ARTICLE I PMC STANDSTILLStandstill Agreement • January 28th, 1999 • Peptide Therapeutics Group PLC • Biological products, (no disgnostic substances) • New York
LETTERHEAD]Option Agreement • April 9th, 1999 • Peptide Therapeutics Group PLC • Pharmaceutical preparations
This letter is intended to outline the general terms which have been agreed between Peptide Therapeutics ("PT") and the joint ventures between OraVax, Inc. and Pasteur Merieux Serums et Vaccins S.A. known as Merieux OraVax S.N.C. and OraVax Merieux Co. ("PM-O").
NOVARTIS PHARMA AG COLLABORATION AGREEMENTCollaboration Agreement • April 9th, 1999 • Peptide Therapeutics Group PLC • Pharmaceutical preparations • England and Wales
RECITALSStockholder Voting Agreement • November 20th, 1998 • Peptide Therapeutics Group PLC • Biological products, (no disgnostic substances) • Massachusetts
ORAVAX, INC.Stock Purchase Agreement • November 20th, 1998 • Peptide Therapeutics Group PLC • Biological products, (no disgnostic substances) • Delaware
EXHIBIT 4 AGREEMENT AS TO JOINT FILING OF SCHEDULE 13D Each of the undersigned hereby affirms that it is individually eligible to use Schedule 13D, and agrees that this Schedule 13D is filed on its behalf. Date: November 20, 1998 PEPTIDE THERAPEUTICS...Agreement as to Joint Filing of Schedule 13d • November 20th, 1998 • Peptide Therapeutics Group PLC • Biological products, (no disgnostic substances)
Each of the undersigned hereby affirms that it is individually eligible to use Schedule 13D, and agrees that this Schedule 13D is filed on its behalf.
2) NICOLAS HIGGINS ---------------------------- DIRECTOR'S SERVICE AGREEMENT ----------------------------Director's Service Agreement • February 10th, 1999 • Peptide Therapeutics Group PLC • England
EXHIBIT 10.4 COLLABORATIVE RESEARCH AND OPTION AGREEMENT This COLLABORATIVE RESEARCH AND OPTION AGREEMENT is entered into as of December 22, 1997 by and between PFIZER INC., a Delaware corporation, having an office at 235 East 42nd Street, New York,...Collaborative Research and Option Agreement • April 9th, 1999 • Peptide Therapeutics Group PLC • Pharmaceutical preparations • England
CONFIDENTIALR&d and License Agreement • April 9th, 1999 • Peptide Therapeutics Group PLC • Pharmaceutical preparations • England
14th July 1998 Dear Alan Appointment as a Non-Executive Director I am delighted that you have agreed to continue on the Board of Peptide Therapeutics Group plc ("the Company") as a Non-Executive Director and Chairman. The purpose of this letter (the...Appointment Agreement • February 10th, 1999 • Peptide Therapeutics Group PLC
EFFECTIVE FEBRUARY 23, 2004, ACAMBIS PLC'S AMERICAN DEPOSITARY SHARE ("ADS") RATIO CHANGED FROM 1:10 (ONE ADS EQUALING TEN ORDINARY SHARES TO 1:2 (ONE ADA EQUALING TWO ORDINARY SHARES). Exhibit A to Deposit Agreement No. AMERICAN DEPOSITARY SHARES...Deposit Agreement • February 23rd, 2004 • Acambis PLC • Pharmaceutical preparations
ARTICLE I COVENANTS, REPRESENTATIONS AND ACKNOWLEDGEMENTS OF LIMITEDOverview Agreement • April 9th, 1999 • Peptide Therapeutics Group PLC • Pharmaceutical preparations • New York
and-Assignment and Variation Agreement • April 9th, 1999 • Peptide Therapeutics Group PLC • Pharmaceutical preparations • Maryland
EXHIBIT 8 FORM OF AFFILIATE LETTER Peptide Therapeutics Group plc Peterhouse Technology Park 100 Fulbourn Road Cambridge United Kingdom CB1 9PT Ladies and Gentlemen: Pursuant to the Restated Agreement and Plan of Acquisition dated as of November 10,...Affiliate Letter • May 11th, 1999 • Peptide Therapeutics Group PLC • Pharmaceutical preparations
ContractAgency and Development Agreement • June 28th, 2004 • Acambis PLC • Pharmaceutical preparations • England
Confidential treatment has been requested for certain portions of this exhibit. The copy filed herewith omits the information subject to the confidential treatment request. Omissions are designated as " ***** ". A complete version of this exhibit has been filed separately with the Commission pursuant to an application for confidential treatment under Rule 24b-2 promulgated under the Securities Exchange Act of 1934, as amended.
SUBSCRIPTION AGREEMENT between PEPTIDE THERAPEUTICS GROUP plc and BAXTER INTERNATIONAL INC. Weil, Gotshal & MangesSubscription Agreement • July 16th, 2003 • Acambis PLC • Pharmaceutical preparations
FIRST AMENDMENT TO SUBLEASESublease • July 16th, 2003 • Acambis PLC • Pharmaceutical preparations • Massachusetts
THIS FIRST AMENDMENT TO SUBLEASE (the “Amendment”), dated as of April 16, 2003 between BAXTER CAPITAL CORPORATION, a Delaware corporation (“Sublessor”), and ACAMBIS, INC., a Delaware corporation (“Sublessee”).
DISTRIBUTION, MANUFACTURING, AND LICENSE AGREEMENTDistribution, Manufacturing, and License Agreement • April 1st, 2005 • Acambis PLC • Pharmaceutical preparations • England and Wales
This Distribution, Manufacturing, and License Agreement is entered into at the date of countersignature (the “Effective Date”) by and between Acambis Research Limited, Peterhouse Technology Park, 100 Fulbourn Road, Cambridge CB1 9PT UK (“Acambis Research”) and Baxter Healthcare SA, having offices at Hertistrasse 2, CH-8304 Wallisellen, Switzerland (“BHSA”) and Baxter Healthcare Corporation, having offices at One Baxter Parkway, Deerfield, IL 60015 (“BHC”).
SUBLEASE Dated as of December 21, 2001 Between BAXTER CAPITAL CORPORATION, as the Sublessor, and ACAMBIS, INC. as the Sublessee.Sublease • July 16th, 2003 • Acambis PLC • Pharmaceutical preparations • Massachusetts
DISTRIBUTION AGREEMENTDistribution Agreement • June 28th, 2004 • Acambis PLC • Pharmaceutical preparations
THIS DISTRIBUTION AGREEMENT (the “Agreement”) is made and entered into as of the 28th day of June, 2001 (referred to in this Agreement as the “Commencement Date”), by and between BERNA BIOTECH LTD. (former: BERNA SCHWEIZERISCHES SERUM UND IMPFINSTITUT), a corporation organized and existing under the laws of Switzerland (hereinafter referred to as “Seller”), and BERNA PRODUCTS CORP., a corporation organized and existing under the laws of the State of Delaware, United States (hereinafter referred to as “Distributor”).
ACAMBIS PLC LETTERHEAD]Non-Executive Director Agreement • June 28th, 2006 • Acambis PLC • Pharmaceutical preparations
Following our review of the terms of appointment for Board members, the purpose of this letter (the “Agreement”) is formally to confirm the updated terms of your appointment as a Non-executive Director of Acambis (the “Company”).
EXHIBIT 2.2 AMENDMENT NO. 1 TO RESTATED AGREEMENT AND PLAN OF ACQUISITION This Amendment No. 1 to Restated Agreement and Plan of Acquisition (this "Amendment") is entered into as of January 8, 1999 by and among Peptide Therapeutics Group plc...Agreement and Plan of Acquisition • February 10th, 1999 • Peptide Therapeutics Group PLC
Mr. Alan Dalby 25th March 1998 Chairman Reckitt & Colman plc One Burlington Lane London W4ZRW Dear Alan Non-Executive Directorship I am delighted that you have agreed to be appointed as a Non-Executive Director of the Board. The purpose of this letter...Non-Executive Director Agreement • February 10th, 1999 • Peptide Therapeutics Group PLC
Strictly Private and Confidential Mr Ross Graham c/o Acambis plc Peterhouse Technology Park 100 Fulbourn Road Cambridge CB1 9PT, UK Dear Ross Non-Executive DirectorshipNon-Executive Director Agreement • June 28th, 2004 • Acambis PLC • Pharmaceutical preparations
DISTRIBUTION, MANUFACTURING, AND LICENSE AGREEMENTDistribution, Manufacturing, and License Agreement • July 16th, 2003 • Acambis PLC • Pharmaceutical preparations • England and Wales
This Distribution, Manufacturing, and License Agreement is entered into at the date of countersignature (the “Effective Date”) by and between Acambis Research Limited, Peterhouse Technology Park, 100 Fulbourn Road, Cambridge CB1 9PT UK (“Acambis Research”) and Baxter Healthcare SA, having offices at Hertistrasse 2, CH-8304 Wallisellen, Switzerland (“BHSA”) and Baxter Healthcare Corporation, having offices at One Baxter Parkway, Deerfield, IL 60015 (“BHC”).
8 July 2004 DIRECTOR’S SERVICE AGREEMENT between ACAMBIS plc - and - DAVID MUIR LAWRENCE Weil, Gotshal & Manges One South Place London EC2M 2WG Tel: +44 (0) 20 7903 1000 Fax: +44 (0) 20 7903 0990 www.weil.comDirector's Service Agreement • June 30th, 2005 • Acambis PLC • Pharmaceutical preparations • England
CONTRACT MANUFACTURING AGREEMENT between (1) BAXTER HEALTHCARE CORPORATION (2) BAXTER HEALTHCARE S.A. (3) ORAVAX INC. (4) PEPTIDE THERAPEUTICS GROUP PLCContract Manufacturing Agreement • July 16th, 2003 • Acambis PLC • Pharmaceutical preparations • Delaware
ACAMBIS PLC LETTERHEAD]Non-Executive Director Agreement • June 28th, 2006 • Acambis PLC • Pharmaceutical preparations
Subject to Clause 9 your appointment as a Non-executive Director will commence on the above date and will continue until 1 September 2006 (Termination Date).
ContractContract • June 28th, 2004 • Acambis PLC • Pharmaceutical preparations
Confidential treatment has been requested for certain portions of this exhibit. The copy filed herewith omits the information subject to the confidential treatment request. Omissions are designated as " ***** ". A complete version of this exhibit has been filed separately with the Commission pursuant to an application for confidential treatment under Rule 24b-2 promulgated under the Securities Exchange Act of 1934, as amended.
1. THIS CONTRACT IS A RATED ORDER RATING PAGE OF PAGES AWARD/CONTRACT UNDER DPAS (15 CFR 350) 4 N/A 1 27 2. CONTRACT (Proc. Inst. Ident.) NO. 3. EFFECTIVE DATE 4. REQUISITION/PURCHASE REQUEST/PROJECT NO. HHSN266200400071C September 30, 2004 VRCB148 5....Contract • June 30th, 2005 • Acambis PLC • Pharmaceutical preparations
Unique research resources arising from NTH-funded research are to be shared with the scientific research community. NTH provides guidance, entitled, “Sharing Biomedical Research Resources: Principles and Guidelines for Recipients of NIH Research Grants and Contracts,” (Federal Register Notice, December 23, 1999 [64 FR 72090]), concerning the appropriate terms for disseminating and acquiring these research resources. This guidance, found at: http://ott.od.nih.gov/NewPages/64FR72090.pdf. is intended to help contractors ensure that the conditions they impose and accept on the transfer of research tools will facilitate further biomedical research, consistent with the requirements of the Bayh-Dole Act and NIH funding policy.
ACAMBIS PLC LETTERHEAD]Non-Executive Directorship Agreement • June 28th, 2006 • Acambis PLC • Pharmaceutical preparations
Following our review of the terms of appointment for Board members, the purpose of this letter (the “Agreement”) is formally to confirm the updated terms of your appointment as a Non-executive Director of Acambis (the “Company”).
Acambis plc Peterhouse Technology Park 100 Fulbourn Road Cambridge CB1 9PT UK www.acambis.com T +44 (0)1223 275 300 F +44 (0)1223 416 300 Strictly Private and Confidential Dr Thomas P Monath 21 Finn Road Harvard Massachusetts 01451 USA Dear Tom, Re:...Director Appointment Agreement • June 30th, 2003 • Acambis PLC • Pharmaceutical preparations • Massachusetts
ContractContract Manufacturing Agreement • April 1st, 2005 • Acambis PLC • Pharmaceutical preparations
Confidential treatment has been requested for certain portions of this exhibit. The copy filed herewith omits the information subject to the confidential treatment request. Omissions are designated as “[*****]” or “*****”. A complete version of this exhibit has been filed separately with the Commission pursuant to an application for confidential treatment under Rule 24b-2 promulgated under the Securities Exchange Act of 1934, as amended.
23 FEBRUARY 2004 DIRECTOR'S SERVICE AGREEMENT between ACAMBIS plc - and - GORDON CAMERON Weil , G otshal & Manges One South Place London EC2M 2WG Tel: +44 (0) 20 7903 1000 Fax: +44 (0) 20 7903 0990 www.weil.comDirector's Service Agreement • June 28th, 2004 • Acambis PLC • Pharmaceutical preparations • England
ASSET PURCHASE AGREEMENT by and between BioReliance Corporation and Acambis Inc. Dated May 6, 2005Asset Purchase Agreement • June 30th, 2005 • Acambis PLC • Pharmaceutical preparations • Maryland
This Asset Purchase Agreement (“Agreement”) is dated May 6, 2005 (“Effective Date”), by and between Acambis Inc., a Delaware corporation with offices at 38 Sidney Street, Cambridge, MA 02139 (“Buyer”) and BioReliance Corporation, a wholly owned subsidiary of Invitrogen Corporation, a Delaware corporation, with offices at 14920 Broschart Road, Rockville, MD 20850 (“Seller”).
