TRADEMARK ASSIGNMENT
THIS TRADEMARK ASSIGNMENT is made this 4th day of November, 1996
by Xxxxxxx Pharma, Inc. ("Assignor"), a Delaware corporation,
with its principal place of business at 0000 Xxxx Xxxxxx Xxxx
Xxxx, Xxxxxx, Xxxxxxxxx 00000.
WHEREAS, Assignor is willing, in connection with certain other
transactions being consummated on the date hereof pursuant to the
Asset Purchase Agreement, dated October 31, 1996, by and between
Assignor and Cypros Pharmaceutical Corporation, a California
corporation, with its principal place of business at 0000 Xxxxx
Xxxxxx Xxxx, Xxxxxxxx, Xxxxxxxxxx 00000 ("Assignee"), to assign
to Assignee all of Assignor's right, title and interest in and to
the Trademark and the Registration of such Trademark listed on
Schedule I hereto (collectively, the "Trademark"); and
WHEREAS, Assignee desires to acquire all of Assignor's right,
title and interest in and to the Trademark.
NOW, THEREFORE, for good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, Assignor hereby
sells, assigns, transfers and sets over to Assignee, its
successors, legal representatives and assigns, all of Assignor's
right, title and interest in and to the Trademark (including,
without limitation, all proceeds thereof and the rights to xxx
for past, present and future infringements), together with the
good will of the business symbolized by the Trademark, the same
to be held and enjoyed by Assignee, for its own use and on behalf
of its successors, legal representatives and assigns, to the full
end of the term for which such Trademark has been granted, as
fully and entirely as the same would have been held and enjoyed
by Assignor, had this sale and assignment not been made.
Assignor hereby requests the Commissioner of Patents and
Trademarks, in each of the jurisdictions in which the Trademark
is registered, to record Assignee as the owner of such Trademark
and to issue such Trademark to Assignee, for the sole use and
enjoyment of Assignee, its successors, legal representatives and
assigns.
XXXXXXX PHARMA, INC.
(Signature)
Name/Title
STATE OF ) SS.
COUNTY OF )
On this 4th day of November, 1996, personally before me came
known to me, and known to me to be the person described in and
who signed the foregoing assignment, and being duly sworn,
acknowledged that he executed the same.
NOTARY PUBLIC
(Signature)
My Commission Expires:
Schedule I
Application Registration
Trademark Country Number Number
Ethamolin United States 520081 1374539
