Five Prime definition

Five Prime or “we”) as important to our long-term success. To show our appreciation for your contribution to the success of Five Prime and as a further incentive to your continued employment with Five Prime, Five Prime is entering into this letter agreement (this “Retention Agreement”) with you. Subject to (i) your continued employment in good standing with Five Prime through December 31, 2020, (ii) Five Prime’s (A) [***], (B) [***], or (C) [***], in each case on or before December 31, 2020 ((A), (B) or (C) a “Performance Trigger”), and (iii) the terms and conditions of this Retention Agreement, you will earn and we will pay to you on December 31, 2020, a retention bonus (the “Retention Bonus”) in an amount equal to your Bonus Target (as that term is defined in Five Prime’s Annual Bonus Plan) for the 2020 calendar year. The Retention Bonus will be in addition to any bonus you may earn with respect to calendar year 2020 performance under our Annual Bonus Plan. The Retention Bonus will be subject to all applicable taxes and withholdings. If we do not achieve any of the Performance Triggers on or before December 31, 2020, the Retention Bonus will not be due and payable and you will forfeit any right to the Retention Bonus. Notwithstanding the foregoing or anything else in this Retention Agreement, if prior to December 31, 2020 your employment with Five Prime terminates due to an Involuntary Termination (as such term is defined in Five Prime’s Executive Severance Benefit Plan, effective November 20, 2019 (the “ESBP”)), then following the date of such Involuntary Termination, Five Prime will pay you, in addition to any other benefits you may be entitled to under that certain letter agreement, dated December 12, 2019, between Five Prime and you or the ESBP, an amount equal to your Bonus Target for the 2020 calendar year. Any amount that would be payable pursuant to the preceding sentence would be contingent on your signing, and not revoking, Five Prime’s form of release agreement, and Five Prime would pay such amount promptly in the next pay period following the effective date of your release agreement but not earlier than 10 days following such effective date. If your employment with Five Prime terminates for any reason other than an Involuntary Termination before December 31, 2020, then you would not receive any portion of the Retention Bonus. You agree that the Retention Bonus will not be “grossed up” and will be subject to all applicable payroll withholdings and deduct...
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Five Prime has pioneered the development of some very exciting and highly-targeted antibodies, including FPA144, which we believe holds tremendous promise for cancer patients in Greater China. We are committed to working with Five Prime to accelerate the global development timelines for this important investigational therapy,” stated Samantha Du, Chairman and CEO of Zai Lab. “This strategic collaboration highlights the strength of our team and business model as the partner of choice in China and in delivering innovative therapies to patients in China and beyond.” [***] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. Under the terms of the agreement, Five Prime has granted Zai Lab an exclusive license to develop and commercialize FPA144 in the Greater China territory: China, Hong Kong, Macau, and Taiwan. Zai Lab will be responsible for conducting the Phase 3 FIGHT trial in Greater China, including screening, enrollment and treatment of patients, and for commercialization of FPA144 in the Greater China territory. Five Prime will manufacture and supply FPA144 for the study. A Joint Steering Committee will be formed between the companies to oversee development, regulatory and commercialization activities in greater China. Five Prime will receive a $5 million upfront payment and is eligible to receive up to $39 million in development and regulatory milestone payments. Five Prime is also eligible to receive from Zai Lab a royalty percentage on net sales of FPA144 in Greater China ranging from the high teens to the low twenties. Given the strategic importance of China to the development and commercialization of FPA144 and to align the interests of the two companies globally, Zai Lab is also eligible to receive a low single-digit royalty from Five Prime on net sales of FPA144 outside of Greater China.
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Five Prime has given Amgen prior written notice of its intention to make an Adverse Change Recommendation or terminate the Merger Agreement at least four (4) business days prior to doing so (a “Determination Notice”); and
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Examples of Five Prime in a sentence

  • The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Five Prime.

  • In connection with the Quarterly Report on Form 10-Q of Five Prime Therapeutics, Inc.

  • In connection with the Annual Report on Form 10-K of Five Prime Therapeutics, Inc.

  • Except as required by law, Five Prime assumes no obligation to update any forward-looking statements contained herein to reflect any change in expectations, even as new information becomes available.

  • Series B, Class Four: Prime Obligations Fund, "Class B." Series B, Class Five: Prime Obligations Fund, "Class C." Series B, Class Six: Prime Obligations Fund, "Class A" (formerly "Class S").

  • All notices that are required or permitted hereunder shall be in writing and sufficient if (i) delivered personally, (ii) sent by facsimile (and promptly confirmed by personal delivery, registered or certified mail, or internationally recognized express courier (e.g., Federal Express), (iii) sent by internationally recognized express courier or (iv) sent by registered or certified mail, postage prepaid, return receipt requested, addressed as follows: if to FivePrime, to: Five Prime Therapeutics, Inc.

  • In addition, Adimab has partnered with several smaller publicly traded companies, such as Acceleron, Merrimack Pharmaceuticals, Kite, Five Prime, as well as leading venture-backed companies including Jounce, Mersana, Alector, Surface Oncology, Potenza, Tizona, Tusk and several academic institutions such as Memorial Sloan Kettering and MD Xxxxxxxx.

  • Any such information and results shall be treated as Confidential Information of Five Prime hereunder.

  • All notices which are required or permitted hereunder shall be in writing and sufficient if delivered personally, sent by facsimile (and promptly confirmed by personal delivery, registered or certified mail or overnight courier), sent by nationally-recognized overnight courier or sent by registered or certified mail, postage prepaid, return receipt requested, addressed as follows: If to FivePrime: Five Prime Therapeutics, Inc.

  • Five Prime has entered into strategic collaborations with leading global pharmaceutical companies and has promising product candidates in clinical and late preclinical development.


More Definitions of Five Prime

Five Prime has given Amgen a Determination Notice at least five (5) business days prior to making any such Adverse Change Recommendation; and
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Five Prime s innovative technology platforms complement our immuno-oncology pipeline and will help expand our understanding of promising new therapeutic options for patients.”
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Five Prime s Internal Research Purposes” means research and development within the Primary Site, including research conducted under collaborations, including target discovery collaborations, Five Prime may enter into with third parties pursuant to which Five Prime receives monetary or other consideration.
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Five Prime shall have the meaning set forth in the preamble to this Agreement.
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Related to Five Prime

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  • Apartment shall have the meaning ascribed to it in Recital H;

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  • Cooperative Property The real property and improvements owned by the Cooperative Corporation, including the allocation of individual dwelling units to the holders of the Coop Shares of the Cooperative Corporation.

  • School operating purposes means the purposes included in the operation costs of the district as prescribed in sections 7 and 18 and purposes authorized under section 1211 of the revised school code, MCL 380.1211.

  • CMD means the Contract Monitoring Division of the City.

  • Shopping Center means the Shopping Center identified on the initial page hereof.

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  • Square feet or "square foot" as used in this Lease includes the area contained within the leased premises together with a common area percentage factor of the leased premises proportionate to the total building area.

  • Property Owner means any person shown as the owner of land on the last equalized assessment roll or otherwise known to be the owner of land by the city council. “Business owner” means any person recognized by the city as the owner of the business. “Owner” means either a business owner or a property owner. The city council has no obligation to obtain other information as to the ownership of land or businesses, and its determination of ownership shall be final and conclusive for the purposes of this part. Wherever this part requires the signature of the property owner, the signature of the authorized agent of the property owner shall be sufficient. Wherever this part requires the signature of the business owner, the signature of the authorized agent of the business owner shall be sufficient.

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  • Nationwide Mortgage Licensing System and Registry means a mortgage licensing system developed and maintained by the conference of state bank supervisors and the American association of residential mortgage regulators for the licensing and registration of licensed mortgage loan originators.

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  • Residential means that the Premises where the Service is installed are used wholly:

  • Property Owners association" or "association" means an incorporated or unincorporated entity upon

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  • Limited lines insurance means any of the following:

  • The Project means supply, installation, testing and commissioning, integration of computer hardware and services with support under Warranty and annual maintenance contract, if required for the contract period.

  • Apartment Dwelling means any dwelling unit within a building containing more than four dwelling units where the units are connected by an interior corridor;

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  • guest house means an accommodation establishment providing overnight lodging with at least one daily meal;

  • Turnkey means a procurement process where one service provider assumes total responsibility for all aspects of the project and delivers the full end product / service required by the contract.