Standard Contracts
AGREEMENT ---------Purchase Agreement • February 11th, 2000 • Insmed Inc • Virginia
andRights Agreement • May 17th, 2001 • Insmed Inc • Pharmaceutical preparations • Virginia
FIRST AMENDMENT TO AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • March 24th, 2000 • Insmed Inc • Pharmaceutical preparations • Virginia
Exhibit 10.14 TERMINATION AGREEMENT THIS TERMINATION AGREEMENT (the "Termination Agreement") is entered into as of this 3rd day of February 2003, but effective as of the Effective Date as set forth below, by and between INSMED PHARMACEUTICALS, INC., a...Termination Agreement • March 28th, 2003 • Insmed Inc • Pharmaceutical preparations
AGREEMENT ---------Indemnification Agreement • February 11th, 2000 • Insmed Inc • Delaware
Exhibit 1.1 ----------- Underwriting Agreement October __, 2000 Robertson Stephens, Inc. Banc of America Securities LLC Prudential Securities Incorporated As Representatives of the several Underwriters c/o Robertson Stephens, Inc. 555 California...Underwriting Agreement • October 24th, 2000 • Insmed Inc • Pharmaceutical preparations • New York
EXHIBIT 10.14 INSMED PHARMACEUTICALS, INC. REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHT AGREEMENT is made as of the ____ day of _______________ 2000, by and among INSMED PHARMACEUTICALS, INC., a Virginia...Registration Rights Agreement • February 11th, 2000 • Insmed Inc • Virginia
ANDLicense Agreement • February 11th, 2000 • Insmed Inc • New York
Subtenant SUBLEASE ____________________________Sublease • May 3rd, 2001 • Insmed Inc • Pharmaceutical preparations
10,000,000 Shares INSMED INCORPORATED Common Stock, Par Value $0.01 Per Share UNDERWRITING AGREEMENTUnderwriting Agreement • May 13th, 2021 • INSMED Inc • Pharmaceutical preparations • New York
Between VIRGINIA BIOTECHNOLOGY RESEARCH PARK AUTHORITY, a political subdivision of the Commonwealth of Virginia, as Landlord, and INSMED PHARMACEUTICALS, INC., a Virginia Corporation, as Tenant BIOTECH ONE, VIRGINIA BIOTECHNOLOGY RESEARCH PARK,...Lease Agreement • September 25th, 2000 • Insmed Inc • Pharmaceutical preparations
Background any Intellectual Property owned by or in the Intellectual possession of a party (and to Property which that party has the necessary rights) at the Commencement Date of this Agreement or Intellectual Property developed independently of the...Manufacturing Agreement • March 28th, 2003 • Insmed Inc • Pharmaceutical preparations • New York
This Employment Agreement (the "Agreement") is dated as of January 7, 1997 --------- by and between Dr. Andreas Sommer ("Employee") and Celtrix Pharmaceuticals, -------- Inc., a Delaware corporation (the "Company"). ------- RECITALSEmployment Agreement • February 11th, 2000 • Insmed Inc • California
Elan Pharmaceutical Investments Ltd. 102 St. James Court Flatts, Smiths Parrish Bermuda, FL 04Stockholders Voting Agreement • February 11th, 2000 • Insmed Inc
Attached to this letter is counterpart of the Stockholders Voting Agreement dated as of the date hereof (the "Agreement") among Insmed, Inc., Celtrix Mergersub, Inc., and certain holders of shares of Celtrix Pharmaceuticals, Inc., which has been signed on behalf of Elan Pharmaceutical Investments Ltd. You are authorized to release the attached document and it shall be deemed to be delivered and effective at such time that you have provided written notice to us that stockholders whose shares constitute a majority of the issued and outstanding shares of common stock of Celtrix Pharmaceuticals, Inc., excluding shares of Celtrix common stock held by Elan and its affiliates, on the date hereof have voted, or have agreed to vote, in favor of the merger (as defined in the Agreement) and the other items described in Section 5 of the Agreement. If such notice shall not have been provided to us on or prior to the date that is 180 days after the date hereof, you shall no longer be authorized to r
EXHIBIT 10.11 License Agreement This Agreement is entered into effective as of April 1, 1993 ("Effective Date") between Celtrix Pharmaceuticals, Inc., a Delaware corporation, with its principal offices at 3055 Patrick Henry Drive, Santa Clara,...License Agreement • February 11th, 2000 • Insmed Inc • California
Exhibit 10.18 VIRGINIA BIOTECHNOLOGY CENTER VIRGINIA BIOTECHNOLOGY RESEARCH PARK AGREEMENT OF LEASE THIS AGREEMENT OF LEASE, dated as of the 26th day of June, 2000, by and between VIRGINIA BIOTECHNOLOGY RESEARCH PARK AUTHORITY, a political subdivision...Lease Agreement • September 25th, 2000 • Insmed Inc • Pharmaceutical preparations • Virginia
13,750,000 Shares INSMED INCORPORATED Common Stock, Par Value $0.01 Per Share UNDERWRITING AGREEMENTUnderwriting Agreement • October 20th, 2022 • INSMED Inc • Pharmaceutical preparations • New York
EXHIBIT 10.15 LICENSE AND DEVELOPMENT AGREEMENT THIS LICENSE AND DEVELOPMENT AGREEMENT (this "Agreement") is entered into as of the 10th day of July, 2000 (the "Effective Date"), by and between INSMED PHARMACEUTICALS, INC., a corporation organized...License and Development Agreement • September 25th, 2000 • Insmed Inc • Pharmaceutical preparations • Virginia
Exhibit 10.17 VIRGINIA BIOTECHNOLOGY CENTER VIRGINIA BIOTECHNOLOGY RESEARCH PARK AGREEMENT OF LEASE THIS AGREEMENT OF LEASE, dated as of the 16/th/ day of February, 1999, by and between VIRGINIA BIOTECHNOLOGY RESEARCH PARK AUTHORITY, a political...Lease Agreement • September 25th, 2000 • Insmed Inc • Pharmaceutical preparations • Virginia
INSMED INCORPORATED AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee First Supplemental Indenture Dated as of January 26, 2018 to Indenture Dated as of January 26, 2018 1.75% Convertible Senior Notes due 2025First Supplemental Indenture • January 26th, 2018 • INSMED Inc • Pharmaceutical preparations • New York
FIRST SUPPLEMENTAL INDENTURE dated as of January 26, 2018 (this “Supplemental Indenture”) between Insmed Incorporated, a Virginia corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01), supplementing the Indenture, dated as of January 26, 2018, between the Company and the Trustee (the “Base Indenture” and the Base Indenture, as amended and supplemented by this Supplemental Indenture, and as it may be further amended or supplemented from time to time with respect to the Notes, the “Indenture”).
UNAUDITED PRO FORMA CONDENSED COMBINED CONSOLIDATED FINANCIAL STATEMENTS (in thousands, except per share data)Merger Agreement • January 14th, 2011 • Insmed Inc • Pharmaceutical preparations
Insmed Incorporated, a Virginia corporation (“Insmed” or the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Transave, Inc., a Delaware corporation (“Transave Inc.”), certain wholly owned subsidiaries of the Company and the Stockholders Agent (as defined in the Merger Agreement) on December 1, 2010, pursuant to which one of the Company’s wholly owned subsidiaries was merged with and into Transave Inc., with Transave Inc. as the surviving corporation and, immediately thereafter and as part of an integrated transaction, Transave Inc. was merged with and into Transave, LLC, a Delaware limited liability company and a wholly owned subsidiary of the Company (“Transave LLC”), with Transave LLC as the surviving company (collectively, the “merger”). As a result of the merger, the separate corporate existence of Transave Inc. ceased to exist and Transave LLC survived the merger as a wholly owned subsidiary of the Company. For purposes hereof, “Transave” mea
March 22, 2000Agreement and Plan of Reorganization • March 24th, 2000 • Insmed Inc • Pharmaceutical preparations
LOAN AGREEMENT Dated as of October 19, 2022 among INSMED INCORPORATED (as Borrower, and a Credit Party), THE GUARANTORS SIGNATORY HERETO OR OTHERWISE PARTY HERETO FROM TIME TO TIME (as additional Credit Parties), BIOPHARMA CREDIT PLC (as Collateral...Loan Agreement • October 27th, 2022 • INSMED Inc • Pharmaceutical preparations • New York
THIS LOAN AGREEMENT (this “Agreement”), dated as of October 19, 2022 (the “Closing Date”) by and among INSMED INCORPORATED, a Virginia corporation (as “Borrower” and a Credit Party), the Guarantors signatory hereto or otherwise party hereto from time to time, as additional Credit Parties, BIOPHARMA CREDIT PLC, a public limited company incorporated under the laws of England and Wales with company number 10443190 (as the “Collateral Agent”), BPCR LIMITED PARTNERSHIP, a limited partnership established under the laws of England and Wales with registration number LP020944 (as a “Lender”) and BIOPHARMA CREDIT INVESTMENTS V (MASTER) LP, a Cayman Islands exempted limited partnership acting by its general partner, BioPharma Credit Investments V GP LLC (as a “Lender”), provides the terms on which each Lender shall make, and Borrower shall repay, the Credit Extensions (as hereinafter defined). The parties hereto agree as follows:
ANDSubscription, Joint Development and Operating Agreement • February 11th, 2000 • Insmed Inc • New York
EMPLOYMENT AGREEMENTEmployment Agreement • February 25th, 2020 • INSMED Inc • Pharmaceutical preparations • New Jersey
This Employment Agreement (“Agreement”) is effective on the 17th day of March 2014, by and between Insmed Incorporated, a Virginia corporation (the “Company”), and John Goll (hereinafter, the “Executive”).
EXHIBIT 10.13 THESE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY BE SOLD, OFFERED FOR SALE OR TRANSFERRED ONLY IN ACCORDANCE WITH THE PROVISIONS OF THIS WARRANT AND PURSUANT TO A REGISTRATION STATEMENT OR AN OPINION OF COUNSEL SATISFACTORY TO...Warrant to Purchase Shares • February 11th, 2000 • Insmed Inc • Virginia
5.5% SENIOR CONVERTIBLE NOTE DUE 2008-2010 OF INSMED INCORPORATEDConvertible Note • March 16th, 2005 • Insmed Inc • Pharmaceutical preparations • New York
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 5th, 2022 • INSMED Inc • Pharmaceutical preparations • New Jersey
This Amended and Restated Employment Agreement (“Agreement”) is effective on April 1, 2022 (the “Effective Date”), by and between Insmed Incorporated, a Virginia corporation (“Insmed”), and Sara Bonstein (hereinafter, the “Executive” and collectively with Insmed, the “Parties”). When referring to the Executive, the term “he” or “she” throughout this Agreement is intended to be gender neutral.
AGREEMENTChange in Control Agreement • March 16th, 2005 • Insmed Inc • Pharmaceutical preparations • Virginia
This Agreement dated as of , is entered into by and between (“Employee”) and Insmed Incorporated, a Virginia corporation (“Insmed”).
SALES AGREEMENTSales Agreement • February 22nd, 2024 • INSMED Inc • Pharmaceutical preparations • New York
Insmed Incorporated, a Virginia corporation (the “Company”), confirms its agreement (this “Agreement”) with Leerink Partners LLC (the “Agent”), as follows:
INSMED INCORPORATED NON-QUALIFIED STOCK OPTION AGREEMENT UNDER THE AMENDED AND RESTATED 2019 INCENTIVE PLAN FOR U.S. PARTICIPANTSNon-Qualified Stock Option Agreement • August 3rd, 2023 • INSMED Inc • Pharmaceutical preparations • Virginia
THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) dated this /$GrantDate$/, between INSMED INCORPORATED, a Virginia corporation (the "Company"), and /$ParticipantName$/ ("Participant"), is made pursuant and subject to the provisions of the Insmed Incorporated Amended and Restated 2019 Incentive Plan, as amended (the "Plan"), a copy of which has been made available to Participant. All terms used herein that are defined in the Plan have the same meaning given them in the Plan.
LICENSE AGREEMENTLicense Agreement • October 29th, 2020 • INSMED Inc • Pharmaceutical preparations • New York
This License Agreement (this "Agreement") effective as of the 25th day of April, 2008 ("Effective Date"), is between PARI Pharma GmbH, a German corporation with a principal place of business at Moosstrasse 3, D-82319 Starnberg, Germany ("PARI") and Transave, Inc., a Delaware corporation with registered offices at 11 Deer Park Drive, Suite 117, Monmouth Jct., NJ 08852, United States of America (“Transave”). Each of PARI and Transave shall be referred to as a “Party,” and collectively the “Parties.”
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • April 30th, 2020 • INSMED Inc • Pharmaceutical preparations
This Second Amendment to EMPLOYMENT AGREEMENT (this “Second Amendment”), is made and entered into as of July 31, 2019 (the “Effective Date”) by and between Insmed Incorporated, a Virginia corporation (the “Company”), and S. Nicole Schaeffer (the “Executive”) (each of the Executive and the Company, a “Party”, and collectively, the “Parties”).
INSMED INCORPORATED RESTRICTED UNIT AWARD AGREEMENT UNDER THE 2019 INCENTIVE PLAN FOR MEMBERS OF THE BOARD OF DIRECTORSRestricted Stock Unit Award Agreement • February 25th, 2021 • INSMED Inc • Pharmaceutical preparations
Pursuant to the Insmed Incorporated 2019 Incentive Plan (the “Plan”) as amended through the date hereof and this Restricted Stock Unit Award Agreement (this “Agreement”), Insmed Incorporated (the “Company”) hereby grants an award of [AMOUNT] restricted stock units (the “Restricted Stock Units” or the “RSU Award”) to the individual named above (the “Grantee”). The RSU Award shall be referred to herein as the “Award.” Subject to the restrictions and conditions set forth herein and in the Plan, the Grantee shall receive the number of Restricted Stock Units specified above.
INSMED INCORPORATED NONQUALIFIED STOCK OPTION INDUCEMENT AWARD AGREEMENTNonqualified Stock Option Inducement Award Agreement • August 8th, 2024 • INSMED Inc • Pharmaceutical preparations • Virginia
THIS AGREEMENT dated this /$GrantDate$/ (this “Agreement”), between INSMED INCORPORATED, a Virginia corporation (the “Company”), and /$ParticipantName$/ (the “Participant”), is an inducement material to Participant’s entry into employment with the Company or a subsidiary of the Company within the meaning of Rule 5635(c)(4) of the NASDAQ Listing Rules (the “Inducement Award Rule”). If and to the extent that this Agreement conflicts or is inconsistent with the terms, conditions and provisions of Participant’s offer letter or employment agreement with the Company or the applicable subsidiary thereof, dated as of /$HireDate$/ (the “Employment Agreement”), the Employment Agreement shall control, and this Agreement shall be deemed to be modified accordingly so long as such modification is consistent with the Inducement Award Rule and applicable law.
