0001564590-19-017968 Sample Contracts

Amended and Restated Severance and Change of Control Agreement
Control Agreement • May 9th, 2019 • CytomX Therapeutics, Inc. • Pharmaceutical preparations • California

This Amended and Restated Severance and Change of Control Agreement (the “Agreement”) is made and entered into, effective as of February 27, 2019 (the “Effective Date”), by and between CytomX Therapeutics, Inc. a Delaware corporation (the “Company”), and Sean McCarthy, D. Phil. (“Employee”) and amends and restates in its entirety that certain Severance and Change of Control Agreement dated as of October 3, 2016 by and between the Company and Employee, as amended (the “Prior Agreement”).

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CONSULTING AGREEMENT
Consulting Agreement • May 9th, 2019 • CytomX Therapeutics, Inc. • Pharmaceutical preparations • California

This Consulting Agreement (the “Agreement”) is made and entered into by and between CytomX Therapeutics, Inc., a Delaware corporation, with an address at 151 Oyster Point Blvd, Suite 400, South San Francisco, CA 94080, (“Company”) and, Debanjan Ray, an individual (“Consultant”), effective as of May 15, 2019 (“Effective Date”).

AMENDMENT NO. 3 TO EXCLUSIVE LICENSE AGREEMENT
Exclusive License Agreement • May 9th, 2019 • CytomX Therapeutics, Inc. • Pharmaceutical preparations

This Amendment No. 3 to that certain Exclusive License Agreement dated as of August 19, 2010 and bearing UC Agreement No. 2011-03-0081 (“Agreement”) by and between THE REGENTS OF THE UNIVERSITY OF CALIFORNIA (“The Regents”) and CYTOMX THERAPEUTICS, INC. (“Licensee”), as amended on May 30, 2013 and as further amended on November 8, 2013, is made effective as of April 2, 2019 (the “Amendment Effective Date”).

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