CONKWEST, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of _____ __, ___ and is between Conkwest, Inc., a Delaware corporation (the “Company”), and _________ (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • California
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 13, 2014, is by and among Conkwest, Inc., a Delaware corporation (the “Company”), and each of the undersigned purchasers (each, a “Purchaser,” and collectively, the “Purchasers”).
LICENSE AGREEMENT BETWEEN ZELLERX CORPORATION AND HANS G. KLINGEMANNLicense Agreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • Illinois
This License Agreement (“Agreement”), dated as of February 10, 2003, between Hans G. Klingemann, an individual (“Klingemann”), and ZelleRx Corporation, an Illinois corporation (“ZelleRx”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • California
This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), made as of this 22nd day of May 2015, is entered into by Conkwest, Inc., Delaware corporation (the “Company”), and Patrick Soon-Shiong, M.D., an individual resident of California (“Executive”).
JOINT DEVELOPMENT AND LICENSE AGREEMENTJoint Development and License Agreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • Delaware
This Joint Development and License Agreement (this “Agreement”) is made and entered into as of the 18th day of December, 2014 (the “Effective Date”), by and between CONKWEST INCORPORATED, a Delaware corporation with offices at 2533 South Coast Highway 101, Suite 210, Cardiff-By-The-Sea, CA 92007-2133 (“CONKWEST”), and SORRENTO THERAPEUTICS, INC., a Delaware corporation with offices at 6042 Cornerstone Ct. W., San Diego, Ca 92121 (“SRNE”). CONKWEST and SRNE are sometimes referred to herein individually as a “Party” and together as the “Parties.”
COMMON STOCK PURCHASE WARRANT CONKWEST, INC.Common Stock Purchase Warrant • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • New York
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, Dr. Patrick Soon-Shiong, M.D. (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date set forth above (the “Issue Date”) and on or prior to 5:30 P.M. New York City time on March 24, 2019, unless the same is extended pursuant to Section 5(j) at the sole option of the Company (as defined below) (the “Termination Date”) but not thereafter, to subscribe for and purchase from Conkwest, Inc., a Delaware corporation (the “Company”), up to 9,500,000 shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
LICENSE AGREEMENT BETWEEN ZELLERX CORPORATION AND FOX CHASE CANCER CENTERLicense Agreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • Illinois
This License Agreement (“Agreement”), dated as of July 10, 2004, between Fox Chase Cancer Center, a not for profit institution (“Fox Chase”), and ZelleRx Corporation, an Illinois corporation (“ZelleRx”).
RUSH- ZELLERX LICENSE AGREEMENTConfidential Treatment • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • Illinois
This License Agreement (“Agreement”), dated March 24, 2004, between Rush University Medical Center, an Illinois not-for-profit corporation (“RUSH”), and ZelleRx, an Illinois for profit corporation (“LICENSEE”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • California
This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), effective as of this 1st day of January 2015, is entered into by Conkwest, Inc., a Delaware corporation with its principal place of business at 2533 S. Coast Highway 101, Suite 210, Cardiff-by-the-Sea, CA 92007 (the “Company”), and Barry J. Simon, M.D., an individual resident of California (the “Executive”).
ContractConkwest, Inc. • June 19th, 2015 • Biological products, (no disgnostic substances) • Delaware
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND MAY NOT BE TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS IT HAS BEEN REGISTERED UNDER SUCH ACT AND ALL SUCH APPLICABLE LAWS OR AN EXEMPTION FROM REGISTRATION IS AVAILABLE.
GENOMIC AND PROTEOMIC SERVICES AGREEMENTGenomic and Proteomic Services Agreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • California
This Genomic and Proteomic Services Agreement (the “Agreement”) is entered into effective as of this 18th day of June, 2015 by and between Conkwest, Inc. (“Customer”) and NantOmics, LLC (“NantOmics”).
UHN- ZelleRx LICENSE AGREEMENTUhn- Zellerx License Agreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • New York
This License Agreement (“Agreement”), dated as of May 9, 2005 (Effective Date), between University Health Network, a Canadian not-for-profit corporation (“UHN”), and ZelleRx Corporation, an Illinois for profit corporation (“ZelleRx”), each separately referred to as a “Party” or jointly as “the Parties”.
LICENSE AGREEMENT BY AND BETWEEN CONKWEST, INC. AND INTREXON CORPORATION February 23, 2010License Agreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • Delaware
This License Agreement (this “Agreement”) is made and entered into as of February 23, 2010 (the “Effective Date”), by and between CONKWEST, INC., an Illinois corporation having an offices at 3790 Via De La Valle, Suites 206, San Diego, CA 92014, USA (“CONKWEST”), and INTREXON CORPORATION, a Virginia corporation, having an office at 1872 Pratt Drive, Blacksburg, Virginia 24060, USA (“Intrexon”). CONKWEST and Intrexon are sometimes referred to herein individually as a “Party” and together as the “Parties.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is executed as of June 20, 2013, by and among Conkwest, Inc., an Illinois corporation (the “Company”), and the other purchasers of the Company’s Series B Convertible Preferred Stock signatory hereto (the “Holders” and, individually, as a “Holder”). Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in Section 1 hereof.
CONKWEST, INC. SUBSCRIPTION AND SECURITIES PURCHASE AGREEMENT UNITSSubscription and Securities Purchase Agreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • New York
AGREEMENTAgreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • Delaware
This Agreement (this “Agreement”), dated and effective as of June 9, 2015 (“Effective Date”), is by and between Brink Biologics, Inc. (dba Bank Biologics) (“BANK”), a Delaware corporation with offices at 2533 South Coast Highway 101, Suite 210, Cardiff-By-The-Sea, CA 92007-2133, and CONKWEST INCORPORATED (“CONKWEST”), a Delaware corporation with offices at 2533 South Coast Highway 101, Suite 210, Cardiff-By-The-Sea, CA 92007-2133.
CONKWEST, INC.Letter Agreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • California
This letter agreement (this “Agreement”) confirms the agreement between Conkwest, Inc., a Delaware corporation (the “Company”), and Cambridge Equities, LP (“Investor”), with respect to Investor’s purchase from the Company of the Company’s Class A Common Stock, $0.0001 par value, pursuant to that certain subscription and investment agreement dated December 24, 2014 by and between the Company and Investor (the “Subscription Agreement”). Capitalized terms not otherwise defined herein shall have the meaning set forth in the Subscription Agreement.
AGREEMENTAgreement • June 19th, 2015 • Conkwest, Inc. • Biological products, (no disgnostic substances) • Delaware
This Agreement (this “Agreement”), dated and effective as of June 9, 2015 (“Effective Date”), is by and between Coneksis, Inc. (“CONEKSIS”), a Delaware corporation with offices at 2533 South Coast Highway 101, Suite 210, Cardiff-By-The-Sea, CA 92007-2133, and CONKWEST INCORPORATED (“CONKWEST”), a Delaware corporation with offices at 2533 South Coast Highway 101, Suite 210, Cardiff-By-The-Sea, CA 92007-2133.
