INDENTURE amongIndenture • April 7th, 2004 • Glaxosmithkline PLC • Pharmaceutical preparations • New York
EXHIBIT 1.4 UNDERWRITING AGREEMENTUnderwriting Agreement • April 7th, 2004 • Glaxosmithkline PLC • Pharmaceutical preparations • New York
GLAXOSMITHKLINE plc AND THE BANK OF NEW YORK, As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Amended and Restated Deposit Agreement Dated as of _________, 2007Deposit Agreement • December 12th, 2007 • Glaxosmithkline PLC • Pharmaceutical preparations • New York
ISDA(R) International Swap Dealers Association, Inc. MASTER AGREEMENTIsda Master Agreement • May 22nd, 2002 • Glaxosmithkline PLC • Pharmaceutical preparations • New York
TRANSACTIONConfirmation • February 16th, 2007 • Glaxosmithkline PLC • Pharmaceutical preparations
THE RIGHTS OF OWNERS TO DIRECT THE VOTING SHARES MAY BE RESTRICTED AS DESCRIBED IN PARAGRAPH 11 BELOW EXHIBIT A TO DEPOSIT AGREEMENTDeposit Agreement • December 12th, 2007 • Glaxosmithkline PLC • Pharmaceutical preparations
The Bank of New York as depositary (hereinafter called the “Depositary”), hereby certifies that ________, or registered assigns IS THE OWNER OF ___________
AGREEMENT AND PLAN OF MERGER among SMITHKLINE BEECHAM CORPORATION, FOUNTAIN ACQUISITION CORPORATION and SIRTRIS PHARMACEUTICALS, INC. Dated as of April 22, 2008Merger Agreement • May 2nd, 2008 • Glaxosmithkline PLC • Pharmaceutical preparations • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of April 22, 2008 (this “Agreement”), among SmithKline Beecham Corporation, a Pennsylvania corporation (“Parent”), Fountain Acquisition Corporation, a Delaware corporation and wholly-owned Subsidiary of Parent (“Purchaser”), and Sirtris Pharmaceuticals, Inc., a Delaware corporation (the “Company”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • October 18th, 2006 • Glaxosmithkline PLC • Pharmaceutical preparations • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of October 8, 2006, by and between GLAXOSMITHKLINE PLC, a public limited company organized under the laws of England and Wales (“Parent”) and the undersigned stockholder (the “Stockholder”) of CNS, INC., a corporation incorporated under the laws of the State of Delaware (the “Company”).
CONFIDENTIAL TREATMENT REQUESTEDContribution Agreement • March 18th, 2016 • Glaxosmithkline PLC • Pharmaceutical preparations
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • December 10th, 2010 • Glaxosmithkline PLC • Pharmaceutical preparations • New York
The undersigned understands that you, as Representatives of the several Underwriters, propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Anacor Pharmaceuticals, Inc., a Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters named in Schedule 1 to the Underwriting Agreement (the “Underwriters”), of Common Stock of the Company (the “Securities”) pursuant to a Registration Statement on Form S-1 to be filed with the Securities and Exchange Commission (the “Registration Statement”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement.
STOCK AND ASSET PURCHASE AGREEMENT by and among PFIZER INC., GLAXOSMITHKLINE PLC and GLAXOSMITHKLINE CONSUMER HEALTHCARE HOLDINGS LIMITED DATED AS OF DECEMBER 19, 2018Stock and Asset Purchase Agreement • March 15th, 2019 • Glaxosmithkline PLC • Pharmaceutical preparations • New York
This STOCK AND ASSET PURCHASE AGREEMENT, dated as of December 19, 2018 (this “Agreement”), is by and among Pfizer Inc., a Delaware corporation (“Seller Parent”), GlaxoSmithKline Plc, a public limited company incorporated under the laws of England (“Purchaser Parent”, and together with Seller Parent, the “Parents”), and GlaxoSmithKline Consumer Healthcare Holdings Limited, a company incorporated under the laws of England (“Purchaser,” and together with the Parents, the “Parties”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.Second Amendment Agreement • March 10th, 2023 • GSK PLC • Pharmaceutical preparations
THIS SECOND AMENDMENT AGREEMENT (this “Agreement”) is made and entered into as of the 1st day of June 2022, by and among (1) Pfizer Inc., a Delaware corporation (“Seller Parent”), (2) GSK plc, a public limited liability company incorporated under the laws of England and Wales (“Purchaser Parent”, and together with Seller Parent, the “Parents”), (3) GlaxoSmithKline Consumer Healthcare Holdings (No.2) Limited, a company incorporated under the laws of England and Wales (“New Purchaser”), and (4) Haleon plc, a company incorporated under the laws of England and Wales (“New Purchaser Parent”, and together with New Purchaser, Seller Parent and Purchaser Parent, the “Parties”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the SAPA (as defined below).
Dated 29 March, 2017 GLAXOSMITHKLINE SERVICES UNLIMITED and EMMA N. WALMSLEY SERVICE AGREEMENTService Agreement • March 15th, 2019 • Glaxosmithkline PLC • Pharmaceutical preparations • England
DATED 5 October 2023 GLAXO GROUP LIMITED and PFIZER INC. and GSK (NO.1) SCOTTISH LIMITED PARTNERSHIP and GSK (NO.2) SCOTTISH LIMITED PARTNERSHIP and GSK (NO.3) SCOTTISH LIMITED PARTNERSHIP and MERRILL LYNCH INTERNATIONAL and CITIGROUP GLOBAL MARKETS...Lock-Up Deed • October 10th, 2023 • GSK PLC • Pharmaceutical preparations
Dated 27 February 2008 GLAXOSMITHKLINE SERVICES UNLIMITED and ANDREW P. WITTY SERVICE AGREEMENTService Agreement • February 29th, 2008 • Glaxosmithkline PLC • Pharmaceutical preparations • England
Dated 8th September 2010 GLAXOSMITHKLINE SERVICES UNLIMITED and SIMON DINGEMANS SERVICE AGREEMENTService Agreement • March 4th, 2011 • Glaxosmithkline PLC • Pharmaceutical preparations • England
Lock-Up AgreementLock-Up Agreement • July 22nd, 2020 • Glaxosmithkline PLC • Pharmaceutical preparations • New York
This letter agreement (“Agreement”) is being delivered to you in connection with the proposed Underwriting Agreement (the “Underwriting Agreement”) among Nkarta, Inc., a Delaware corporation (the “Company”) and Cowen and Company, LLC (“Cowen”), Evercore Group L.L.C. and Stifel, Nicolaus & Company, Incorporated, as representatives (the “Representatives”) of a group of underwriters (collectively, the “Underwriters”), to be named therein, and the other parties thereto (if any), relating to the proposed public offering of shares of the common stock, par value $0.0001 per share (the “Common Stock”) of the Company.
SHARE REPURCHASE AGREEMENTShare Repurchase Agreement • September 20th, 2022 • GSK PLC • Pharmaceutical preparations • New York
THIS SHARE REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of September 16, 2022, by and between Theravance Biopharma, Inc., a Cayman Islands exempted company (“Company”), and GSK Finance (No.3) plc, a public company limited by shares registered under the laws of England and Wales (“Seller”).
CONFIDENTIAL TREATMENT REQUESTEDSale and Purchase Agreement • March 18th, 2016 • Glaxosmithkline PLC • Pharmaceutical preparations
The principles of interpretation set out in Clause 1 of the Original Agreement shall have effect as if set out in this Deed, save that references to “this Agreement” shall be construed as references to “this Deed”.
August 10, 2017Underwriting Agreement • November 16th, 2017 • Glaxosmithkline PLC • Pharmaceutical preparations
as Representatives of the several Underwriters to be named in the within-mentioned Underwriting Agreement c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated
Dated 16 December 2017 GLAXOSMITHKLINE LLC and HAL V. BARRON SERVICE AGREEMENTService Agreement • March 6th, 2020 • Glaxosmithkline PLC • Pharmaceutical preparations • Pennsylvania
AGREEMENT AND PLAN OF MERGER among SMITHKLINE BEECHAM CORPORATION, GEMSTONE ACQUISITION CORPORATION and GENELABS TECHNOLOGIES, INC. Dated as of October 29, 2008Merger Agreement • November 12th, 2008 • Glaxosmithkline PLC • Pharmaceutical preparations • New York
AGREEMENT AND PLAN OF MERGER, dated as of October 29, 2008 (this “Agreement”), among SmithKline Beecham Corporation, a Pennsylvania corporation (“Parent”), Gemstone Acquisition Corporation, a California corporation and wholly-owned Subsidiary of Parent (“Purchaser”), and Genelabs Technologies, Inc., a California corporation (the “Company”).
CONFIDENTIAL TREATMENT REQUESTEDShare and Business Sale Agreement • March 18th, 2016 • Glaxosmithkline PLC • Pharmaceutical preparations
The principles of interpretation set out in Clause 1 of the Original Agreement shall have effect as if set out in this Deed, save that references to “this Agreement” shall be construed as references to “this Deed”.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • October 18th, 2006 • Glaxosmithkline PLC • Pharmaceutical preparations • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of October 8, 2006, by and between GLAXOSMITHKLINE PLC, a public limited company organized under the laws of England and Wales (“Parent”) and the undersigned stockholder (the “Stockholder”) of CNS, INC., a corporation incorporated under the laws of the State of Delaware (the “Company”).
ContractAmendment Agreement • March 6th, 2020 • Glaxosmithkline PLC • Pharmaceutical preparations
THIS AMENDMENT AGREEMENT (this “Agreement”) is made and entered into as of the 31st day of July 2019 by and among Pfizer Inc., a Delaware corporation (“Seller Parent”), GlaxoSmithKline plc, a public limited liability company incorporated under the laws of England and Wales (“Purchaser Parent”, and together with Seller Parent, the “Parents”), GlaxoSmithKline Consumer Healthcare Holdings Limited, a company incorporated under the laws of England and Wales (“Initial Purchaser”), and GlaxoSmithKline Consumer Healthcare Holdings (No.2) Limited, a company incorporated under the laws of England and Wales (“New Purchaser”, and together with Seller Parent, Purchaser Parent and Initial Purchaser, the “Parties”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the SAPA (as defined below).
Turning Point Therapeutics, Inc. Lock-Up AgreementLock-Up Agreement • November 6th, 2020 • Glaxosmithkline PLC • Pharmaceutical preparations
AGREEMENT AND PLAN OF MERGER dated as of July 16, 2012, among GLAXOSMITHKLINE PLC, H. ACQUISITION CORP. and HUMAN GENOME SCIENCES, INC.Merger Agreement • July 16th, 2012 • Glaxosmithkline PLC • Pharmaceutical preparations • Delaware
This Agreement and Plan of Merger dated as of July 16, 2012 (this “Agreement”), by and among GLAXOSMITHKLINE PLC, a public limited company organized under the laws of England and Wales (“Parent”), H. ACQUISITION CORP., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and HUMAN GENOME SCIENCES, INC., a Delaware corporation (the “Company”).
WAIVER AND ASSIGNMENT OF REGISTRATION RIGHTS AND VOTING AGREEMENTWaiver and Assignment of Registration Rights and Voting Agreement • June 22nd, 2020 • Glaxosmithkline PLC • Pharmaceutical preparations • Delaware
This WAIVER AND ASSIGNMENT OF REGISTRATION RIGHTS AND VOTING AGREEMENT (this “Agreement”) is made and entered into as of June 22, 2020, by and among GSK Finance (No.3) plc, a public limited company incorporated under the laws of England and Wales (“GSK Finance”), Glaxo Group Limited (“GGL”) and Theravance Biopharma, Inc., a Cayman Islands exempted company (the “Company” and with GSK Finance and GGL, each a “Party”).
COOPERATION AGREEMENTCooperation Agreement • June 22nd, 2020 • Glaxosmithkline PLC • Pharmaceutical preparations • New York
This COOPERATION AGREEMENT (this “Agreement”) is entered into as of June 22, 2020, by and among Theravance BIOPHARMA, Inc. (the “Company”), GlaxoSmithKline plc (“GSK”) and GSK FINANCE (NO.3) PLC (the “Issuer”).
NOVARTIS AG and GLAXOSMITHKLINE PLC DEED OF AMENDMENT AND RESTATEMENT relating to the IMPLEMENTATION AGREEMENT dated 22 April 2014 Freshfields Bruckhaus Deringer LLP London EC4Y 1HSImplementation Agreement • February 27th, 2015 • Glaxosmithkline PLC • Pharmaceutical preparations
AGREEMENT AND PLAN OF MERGERMerger Agreement • October 18th, 2006 • Glaxosmithkline PLC • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of the 8th day of October, 2006 by and among GLAXOSMITHKLINE PLC, a public limited company organized under the laws of England and Wales (“Parent”), PLATFORM ACQUISITION CORPORATION, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and CNS, INC., a Delaware corporation (“Company”).
Dated 18 September 2018 GLAXOSMITHKLINE SERVICES UNLIMITED and IAIN MACKAY SERVICE AGREEMENTService Agreement • March 15th, 2019 • Glaxosmithkline PLC • Pharmaceutical preparations • England
TENDER AND SHAREHOLDER SUPPORT AGREEMENTTender and Shareholder Support Agreement • November 12th, 2008 • Glaxosmithkline PLC • Pharmaceutical preparations • New York
This TENDER AND SHAREHOLDER SUPPORT AGREEMENT (this “Agreement”), dated October ___, 2008, is by and among SmithKline Beecham Corporation, a Pennsylvania corporation (“Parent”), Gemstone Acquisition Corporation, a California corporation and wholly-owned Subsidiary of Parent (“Purchaser”), and certain shareholders of Genelabs Technologies, Inc., a California corporation (the “Company”), set forth on Schedule A hereto (each a “Shareholder” and, collectively the “Shareholders”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 18th, 2018 • Glaxosmithkline PLC • Pharmaceutical preparations • New York
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of September 17, 2018, by and between Glaxo Group Limited, a limited company organized under the laws of England and Wales, with registered seat at 980 Great West Road, Brentford, Middlesex, TW8 9GS, United Kingdom (“Seller”), and Vifor (International) Ltd., a limited company organized under the laws of Switzerland, with residence at Rechenstrasse 21, 9014 St. Gallen, Switzerland (“Purchaser”). Seller and Purchaser may each be referred to herein singly as a “Party”, and collectively as the “Parties.”
CONFIDENTIAL DISCLOSURE AGREEMENTConfidentiality Agreement • May 2nd, 2008 • Glaxosmithkline PLC • Pharmaceutical preparations • Massachusetts
THIS CONFIDENTIAL DISCLOSURE AGREEMENT (the “Agreement”) is made and entered into as of the sixth (6th) day of February, 2006 (the “Effective Date”), by and between Sirtris Pharmaceuticals, Inc., a Delaware corporation having offices at 790 Memorial Drive, Suite 104, Cambridge, MA 02139 (“Sirtris”) and SmithKline Beecham Corporation d/b/a GlaxoSmithKline, a Pennsylvania corporation having offices at Five Moore Drive, P.O. Box 13398, Research Triangle Park, NC 27709 (“GSK”).
