BETWEEN IMMUNOCORE LIMITED. on the one hand, AND GENENTECH, INC AND on the other hand, AS OF JUNE 14, 2013Research Collaboration and License Agreement • January 15th, 2021 • Immunocore LTD • Biological products, (no disgnostic substances) • England and Wales
This Research Collaboration and License Agreement (“Agreement”) is made and entered into, effective as of June 14, 2013 (“Effective Date”), by and between Immunocore Limited, having its principal place of business at 57 Jubilee Avenue, Milton Park, Abingdon, Oxon, United Kingdom OX14 4RX (“Immunocore”), on the other hand, Genentech, Inc., a Delaware corporation, having its principal place of business at 1 DNA Way, South San Francisco, California 94080 (“GNE”) and F. Hoffmann-La Roche Ltd, with its principal place of business at Grenzacherstrasse 124, CH 4070 Basel, Switzerland (“Roche”), on the other hand. GNE and Immunocore are sometimes referred to herein individually as a “Party” and collectively as the “Parties.” The term “Party” or “Parties” shall not include Roche unless explicitly stated below.
LICENSE AGREEMENT RELATING TO MAGE-A4 [***] COMPOUNDS BETWEEN IMMUNOCORE LIMITED, on the one hand, AND GENENTECH, INC., on the other hand, AS OF SEPTEMBER 27, 2016License Agreement • January 15th, 2021 • Immunocore LTD • Biological products, (no disgnostic substances) • England and Wales
This License Agreement (“Agreement”) is made and entered into, effective as of September 27, 2016 (“Effective Date”), by and between Immunocore Limited, having its principal place of business at 101 Park Drive, Milton Park, Abingdon, Oxon, United Kingdom OX14 4RY (“Immunocore”), on the one hand and, Genentech, Inc., a Delaware corporation, having its principal place of business at 1 DNA Way, South San Francisco, California 94080 (“GNE”), on the other hand. GNE and Immunocore are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
COLLABORATION AND LICENSE AGREEMENTCollaboration and License Agreement • January 15th, 2021 • Immunocore LTD • Biological products, (no disgnostic substances)
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 15th, 2021 • Immunocore LTD • Biological products, (no disgnostic substances)
THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of November 6, 2020 (the “Effective Date”) among OXFORD FINANCE LUXEMBOURG S.À R.L., a Luxembourg private limited liability company (société à responsabilité limitée) with registered office at 2 route d’Arlon, 8008 Strassen, Grand Duchy of Luxembourg and registered with the Luxembourg commercial register under number B243395, acting in respect of its Compartment 1 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including Oxford in its capacity as a Lender (each a “Lender” and collectively, the “Lenders”), and IMMUNOCORE LIMITED, a private limited company incorporated under the laws of England and Wales and limited by shares under registration number 645207 with offices located at 92 Park Drive, Milton Park, Abingdon, Oxon, OX14 4RY, UK
DEVELOPMENT AND LICENSE AGREEMENT BETWEEN IMMUNOCORE LIMITED AND ELI LILLY AND COMPANYDevelopment and License Agreement • January 15th, 2021 • Immunocore LTD • Biological products, (no disgnostic substances) • England and Wales
Capitalized terms used in this Agreement, whether used in the singular or plural, shall have the meanings set forth below or elsewhere herein, unless otherwise specifically indicated herein.
LICENSE AND COLLABORATION AGREEMENT BETWEEN IMMUNOCORE LIMITED, on the one hand, AND GENENTECH, INC. AND F. HOFFMANN-LA ROCHE LTD, on the other hand, AS OF NOVEMBER 15, 2018License and Collaboration Agreement • January 15th, 2021 • Immunocore LTD • Biological products, (no disgnostic substances) • England and Wales
This License And Collaboration Agreement (“Agreement”) is made and entered into, effective as of November 15, 2018 (“Effective Date”), by and between Immunocore Limited, having its principal place of business at 101 Park Drive, Milton Park, Abingdon, Oxon, United Kingdom OX14 4RY (“Immunocore”), on the one hand, and Genentech, Inc., a Delaware corporation, having its principal place of business at 1 DNA Way, South San Francisco, California 94080 (“GNE”), and F. Hoffmann-La Roche Ltd, having its principal place of business at Grenzacherstrasse 124, CH 4070 Basel, Switzerland (“Roche”), on the other hand. GNE and Immunocore are sometimes referred to herein individually as a “Party” and collectively as the “Parties.” The term “Party” or “Parties” shall not include Roche unless explicitly stated below.
IMMUNOCORE LIMITED CONVERTIBLE LOAN NOTE PURCHASE AGREEMENT DATE 13 SEPTEMBER 2017Note Purchase Agreement • January 15th, 2021 • Immunocore LTD • Biological products, (no disgnostic substances) • London
This NOTE PURCHASE AGREEMENT (this “Agreement”) is made as of the 13 day of September, 2017 (the “Effective Date”) by and among Immunocore Limited, a company registered in England under number 06456207 with its registered office at 101 Park Dr, Milton, Abingdon OX14 4RY (the “Company”), and the Bill & Melinda Gates Foundation of PO Box 23350, Seattle, WA (the “Purchaser”). The Company and the Purchaser are each referred to as a “Party” and collectively as the “Parties”.
DATED 28 March 2017Dated • January 15th, 2021 • Immunocore LTD • Biological products, (no disgnostic substances)
MEPC MILTON PARK NO. 1 LIMITED (Company number 5491670) and MEPC MILTON PARK NO. 2 LIMITED (Company number 5491806), on behalf of MEPC Milton LP (LP No. LP14504), both of whose registered offices are at Lloyds Chambers 1 Portsoken Street London E1 8HZ
DATED 28 December 2017Immunocore LTD • January 15th, 2021 • Biological products, (no disgnostic substances)
MEPC MILTON PARK NO. 1 LIMITED (Company number 5491670) and MEPC MILTON PARK NO. 2 LIMITED (Company number 5491806), on behalf of MEPC Milton LP (LP No. LP14504), both of whose registered offices are at Lloyds Chambers 1 Portsoken Street London E1 8HZ
andAssignment and Exclusive Licence • January 15th, 2021 • Immunocore LTD • Biological products, (no disgnostic substances) • England and Wales
Amended & Restated Global Access Commitments AgreementCertain • January 15th, 2021 • Immunocore LTD • Biological products, (no disgnostic substances) • London
This Amended & Restated Global Access Commitments Agreement (including all appendices, exhibits and attachments hereto, the “Agreement”), is entered into as of 2 March 2020 (“Effective Date”), by and between the Bill & Melinda Gates Foundation, a Washington charitable trust that is a tax-exempt private foundation (the “Foundation”), and Immunocore Limited, a company incorporated in England and Wales with registered number 06456207 (the “Company”). This Agreement amends and restates in its entirety the Global Access Commitments Agreement entered into as of September 13, 2017 (the “Prior Agreement”), which was entered into by and between the Foundation and the Company in connection with the Foundation’s investment (the “Notes Investment”) in promissory notes issued by the Company (the “Notes”) of up to forty million dollars ($US40,000,000) and, upon conversion of the Notes (the “Notes Conversion”), equity securities of the Company. In addition to the Notes Investment, additional payments
