FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • May 12th, 2010 • ImmunoCellular Therapeutics, Ltd. • Pharmaceutical preparations • California
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 29, 2010, by and among ImmunoCellular Therapeutics, Ltd., a Delaware corporation (the “Company”), and those securityholders of the Company appearing as signatories hereto (the “Investors”).
May 2, 2010ImmunoCellular Therapeutics, Ltd. • May 12th, 2010 • Pharmaceutical preparations
Reference is made to the Preferred Stock Purchase Agreement, effective as of December 3, 2009 (the “Purchase Agreement”), between ImmunoCellular Therapeutics, Ltd., a Delaware corporation (the “Company”), and Socius Capital Group, LLC, a Delaware limited liability company, dba Socius Life Sciences Capital Group, LLC (the “Investor”), and to Warrant No. 2009-1 (the “Warrant”) issued by the Company on December 3, 2009 to Socius CG II, Ltd., a Bermuda exempted company (the “Holder”). The Warrant grants the Holder the right to purchase up to 27,000,000 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at the exercise price and on the other terms and conditions set forth therein and in the Purchase Agreement. Capitalized terms used in this letter (“Modification Letter”) but not otherwise defined shall have the meaning set forth in the Purchase Agreement and the Warrant.
AMENDMENT TO LICENSE AGREEMENTLicense Agreement • May 12th, 2010 • ImmunoCellular Therapeutics, Ltd. • Pharmaceutical preparations
Re: License Agreement, dated as of 03/01/2009, by and between Immuno Cellular Therapeutics as Client and Regent Business Centers Woodland Hills, LLC as Licensor.
THIRD AMENDMENT TO EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • May 12th, 2010 • ImmunoCellular Therapeutics, Ltd. • Pharmaceutical preparations
THIS THIRD AMENDMENT TO EXCLUSIVE LICENSE AGREEMENT (this “Amendment”) is made and entered into as of March 26, 2010 (“Effective Date”), by and between Cedars-Sinai Medical Center, a California nonprofit public benefit corporation (“CSMC”), and ImmunoCellular Therapeutics, Ltd., a Delaware corporation (“Licensee”), under the following circumstances:
