Northwest Biotherapeutics Inc Sample Contracts

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FORM OF COMMON STOCK PURCHASE WARRANT CLASS D-3 NORTHWEST BIOTHERAPEUTICS, INC.
Northwest Biotherapeutics Inc • June 28th, 2018 • Pharmaceutical preparations

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _______, 2020 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Northwest Biotherapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, 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).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 22nd, 2017 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of September 20, 2017, between Northwest Biotherapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 19th, 2016 • Northwest Biotherapeutics Inc • Pharmaceutical preparations

This Agreement is made pursuant to the certain letter agreement, dated as of the date hereof, between the Company and each Purchaser (the “Letter Agreement”).

UNDERWRITING AGREEMENT between NORTHWEST BIOTHERAPEUTICS, INC. and AEGIS CAPITAL CORP., as Representative of the Several Underwriters NORTHWEST BIOTHERAPEUTICS, INC.
Underwriting Agreement • December 4th, 2012 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • New York

The undersigned, Northwest Biotherapeutics, Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Northwest Biotherapeutics, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:

RECITALS:
Security Agreement • November 14th, 2003 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • Washington
EXHIBIT 10.2 CONVERTIBLE SECURED PROMISSORY NOTE
Northwest Biotherapeutics Inc • November 14th, 2003 • Pharmaceutical preparations • Washington
SERIES D INVESTORS' RIGHTS AGREEMENT
Northwest Biotherapeutics Inc • October 10th, 2001 • Pharmaceutical preparations • Washington
RECITALS
Securities Purchase Agreement • February 1st, 2005 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • Delaware
COMMON STOCK PURCHASE WARRANT northwest biotherapeutics, inc.
Northwest Biotherapeutics Inc • August 7th, 2017 • Pharmaceutical preparations • New York

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, __________ or its assigns (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 date hereof (the “Initial Exercise Date”) and on or prior to the close of business at 5:00 p.m. (New York City time) on _____1 (the “Termination Date) but not thereafter, to subscribe for and purchase from Northwest Biotherapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, 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).

BETWEEN
Sublease Agreement • October 10th, 2001 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • Washington
COMMON STOCK PURCHASE WARRANT northwest biotherapeutics, inc.
Common Stock Purchase Warrant • September 22nd, 2017 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • New York

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, __________ or its assigns (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 date hereof (the “Initial Exercise Date”) and on or prior to the close of business at 5:00 p.m. (New York City time) on _____1 (the “Termination Date) but not thereafter, to subscribe for and purchase from Northwest Biotherapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, 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).

EXECUTION VERSION EXHIBIT E
Subordination Agreement • May 14th, 2004 • Northwest Biotherapeutics Inc • Pharmaceutical preparations
RECITALS
Securities Purchase Agreement • March 31st, 2006 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • New York
NORTHWEST BIOTHERAPEUTICS, INC., and The Bank of New York Mellon, as Trustee INDENTURE Dated as of August 19, 2014 5.00% Convertible Senior Notes due 2017
Indenture • August 25th, 2014 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • New York

INDENTURE, dated as of August 19, 2014, between Northwest Biotherapeutics, Inc., a Delaware corporation, as issuer (hereinafter sometimes called the “Company”, as more fully set forth in Section 1.01), and The Bank of New York Mellon, a national banking association, as trustee (hereinafter sometimes called the “Trustee”, as more fully set forth in Section 1.01).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 22nd, 2013 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of April 17, 2013, between Northwest Biotherapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

LEASE AGREEMENT (CONTINUED)
Lease Agreement • April 18th, 2006 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • Washington
BACKGROUND
Development Agreement • August 13th, 2001 • Northwest Biotherapeutics Inc • Textile mill products • Washington
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 14th, 2014 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of April 9, 2014, between Northwest Biotherapeutics, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature page hereto (including its successors and assigns, the “Purchaser”).

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COMMON STOCK PURCHASE WARRANT northwest biotherapeutics, inc.
Northwest Biotherapeutics Inc • December 29th, 2015 • Pharmaceutical preparations

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 June __, 2016 (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Northwest Biotherapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, 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).

WARRANT
Northwest Biotherapeutics Inc • April 18th, 2006 • Pharmaceutical preparations • Delaware
WARRANT
Northwest Biotherapeutics Inc • December 30th, 2004 • Pharmaceutical preparations • Delaware
UNDERWRITING AGREEMENT UNDERWRITING AGREEMENT
Underwriting Agreement • October 10th, 2001 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • New York
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 9th, 2013 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of August 8, 2013, between Northwest Biotherapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

1 EXHIBIT 10.20 NORTHWEST BIOTHERAPEUTICS, INC. AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT
Investors' Rights Agreement • October 10th, 2001 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • Washington
COMMON STOCK PURCHASE WARRANT northwest biotherapeutics, inc.
Northwest Biotherapeutics Inc • November 20th, 2013 • Pharmaceutical preparations • New York

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (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 November 25, 2013 (the “Initial Exercise Date”) and on or prior to the close of business on November 25, 2018 (the “Termination Date”) but not thereafter, to subscribe for and purchase from NORTHWEST BIOTHERAPEUTICS, INC., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, 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).

WARRANT
Northwest Biotherapeutics Inc • May 18th, 2005 • Pharmaceutical preparations • Delaware
AND
Sublicense Agreement • October 24th, 2001 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • Washington
RECITALS
Recapitalization Agreement • November 14th, 2005 • Northwest Biotherapeutics Inc • Pharmaceutical preparations • Delaware
CLASS A COMMON STOCK PURCHASE WARRANT NORTHWEST BIOTHERAPEUTICS, INC.
Northwest Biotherapeutics Inc • March 23rd, 2017 • Pharmaceutical preparations

THIS CLASS A COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time after the Issue Date set forth above (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Northwest Biotherapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, 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).

AMENDMENT TO MASTER NOTE FOR LINE OF CREDIT
Northwest Biotherapeutics Inc • August 13th, 2001 • Textile mill products
WARRANT
Northwest Biotherapeutics Inc • May 14th, 2004 • Pharmaceutical preparations • Delaware
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