwise modified from time to time, this "Agreement"), between CELL GENESYS, INC., a corporation organized and existing...Stock Option Agreement • January 22nd, 1997 • Cell Genesys Inc • Pharmaceutical preparations • Delaware
EXHIBIT 4.1Securities Purchase Agreement • November 21st, 1997 • Cell Genesys Inc • Pharmaceutical preparations • New York
TO AS TRUSTEE INDENTURECell Genesys Inc • May 1st, 2007 • Pharmaceutical preparations • New York
1 AMENDMENT NO. 1 TO VINTAGE PARK RESEARCH AND DEVELOPMENT LEASE THIS AMENDMENT NO. 1 TO VINTAGE PARK RESEARCH AND DEVELOPMENT LEASE is made and entered into as of June 7, 1996 by and between WCB SIXTEEN LIMITED PARTNERSHIP, a Delaware limited...Cell Genesys Inc • November 14th, 1996 • Pharmaceutical preparations
CONFORMED COPY STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT, dated as of January 12, 1997 (as amended, restated, supplemented or otherwise modified from time to time, this "Agreement"), between CELL GENESYS, INC., a corporation organized and existing...Stock Option Agreement • January 27th, 1997 • Cell Genesys Inc • Pharmaceutical preparations • Delaware
CONFORMED COPY AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger and Reorganization • January 22nd, 1997 • Cell Genesys Inc • Pharmaceutical preparations • Delaware
and [ ], AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OFPreferred Stock Warrant Agreement • May 1st, 2007 • Cell Genesys Inc • Pharmaceutical preparations • New York
PREFERRED STOCK WARRANT AGREEMENT, dated as of between Cell Genesys, 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”).
CELL GENESYS, INC. and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OFSecurities Warrant Agreement • May 1st, 2007 • Cell Genesys Inc • Pharmaceutical preparations • New York
DEBT SECURITIES WARRANT AGREEMENT, dated as of between Cell Genesys, 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”).
CELL GENESYS, INC. ANDPreferred Shares Rights Agreement • July 28th, 2000 • Cell Genesys Inc • Pharmaceutical preparations • Delaware
RECITALSConvertible Note Purchase Agreement • April 30th, 1997 • Cell Genesys Inc • Pharmaceutical preparations • California
RECITALSRelease and Settlement Agreement • April 30th, 1997 • Cell Genesys Inc • Pharmaceutical preparations • California
(1) Granulocyte-macrophage colony stimulating factor (2) A protein which is deficient in chronic granulomatous disease (3) Tyrosine hydroxylase (4) Guanosine triphosphate cyclohydrolase I Cancer, the second leading cause of death in the United States,...Master Equipment Lease Agreement • April 30th, 1997 • Cell Genesys Inc • Pharmaceutical preparations
CELL GENESYS, INC. Issuer andDeposit Agreement • May 1st, 2007 • Cell Genesys Inc • Pharmaceutical preparations • New York
DEPOSIT AGREEMENT, dated as of [ ] among Cell Genesys, Inc., a Delaware corporation, [ ], a under the laws of the State of [ ], as Depositary, and all holders from time to time of Receipts issued hereunder.
Exhibit 10.1 RESALE REGISTRATION RIGHTS AGREEMENTResale Registration Rights Agreement • December 29th, 2004 • Cell Genesys Inc • Pharmaceutical preparations • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 5th, 2007 • Cell Genesys Inc • Pharmaceutical preparations • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 5, 2007, is by and between Cell Genesys, Inc. (the “Company”) and Kingsbridge Capital Limited, an entity organized and existing under the laws of the British Virgin Islands, whose registered address is Palm Grove House, 2nd Floor, Road Town, Tortola, British Virgin Islands (the “Investor”).
RECITALSCross License Agreement • April 30th, 1997 • Cell Genesys Inc • Pharmaceutical preparations • California
WITNESSETH:Lease Agreement • November 14th, 1996 • Cell Genesys Inc • Pharmaceutical preparations
CELL GENESYS, INC. 4,250,000 Shares of Common Stock Underwriting AgreementCell Genesys Inc • March 17th, 2004 • Pharmaceutical preparations • New York
Cell Genesys, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 4,250,000 shares of Common Stock, par value $ 0.001 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 637,500 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are herein referred to as the “Stock”. The Stock, including the Shares, will have attached thereto rights (the “Rights”) to purchase Series A Participating Preferred Stock. The Rights are to be issued pursuant to that certain Amended and Restated Preferred Shares Rights Agreement, dated as of July 26, 2000 between the Comp
COMMON STOCK PURCHASE AGREEMENT by and between KINGSBRIDGE CAPITAL LIMITED and CELL GENESYS, INC. dated as of March 14, 2006Common Stock Purchase Agreement • March 15th, 2006 • Cell Genesys Inc • Pharmaceutical preparations • New York
This COMMON STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of the 14th day of March, 2006, by and between KINGSBRIDGE CAPITAL LIMITED, an entity organized and existing under the laws of the British Virgin Islands, with registered address Palm Grove House, 2nd Floor, Road Town, Tortola, British Virgin Islands (the “Investor”) and CELL GENESYS, INC., a corporation organized and existing under the laws of the State of Delaware (the “Company”).
LEASE AGREEMENTLease Agreement • August 14th, 2001 • Cell Genesys Inc • Pharmaceutical preparations • California
This LEASE AGREEMENT is made this ___ day of June, 2001 (the "Lease Date"), between ARE-11025/11075 ROSELLE STREET, LLC, a Delaware limited liability company ("Landlord"), and CELL GENESYS, INC., a Delaware corporation ("Tenant").
CELL GENESYS, INC. CHANGE OF CONTROL SEVERANCE AGREEMENTChange of Control Severance Agreement • March 31st, 2003 • Cell Genesys Inc • Pharmaceutical preparations • California
This Change of Control Severance Agreement (the "Agreement") is made and entered into by and between _______________ ("Employee") and Cell Genesys, Inc. (the "Company"), effective as of the latest date set forth by the signatures of the parties hereto below (the "Effective Date").
7,109,005 Units CELL GENESYS, INC. PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • May 12th, 2008 • Cell Genesys Inc • Pharmaceutical preparations • New York
CELL GENESYS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • November 1st, 2007 • Cell Genesys Inc • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is made as of by and between Cell Genesys, Inc., a Delaware corporation (the “Company”), and , an individual (“Indemnitee”).
5,750,000 Shares CELL GENESYS, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 8th, 2006 • Cell Genesys Inc • Pharmaceutical preparations • New York
CELL GENESYS, INC. AND , AS WARRANT AGENT FORM OF DEPOSITARY SHARES WARRANT AGREEMENT DATED AS OFWarrant Agreement • May 1st, 2007 • Cell Genesys Inc • Pharmaceutical preparations • New York
DEPOSITARY SHARES WARRANT AGREEMENT, dated as of between Cell Genesys, 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”).
Cell Genesys, Inc. Letterhead]Cell Genesys Inc • April 9th, 2009 • Pharmaceutical preparations
This letter sets forth the agreement between you and Cell Genesys, Inc. (the “Company”) regarding the terms of your retention payment opportunity.
LICENSE AGREEMENT between TRANSKARYOTIC THERAPIES, INC. and CELL GENESYS, INC.License Agreement • July 30th, 2003 • Cell Genesys Inc • Pharmaceutical preparations • Delaware
This License Agreement (the "Agreement"), effective as of June 7, 2002 (the "Effective Date"), is between Transkaryotic Therapies, Inc., a corporation organized and existing under the laws of Delaware and having its principal place of business at 195 Albany Street, Cambridge, MA 02139 ("TKT"), and Cell Genesys, Inc., a corporation organized and existing under the laws of Delaware and having its principal place of business at 342 Lakeside Drive, Foster City, CA 94404 ("Cell Genesys"). TKT and CELL GENESYS are sometimes hereinafter referred to each as a "Party" and collectively as the "Parties."
FORM OF VOTING AGREEMENTForm of Voting Agreement • June 30th, 2009 • Cell Genesys Inc • Pharmaceutical preparations • Delaware
VOTING AGREEMENT (this “Agreement”), dated as of June 29, 2009, by and among Cell Genesys, Inc., a Delaware corporation (“Cell Genesys”), and the undersigned stockholder (“Stockholder”) of BioSante Pharmaceuticals, Inc., a Delaware corporation (the “Company”), identified on the signature page hereto.
COMMON STOCK PURCHASE AGREEMENT by and between KINGSBRIDGE CAPITAL LIMITED and CELL GENESYS, INC. dated as of February 5, 2007Common Stock Purchase Agreement • February 5th, 2007 • Cell Genesys Inc • Pharmaceutical preparations • New York
This COMMON STOCK PURCHASE AGREEMENT (the “Agreement”) is entered into as of the 5th day of February, 2007 by and between Kingsbridge Capital Limited, an entity organized and existing under the laws of the British Virgin Islands, whose registered address is Palm Grove House, 2nd Floor, Road Town, Tortola, British Virgin Islands (the “Investor”) and Cell Genesys, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”).
VOTING AGREEMENTVoting Agreement • June 30th, 2009 • Cell Genesys Inc • Pharmaceutical preparations • Delaware
VOTING AGREEMENT (this “Agreement”), dated as of June 29, 2009, by and among BioSante Pharmaceuticals, Inc., a Delaware corporation (“BioSante”), and the undersigned stockholder (“Stockholder”) of Cell Genesys, Inc., a Delaware corporation (the “Company”), identified on the signature page hereto.
SETTLEMENT AND EXCHANGE SUPPORT AGREEMENTSettlement and Exchange Support Agreement • May 11th, 2009 • Cell Genesys Inc • Pharmaceutical preparations • Delaware
SETTLEMENT AND EXCHANGE SUPPORT AGREEMENT, dated as of May 10, 2009, by and between Cell Genesys, Inc., a Delaware corporation (the “Company”), and Tang Capital Partners, LP, a Delaware limited partnership (together with its Affiliates (as defined herein) and their respective successors and assigns, “Noteholder”).
AND [ ], AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OFWarrant Agreement • May 1st, 2007 • Cell Genesys Inc • Pharmaceutical preparations • New York
COMMON STOCK WARRANT AGREEMENT, dated as of [ ]between Cell Genesys, 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”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 15th, 2001 • Cell Genesys Inc • Pharmaceutical preparations • California
This Asset Purchase Agreement (the "Agreement") is made and entered into as of December 15, 2000 by and between Chiron Corporation, a Delaware corporation with offices at 4560 Horton Street, Emeryville, California 94608 ("Chiron") and Cell Genesys, Inc., a Delaware corporation with offices at 342 Lakeside Drive, Foster City, California 94404 ("Purchaser").
Letter of Credit AgreementLetter of Credit Agreement • April 9th, 2009 • Cell Genesys Inc • Pharmaceutical preparations • New York
This Letter of Credit Agreement (“Letter of Credit Agreement”) dated as of April __, 2009 is entered into by and between Cell Genesys, Inc., a Delaware corporation (“Company”) and [ ] (“Employee”).
