0000950123-12-013876 Sample Contracts

LEASE by and between BMR-SORRENTO WEST LP, a Delaware limited partnership and AMBIT BIOSCIENCES CORPORATION, a Delaware corporation
Lease • December 20th, 2012 • Ambit Biosciences Corp • Pharmaceutical preparations

IN WITNESS WHEREOF, Tenant has executed this Acknowledgment of Term Commencement Date and Term Expiration Date as of the date first written above.

Sample 1Sample 2Sample 3See All (61)
AutoNDA by SimpleDocs
Contract
Ambit Biosciences Corp • December 20th, 2012 • Pharmaceutical preparations • Delaware

THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATIONS ARE NOT REQUIRED, (iii) RECEIPT OF NO-ACTION LETTERS FROM THE APPROPRIATE GOVERNMENTAL AUTHORITIES, OR (iv) OTHERWISE COMPLYING WITH THE PROVISIONS OF SECTION 7 OF THIS WARRANT.

Sample 1Sample 2Sample 3See All (55)
Contract
Ambit Biosciences Corp • December 20th, 2012 • Pharmaceutical preparations • California

THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION OTHERWISE COMPLIES WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.

Sample 1Sample 2Sample 3See All (6)
COLLABORATION AGREEMENT
Collaboration Agreement • December 20th, 2012 • Ambit Biosciences Corp • Pharmaceutical preparations • California

This Collaboration Agreement (the “Agreement”) is entered into as of September 14, 2010 (the “Effective Date”) by and between AMBIT BIOSCIENCES CORPORATION, a Delaware corporation with its principal place of business located at 4215 Sorrento Valley Blvd., San Diego, California 92121 (“Ambit”), and GENOPTIX, INC., a Delaware corporation with its principal place of business located at 1811 Aston Avenue, Carlsbad, California 92008 (“Genoptix”). Ambit and Genoptix are also herein designated individually as “Party” and collectively as “Parties.”

Sample 1Sample 2Sample 3See All (5)
SECURITY AGREEMENT
Security Agreement • December 20th, 2012 • Ambit Biosciences Corp • Pharmaceutical preparations • Virginia

This Security Agreement (this “Agreement”) is made as of March 31, 2010, by and between Ambit Biosciences Corporation, a Delaware corporation (“Borrower”), and Oxford Finance Corporation, a Delaware corporation (“Lender”). The Lender and Borrower hereby agree as follows:

Sample 1Sample 2Sample 3See All (4)
EXCLUSIVE LICENSE AND COLLABORATIVE RESEARCH, CO-DEVELOPMENT AND COMMERCIALIZATION AGREEMENT by and among ASTELLAS PHARMA INC. and ASTELLAS US LLC and AMBIT BIOSCIENCES CORPORATION December 18, 2009 CONFIDENTIAL
Commercialization Agreement • December 20th, 2012 • Ambit Biosciences Corp • Pharmaceutical preparations • New York

This EXCLUSIVE LICENSE AND COLLABORATIVE RESEARCH, CO-DEVELOPMENT AND COMMERCIALIZATION AGREEMENT (this “Agreement”) is made effective as of December 18, 2009, (the “Effective Date”), by and among ASTELLAS PHARMA INC., a Japanese corporation (“API”) and its indirect wholly owned subsidiary ASTELLAS US LLC, a Delaware limited liability company (“AUS”; collectively with API, “Astellas”), and AMBIT BIOSCIENCES CORPORATION, a Delaware corporation (“Ambit”).

Sample 1Sample 2Sample 3See All (4)
COLLABORATION AGREEMENT
Collaboration Agreement • December 20th, 2012 • Ambit Biosciences Corp • Pharmaceutical preparations • Delaware

This COLLABORATION AGREEMENT (the “Agreement”), effective as of November 3, 2006 (the “Effective Date”), is made by and between Ambit Biosciences Corporation a Delaware corporation, having a principal place of business at 4215 Sorrento Valley Boulevard, San Diego, CA 92121 (“Ambit”), and Cephalon, Inc., a Delaware corporation, having a principal place of business at 41 Moores Road, Frazer, PA 19355 (“Cephalon”).

Sample 1Sample 2Sample 3See All (4)
Saiid Zarrabian PO Box 675765 Rancho Santa Fe, CA 92067 Re: Carve Out Plan Benefits Dear Saiid,
Ambit Biosciences Corp • December 20th, 2012 • Pharmaceutical preparations

This letter confirms our agreement with respect to certain benefits related to your services as a member of the Board of Directors (the “Board”) of Ambit Biosciences Corporation (the “Company” or “Ambit”).

Sample 1Sample 2Sample 3
AMBIT BIOSCIENCES CORPORATION SIXTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • December 20th, 2012 • Ambit Biosciences Corp • Pharmaceutical preparations • California

THIS SIXTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of October 25, 2012 by and among AMBIT BIOSCIENCES CORPORATION, a Delaware corporation (the “Company”) and the investors listed on Exhibit A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.”

Sample 1Sample 2
RE: Amendment to Employment Agreement Dear Michael:
Employment Agreement • December 20th, 2012 • Ambit Biosciences Corp • Pharmaceutical preparations

Reference is made to that certain Employment Agreement (the “Employment Agreement”), dated November 9, 2011, by and between you and Ambit Biosciences Corporation (“Ambit”). This letter agreement shall serve as an amendment to the Employment Agreement. Capitalized terms used but not defined in this letter agreement shall have the meanings set forth in the Employment Agreement.

Sample 1Sample 2
AMBIT BIOSCIENCES CORPORATION
Ambit Biosciences Corp • December 20th, 2012 • Pharmaceutical preparations
Sample 1Sample 2
PREFERRED STOCK WARRANT
Preferred Stock Warrant • December 20th, 2012 • Ambit Biosciences Corp • Pharmaceutical preparations • Virginia

THIS CERTIFIES THAT, for value received, Oxford Finance Corporation, (“Holder”) is entitled to subscribe for and purchase that number of shares as set forth in paragraph 1 below of the fully paid and non-assessable Series Preferred Stock (the “Shares” or the “Preferred Stock”) of Ambit Biosciences Corporation, a Delaware corporation (the “Company”), at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Series Preferred Stock” shall mean the Company’s presently authorized Series Preferred Stock, and any stock into which such Series Preferred Stock may hereafter be exchanged.

Sample 1Sample 2
January 25, 2012 Christopher J. Morl PO Box 1664 Rancho Santa Fe, CA 92067 Re: Transition from Ambit Biosciences Corporation Dear Chris:
Ambit Biosciences Corp • December 20th, 2012 • Pharmaceutical preparations

This letter sets forth the agreement (the “Separation Agreement”) that Ambit Biosciences Corporation (the “Company”) is offering to you to aid in your employment transition. Your receipt of the benefits specified by this Separation Agreement is contingent upon satisfaction of both of the following conditions (the “Conditions”): (1) you must sign this Separation Agreement and return it to the Company within twenty-one (21) days of receiving it, and allow it to become effective as specified in Section 14 below; and (2) you must sign the release attached hereto as Exhibit A (the “Release”) and return it to the Company within twenty-one (21) days after the Separation Date (as defined below), and allow it to become effective as specified therein. If both Conditions are satisfied, then the following terms and conditions shall apply:

Sample 1Sample 2
AMBIT BIOSCIENCES CORPORATION
Ambit Biosciences Corp • December 20th, 2012 • Pharmaceutical preparations • California

We are delighted that you have agreed to remain on the Board of Directors (the “Board”) of Ambit Biosciences, Inc. (“Ambit”) and to continue to serve as Chairman of the Board (“Chairman”). This letter sets forth the agreement between you and Ambit regarding your Board service, effective as of the date hereof:

Sample 1Sample 2
Michael A. Martino November 9, 2011 PO Box 5000 PMB 190 Rancho Santa Fe, CA 92067
Ambit Biosciences Corp • December 20th, 2012 • Pharmaceutical preparations

This letter confirms our agreement with respect to certain benefits related to your services as Chief Executive Officer of Ambit Biosciences Corporation (“Ambit”).

Sample 1
January 20, 2012 Dr. Athena Countouriotis
Ambit Biosciences Corp • December 20th, 2012 • Pharmaceutical preparations
Sample 1
Time is Money Join Law Insider Premium to draft better contracts faster.