LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 20th, 2013 • Fate Therapeutics Inc • Biological products, (no disgnostic substances) • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of January 5, 2009 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation and with a loan production office located at 901 Fifth Avenue, Suite 3900, Seattle, Washington 98164 (“Bank”), and FATE THERAPEUTICS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
ContractFate Therapeutics Inc • June 20th, 2013 • Biological products, (no disgnostic substances) • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
LEASE AGREEMENTLease Agreement • June 20th, 2013 • Fate Therapeutics Inc • Biological products, (no disgnostic substances)
THIS LEASE AGREEMENT (this “Lease”) is made this 3 day of December, 2009, between ARE-3535/3565 GENERAL ATOMICS COURT, LLC, a Delaware limited liability company (“Landlord”), and FATE THERAPEUTICS, INC., a Delaware corporation (“Tenant”).
EXCLUSIVE LICENSE AGREEMENTStock Purchase Agreement • June 20th, 2013 • Fate Therapeutics Inc • Biological products, (no disgnostic substances) • California
This Exclusive License Agreement (the “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 FATE THERAPEUTICS, INC. (“Fate”), a corporation having a principal place of business at 3535 General Atomics Court, Suite 200, San Diego, CA 92121, is effective on the 2nd day of May, 2013 (“Effective Date”).
EXCLUSIVE LICENSE AGREEMENT BETWEEN CHILDREN’S MEDICAL CENTER CORPORATION AND FATE THERAPEUTICS, INC.Exclusive License Agreement • June 20th, 2013 • Fate Therapeutics Inc • Biological products, (no disgnostic substances) • Massachusetts
This Agreement is made and entered into as of the date last written below (the “Effective Date”), by and between CHILDREN’S MEDICAL CENTER CORPORATION, a charitable corporation duly organized and existing under the laws of the Commonwealth of Massachusetts and having its principal office at 300 Longwood Avenue, Boston, Massachusetts, 02115, U.S.A. (hereinafter referred to as “CMCC”), and FATE THERAPEUTICS, INC., a business corporation organized and existing under the laws of the state of Delaware and having its principal office at 10931 N. Torrey Pines Rd, Suite 107, La Jolla, CA 92037, U.S.A. (hereinafter referred to as “Licensee”).
RESTATED LICENSE AGREEMENTLicense Agreement • June 20th, 2013 • Fate Therapeutics Inc • Biological products, (no disgnostic substances) • Ontario
The Ottawa Hospital Research Institute, with a business address of 725 Parkdale Avenue Ottawa, Ontario, K1Y 4E9, Canada (hereinafter “Licensor”)
Re: Fate Therapeutics, Inc. Employment AgreementEmployment Agreement • June 20th, 2013 • Fate Therapeutics Inc • Biological products, (no disgnostic substances) • California
On behalf of Fate Therapeutics, Inc. (the “Company”), I am pleased to offer you the position of the Company’s President and Chief Executive Officer (“CEO”). The terms and conditions of your employment are set forth below.
FATE THERAPEUTICS, INC. AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • June 20th, 2013 • Fate Therapeutics Inc • Biological products, (no disgnostic substances) • Delaware
This Amended and Restated Investor Rights Agreement (the “Agreement”) is made as of June 18, 2013, among Fate Therapeutics, Inc., a Delaware corporation (the “Company”), the stockholders listed on Exhibit A hereto (each, an “Investor” and collectively, the “Investors”) and the stockholders and founders of the Company listed on Exhibit B hereto (each, a “Founder” and collectively, the “Founders”).
CONSULTING AGREEMENTConsulting Agreement • June 20th, 2013 • Fate Therapeutics Inc • Biological products, (no disgnostic substances) • California
This Consulting Agreement (this “Agreement”) is made and entered into as of December 31, 2012 by and between Fate Therapeutics, Inc., a Delaware corporation (the “Company”), and John D. Mendlein (“Consultant”).
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • June 20th, 2013 • Fate Therapeutics Inc • Biological products, (no disgnostic substances)
THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “First Amendment”) is made as of October 1, 2011 (“Effective Date”), by and between ARE-3535/3565 GENERAL ATOMICS COURT, LLC, a Delaware limited liability company (“Landlord”), and FATE THERAPEUTICS, INC., a Delaware corporation (“Tenant”).
First Amendment to Restated License AgreementLicense Agreement • June 20th, 2013 • Fate Therapeutics Inc • Biological products, (no disgnostic substances) • Ontario
This First Amendment (hereafter, the “First Amendment”) amends the Restated License Agreement dated April 6, 2010 (the “Agreement”) between Fate Therapeutics (Canada) Inc. (successor to Verio Therapeutics, Inc. and herein referred to as “Fate Canada” or “Licensee”) and the Ottawa Hospital Research Institute (“OHRI” or “Licensor”), and shall be effective as of February 14, 2012 (the “First Amendment Date”). Licensee and Licensor shall each individually be referred to as a “Party”, and shall be referred to together as the “Parties”.
Re: Amendment to Employment Offer Letter dated September 17, 2007Letter Agreement • June 20th, 2013 • Fate Therapeutics Inc • Biological products, (no disgnostic substances)
This letter agreement amends that certain employment offer letter, dated September 17, 2007 (the “Offer Letter”), between you and Fate Therapeutics, Inc. (the “Company”). Capitalized terms used herein but not defined shall have the meanings assigned to them in the Offer Letter.
Second Amendment to Restated License AgreementRestated License Agreement • June 20th, 2013 • Fate Therapeutics Inc • Biological products, (no disgnostic substances) • Ontario
This Second Amendment (hereafter. this “Second Amendment”) amends the Restated License Agreement having an Effective Date of April 6, 2010, as amended by the First Amendment dated February 14, 2012 (together, the “Agreement”) between Fate Therapeutics (Canada) Inc. (successor to Verio Therapeutics, Inc. and herein referred to as “Fate Canada” or “Licensee”) and the Ottawa Hospital Research Institute (“OHRI” or “Licensor”). This Second Amendment shall be effective as of June 3, 2013 (the “Second Amendment Date”). Licensee and Licensor shall each individually be referred to as a “Party”, and shall be referred to together as the “Parties”.
