EXHIBIT 10.37 LICENSE AGREEMENT between CONVATEC, A DIVISION OF E.R. SQUIBB & SONS, L.L.C. and BIOPROGRESS TECHNOLOGY INTERNATIONAL INC. Dated 27th August 2002License Agreement • March 19th, 2003 • Bioprogress PLC • Pharmaceutical preparations • New Jersey
OFBioprogress PLC • December 20th, 2002
Deposit Agreement Dated as of , 2004Deposit Agreement • September 21st, 2004 • Bioprogress PLC • Pharmaceutical preparations • New York
DEPOSIT AGREEMENT dated as of , 2004 (the "Deposit Agreement") among BIOPROGRESS PLC and its successors (the "Company"), JPMORGAN CHASE BANK, as depositary hereunder (the "Depositary"), and all holders from time to time of American Depositary Receipts issued hereunder ("ADRs") evidencing American Depositary Shares ("ADSs") representing deposited Shares (defined below). The parties hereto agree as follows:
AMENDMENT NO. 1 TO DEPOSIT AGREEMENTDeposit Agreement • November 20th, 2007 • Bioprogress PLC • Pharmaceutical preparations • New York
AMENDMENT NO. 1, dated as of November 20, 2007 (the “Amendment”), to the Deposit Agreement dated as of October 20, 2004 (as so amended hereby, the "Deposit Agreement"), among Meldex International plc (fka BioProgress plc), a company incorporated in England and Wales (the "Company"), JPMorgan Chase Bank, N.A., as depositary (the "Depositary"), and all Holders from time to time of American Depositary Receipts issued thereunder ("ADRs") evidencing American Depositary Shares ("ADSs") representing deposited Shares.
ANDProduct Development Agreement • March 19th, 2003 • Bioprogress PLC • Pharmaceutical preparations • England
SERVICE AGREEMENTService Agreement • July 21st, 2006 • Bioprogress PLC • Pharmaceutical preparations • England and Wales
DATED 30TH JUNE 2006 THE MASTER FELLOWS AND (1) SCHOLARS OF TRINITY COLLEGE CAMBRIDGE -and- BIOPROGRESS TECHNOLOGY (2) LIMITEDBioprogress PLC • July 21st, 2006 • Pharmaceutical preparations
Dated 20 December 2005Services Agreement • July 21st, 2006 • Bioprogress PLC • Pharmaceutical preparations • England
NET LEASENet Lease • July 15th, 2005 • Bioprogress PLC • Pharmaceutical preparations
THIS LEASE, made as of the First day of Sept., 2003, by and among ROBERT H. BUTLER, Trustee of the Robert H. Butler Family Trust dated July 9, 1987 (hereinafter called the “Lessor”), and AQUAFILM USA, INC., a North Carolina corporation (hereinafter called the “Lessee”).
SERVICE AGREEMENTService Agreement • May 7th, 2003 • Bioprogress PLC • Pharmaceutical preparations • England and Wales
ORDERLY MARKET AGREEMENTMarket Agreement • July 21st, 2006 • Bioprogress PLC • Pharmaceutical preparations
DATED 25 MAY 2006Guarantee Agreement • July 21st, 2006 • Bioprogress PLC • Pharmaceutical preparations
DATED 5 JANUARY 2006Lock-Up Agreement • July 21st, 2006 • Bioprogress PLC • Pharmaceutical preparations
Supply Agreement between Bio Tec Films, LLC and AXM Pharma (Shenyang) Inc., Date: October 15, 2004Supply Agreement • July 15th, 2005 • Bioprogress PLC • Pharmaceutical preparations • Florida
This Supply Agreement (“Agreement”) is entered into as of the 15th day of October, 2004 between Bio Tec Films, LLC, a company organized and existing under the laws of Delaware, USA with its principal place of business at 7455 Adamo Drive, Tampa FL 33619 (“Supplier”) and AXM Pharma (Shenyang) Inc., a company organized and existing under the laws of the People’s Republic of China (“PRC” or “China”), and having its principal office at No. F3004 Sankei Torch Bldg., 262A Shifu Road, Shenyang City, Liaoning Province, P. R. China 110013 and wholly owned by AXM Pharma, a U.S. Corporation (“Distributor”) and, with solely for the purposes of Section 14.16 hereof, AXM Pharma, Inc., a company organized and existing under the laws of Nevada, USA with its principal place of business at 7251 West Lake Mead Boulevard, Las Vegas, NV 89128 (“Parent”). References to a Party herein shall refer to Supplier or Distributor, as applicable, and Parties to both Supplier and Distributor.
DATED 20 December 2005Joint Venture Agreement • July 21st, 2006 • Bioprogress PLC • Pharmaceutical preparations
Framework AgreementFramework Agreement • July 15th, 2004 • Bioprogress PLC • Pharmaceutical preparations • Pennsylvania
Effective as of this 3rd day of February, 2004 (the “Effective Date”), this Agreement is made by and between FMC Corporation, FMC BioPolymer, 1735 Market Street, Philadelphia, PA 19103 USA, a company organized under the laws of the State of Delaware (“FMC”) and BioProgress PLC, Hostmoor Avenue, March, Cambridgeshire, PE15 0AX, United Kingdom, a company organized under the laws of England and Wales (“BioProgress”) for the purpose of setting forth in overview fashion the framework of their long-term cooperation related to the NRobe™ dosage form, process, equipment and/or related technologies.
JOINT DEVELOPMENT AGREEMENTJoint Development Agreement • May 7th, 2003 • Bioprogress PLC • Pharmaceutical preparations • England and Wales
UNSECURED CONVERTIBLE LOAN AGREEMENTAgreement • July 21st, 2006 • Bioprogress PLC • Pharmaceutical preparations
Dated 20 December 2005Licence Agreement • July 21st, 2006 • Bioprogress PLC • Pharmaceutical preparations • England
The Licensor has agreed to transfer Product Licences to the Licensee and to license elements of its technology to the Licensee according to the terms of this Agreement.
AGREEMENT FOR THE DEVELOPMENT OF A PROOF-OF-PRINCIPLE AUTOMATED TABLET ENCAPSULATING MACHINEAgreement • July 15th, 2005 • Bioprogress PLC • Pharmaceutical preparations
GB Innomech has a unique blend of expertise that closely compliments the requirements of this project. These include conceptual design, development of new production processes, integration of new and existing plant, and innovation of unique solutions, which are reliable, safe and easy to use and maintain. We can provide a turnkey solution from design, (hardware and software), through integration and assembly to installation, commissioning and on into full production, including complete documentation, all handled by our in-house engineering team.
DATED 4th FEBRUARY 2005Agreement • July 15th, 2005 • Bioprogress PLC • Pharmaceutical preparations • England
DATED 8 March 2004 and andAgreement • July 15th, 2004 • Bioprogress PLC • Pharmaceutical preparations
Equipment Purchase AgreementEquipment Purchase Agreement • July 15th, 2004 • Bioprogress PLC • Pharmaceutical preparations • Pennsylvania
This Agreement is made as of February 3, 2004 by and between FMC Corporation, FMC BioPolymer, 1735 Market Street, Philadelphia, PA 19103 USA (“FMC”) and BioProgress PLC, Hostmoor Avenue, March, Cambridgeshire, PE15 0AX, United Kingdom (“BioProgress”).
CONTRACT FOR THE SALE of Cambridgeshire PE15 0AX formerly known as Unit 1 Hostmoor Avenue March CambridgeshireBioprogress PLC • July 21st, 2006 • Pharmaceutical preparations • England and Wales
RESEARCH COLLABORATION AND OPTION AGREEMENTAgreement • July 21st, 2006 • Bioprogress PLC • Pharmaceutical preparations • New York
Equipment Purchase AgreementEquipment Purchase Agreement • July 15th, 2005 • Bioprogress PLC • Pharmaceutical preparations • Pennsylvania
This Agreement is made as of February 3, 2004 by and between Harro Höfliger Verpackungsmaschinen GmbH of Helmholtzstrasse 4 71573 Allmersbach im Tal, Germany (“HH”) and BioProgress PLC, Hostmoor Avenue, March, Cambridgeshire, PE15 0AX, United Kingdom (“BioProgress”).
Dated 20 December 2005Licence Agreement • July 21st, 2006 • Bioprogress PLC • Pharmaceutical preparations • England
MASTER LICENSE AGREEMENTMaster License Agreement • July 15th, 2004 • Bioprogress PLC • Pharmaceutical preparations
Effective as of this 3rd day of February, 2004 (the “Effective Date”), this Master License Agreement (“Agreement”) is made by and between BioProgress Technology International Inc. (“BioProgress”), a Nevada Corporation which is a wholly owned subsidiary of BioProgress PLC (“BioProgress Plc”), a company having a principal place of business at Hostmoor Avenue, March, Cambridgeshire, PE15 0AX, United Kingdom, and FMC Corporation, a company having a principal place of business at 1735 Market St., Philadelphia, PA (“FMC”).
LICENSE AGREEMENTLicense Agreement • May 16th, 2003 • Bioprogress PLC • Pharmaceutical preparations • New Jersey
This Agreement, made as of the 27th day of August, 2002 by and between BioProgress Technology International, Inc. having an address of 9055 Huntcliffe Trace, Atlanta, GA 30350 (hereinafter referred to as “LICENSOR”) and CONVATEC, a Division of E.R. Squibb & Sons, L.L.C., with offices at 200 Headquarters Park Drive, Skillman, New Jersey 08558 USA (hereinafter referred to as “CONVATEC”).
SUPPLEMENTAL AGREEMENTSupplemental Agreement • July 15th, 2005 • Bioprogress PLC • Pharmaceutical preparations • England
SUBSCRIPTION AGREEMENTSubscription Agreement • July 15th, 2005 • Bioprogress PLC • Pharmaceutical preparations • England
CONSULTANCY AGREEMENTConsultancy Agreement • May 7th, 2003 • Bioprogress PLC • Pharmaceutical preparations
ASSET PURCHASE AGREEMENT by and among BIO FILMS, LLC AQUAFILM, LLC, AQUAFILM USA, INC. and EACH OF THE STOCKHOLDERS OF AQUAFILM, LLC Dated as of March 7, 2004Asset Purchase Agreement • July 15th, 2004 • Bioprogress PLC • Pharmaceutical preparations • New York
THIS IS AN ASSET PURCHASE AGREEMENT, dated as of March 7, 2004 (this “Agreement”), by and among Bio Films, LLC, a Delaware limited liability company (“Buyer”), Aquafilm, LLC, a Florida limited liability company (“Aquafilm”), Aquafilm USA, Inc., a North Carolina corporation (“Aquafilm USA” and, together with Aquafilm, the “Sellers”), and each of the selling stockholders set forth on the signature pages hereto (each, a “Selling Stockholder” and, collectively, the “Selling Stockholders”).
MEMORANDUM OF VARIATION #7 (the “Agreement” herein) Dated as of August 22nd, 2002 BETWEEN:Memorandum of Variation • May 16th, 2003 • Bioprogress PLC • Pharmaceutical preparations
BIOPROGRESS TECHNOLOGY INTERNATIONAL, INC. (“BTI”), a corporation registered in the State of Nevada, having offices situated at 9055 Huntcliff Trace, Atlanta, GA 30350;
FILM SUPPLY AGREEMENTFilm Supply Agreement • July 15th, 2004 • Bioprogress PLC • Pharmaceutical preparations • Pennsylvania
THIS AGREEMENT is made as of February 3, 2004 by and between FMC Corporation, FMC BioPolymer, 1735 Market Street, Philadelphia, Pennsylvania 19103, U.S.A. (“FMC”), and BioProgress PLC, Hostmoor Avenue, March, Cambridgeshire, PE15 0AX, United Kingdom (“BioProgress”).
