0000950123-10-102900 Sample Contracts

LETTER AGREEMENT
Letter Agreement • November 9th, 2010 • Cypress Bioscience Inc • Biological products, (no disgnostic substances)

This Letter Agreement (this “Agreement”) is entered into as of August 3, 2010 (the “Effective Date”) by and between Forest Laboratories Holdings Limited (f/k/a Forest Laboratories Ireland limited), an Irish corporation (“Forest”) having its principal executive offices at Milner House, 18 Parliament Street, Hamilton, Bermuda HM12, and Cypress Bioscience, Inc., a Delaware corporation (“Cypress”), having offices at 4350 Executive Drive, Suite 325, San Diego, California, 92121, United States of America. Unless otherwise defined herein, capitalized terms shall have the respective meanings assigned to them in the License Agreement as defined below.

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ASSET PURCHASE AGREEMENT by and between CYPRESS BIOSCIENCE, INC. and MARINA BIOTECH, INC. dated as of August 25, 2010
Asset Purchase Agreement • November 9th, 2010 • Cypress Bioscience Inc • Biological products, (no disgnostic substances) • Delaware

This Asset Purchase Agreement (this “Agreement”) is made and entered into as of August 25, 2010, by and between Cypress Bioscience, Inc., a Delaware corporation (“Buyer”), and Marina Biotech, Inc., a Delaware corporation (“Seller”).

LICENSE & DEVELOPMENT AGREEMENT
Development Agreement • November 9th, 2010 • Cypress Bioscience Inc • Biological products, (no disgnostic substances) • California
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