Date: September 2003 ELAN CORPORATION, PLC. AND ACORDA THERAPEUTICS, INC. AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • September 29th, 2003 • Acorda Therapeutics Inc • New York
NOW, THEREFORE, in consideration of the foregoing premises and the mutual covenants herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound, the Parties hereby agree that each of the MS Agreement and the SCI Agreement, and all of the terms, conditions and provisions of the MS Agreement and the SCI Agreement, are hereby superceded and replaced and restated in their entirety by this Agreement and the Supply Agreement and the terms, conditions and provisions hereof and thereof, as of the Amendment Date, as follows and as set forth in the Supply Agreement:
ACORDA TherapeuticsEmployment Agreement • September 29th, 2003 • Acorda Therapeutics Inc • New York
We are delighted to present this letter agreement, setting out the terms of your continued employment with Acorda Therapeutics, Inc. (the “Company”) as President, Director and Chief Executive Officer. If these terms are acceptable, please sign and date the copy of this letter provided herewith and return it to me at your first convenience. If you accept the terms offered herein, this Agreement shall be deemed to be effective as of January 1, 2002 (the “Effective Date”).
Date: September 2003 ELAN CORPORATION, PLC. AND ACORDA THERAPEUTICS, INC. SUPPLY AGREEMENTSupply Agreement • September 29th, 2003 • Acorda Therapeutics Inc • New York
LICENSE AGREEMENT by and between RUSH-PRESBYTERIAN-ST. LUKE’S MEDICAL CENTER and ACORDA THERAPEUTICS, INC.License Agreement • September 29th, 2003 • Acorda Therapeutics Inc • New York
THIS LICENSE AGREEMENT effective as of September 26, 2003 (“Effective Date”), by and between RUSH-PRESBYTERIAN-ST. LUKE’S MEDICAL CENTER, an Illinois not-for-profit corporation and having its principal office at 1725 W. Harrison St. Chicago, Ill. 60612 (“RUSH”) and ACORDA THERAPEUTICS, INC., a corporation organized and existing under the laws of the State of Delaware and having its principal office at 15 Skyline Drive, Hawthorne, New York 10532 (“ACORDA”).
LICENSE AGREEMENTLicense Agreement • September 29th, 2003 • Acorda Therapeutics Inc • New York
Report royalty payment information to the Cornell Research Foundation, Inc (CRF) using the report format or facsimile attached to these instructions. This minimal information must be provided in order to correctly record royalty related events required by your license agreement with CRF.
LICENSE AGREEMENTLicense Agreement • September 29th, 2003 • Acorda Therapeutics Inc • New York
THIS LICENSE AGREEMENT (the “Agreement”) is made and entered into as of November 12, 2002 (the “Effective Date”), by and between Acorda Therapeutics, Inc., a corporation organized and existing under the laws of the State of Delaware and having a principal place of business at 15 Skyline Drive, Hawthorn, New York, USA 10532 (“Acorda”), and CeNeS Pharmaceuticals, PLC, a corporation organized and existing under the laws of the United Kingdom and having a principal place of business at Compass House, Vision Park, Chivers Way, Histon, Cambridge CB4 9ZR, England (“CeNeS”).
SECURITIES AMENDMENT AGREEMENT AMONG ELAN CORPORATION, PLC, ELAN INTERNATIONAL SERVICES, LTD. and ACORDA THERAPEUTICS, Inc.Securities Amendment Agreement • September 29th, 2003 • Acorda Therapeutics Inc • New York
IN CONSIDERATION OF THE MUTUAL COVENANTS CONTAINED HEREIN, AND OTHER GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND ADEQUACY OF WHICH ARE HEREBY ACKNOWLEDGED, IT IS HEREBY AGREED AS FOLLOWS:
RUSH PAYMENTS AGREEMENTRush Payments Agreement • September 29th, 2003 • Acorda Therapeutics Inc • New York
REFERENCE IS MADE to (i) the License Agreement effective as of September 26, 2003, by and between RUSH-PRESBYTERIAN-ST. LUKE’S MEDICAL CENTER, an Illinois not-for-profit corporation and having its principal office at 1725 W. Harrison St. Chicago, Ill. 60612 (“Rush”), and ACORDA THERAPEUTICS, INC., a corporation organized and existing under the laws of the State of Delaware and having its principal office at 15 Skyline Drive, Hawthorne, New York 10532 (“Acorda”), including the Side Agreement attached thereto as Exhibit 1.31 by and among Rush, Acorda and Elan (as defined below) (the “Side Agreement”), a copy of which is attached as Exhibit A hereto (the “Rush/Acorda License”); and (ii) the Amended and Restated License Agreement effective as of September 26, 2003 by and between Acorda and ELAN CORPORATION, PLC., a public limited company incorporated under the laws of Ireland and having its registered office at Lincoln House, Lincoln Place, Dublin 2, Ireland (“Elan”) (the “Elan/Acorda Lice
TERMINATION AND ASSIGNMENT AGREEMENT ELAN CORPORATION, PLC ELAN INTERNATIONAL SERVICES, LTD. ACORDA THERAPEUTICS, Inc. MS RESEARCH AND DEVELOPMENT CORPORATIONTermination and Assignment Agreement • September 29th, 2003 • Acorda Therapeutics Inc • New York
IN CONSIDERATION OF THE MUTUAL COVENANTS CONTAINED HEREIN, AND OTHER GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND ADEQUACY OF WHICH ARE HEREBY ACKNOWLEDGED, IT IS HEREBY AGREED AS FOLLOWS:
AMENDED AND RESTATED LICENSE AGREEMENT by and between CANADIAN SPINAL RESEARCH ORGANIZATION and ACORDA THERAPEUTICS, INC.License Agreement • September 29th, 2003 • Acorda Therapeutics Inc • New York
LICENSE AGREEMENT BETWEEN ACORDA THERAPEUTICS, INC. AND THE MAYO FOUNDATION FOR EDUCATION AND RESEARCH Dated: September 8, 2000License Agreement • September 29th, 2003 • Acorda Therapeutics Inc • Minnesota
THIS LICENSE AGREEMENT (this “Agreement”) is entered into as of September 8, 2000 (the “Effective Date”), by and between Acorda Therapeutics, Inc., a Delaware corporation, having offices at 15 Skyline Drive, Hawthorne, New York 10532, (“ACORDA”) and The Mayo Foundation for Medical Education and Research, a Minnesota charitable corporation located at 200 First Street SW, Rochester, Minnesota 55905 (“MAYO”).
LABORATORY SERVICES AGREEMENTLaboratory Services Agreement • September 29th, 2003 • Acorda Therapeutics Inc • New York
This Laboratory Services Agreement (“Agreement”) effective as of April 1, 2003 (the “Effective Date”) is between Acorda Therapeutics, Inc. with an address at 15 Skyline Drive, Hawthorne, New York 10532, USA (“Acorda”) and Cardinal Health PTS, Inc. with an address of 160 Magellan Labs Ct., Morrisville, North Carolina, USA (“Cardinal Health”).
COLLABORATION AGREEMENT by and between TEVA PHARMACEUTICAL INDUSTRIES LTD. and ACORDA THERAPEUTICS, INC.Collaboration Agreement • September 29th, 2003 • Acorda Therapeutics Inc • New York
This letter shall confirm our agreement regarding a possible collaboration agreement to develop, co-promote and commercialize in the United States (including its possessions and territories), Canada and Mexico (collectively, the “Territory”) all finished pharmaceutical products that contain Acorda’s chemical compound referred to as fampridine (the “Fampridine Agreement”).
AERES BIOMEDICAL LIMITED ACORDA THERAPEUTICSResearch Collaboration and Commercialisation Agreement • September 29th, 2003 • Acorda Therapeutics Inc • England
Certain portions of this Exhibit have been omitted pursuant to a request for confidentiality. Such omitted portions, which are marked with brackets [ ] and an asterisk*, have been separately filed with the Commission.
RXPEDITE ACORDA MARKETING SERVICES AGREEMENTMarketing Services Agreement • September 29th, 2003 • Acorda Therapeutics Inc • New York
This Marketing Services Agreement (the “Agreement”) is made effective as of September 19, 2003 (the “Effective Date”), by and between Creative Healthcare Solutions, LLC, an Ohio limited liability corporation with offices at 500 Olde Worthington Road, Westerville, Ohio 43082 (“CHS”) and Acorda Therapeutics, Inc., a Delaware corporation having its principal place of business at 15 Skyline Drive, Hawthorne, New York 10532 (“Client”).
AGREEMENT between LONZA BIOLOGICS PLC and ACORDA THERAPEUTICSAgreement • September 29th, 2003 • Acorda Therapeutics Inc • England and Wales
RXPEDITE ACORDA MARKETING SERVICES AGREEMENTMarketing Services Agreement • September 29th, 2003 • Acorda Therapeutics Inc • New York
This Marketing Services Agreement (the “Agreement”) is made effective as of September 19, 2003 (the “Effective Date”), by and between Cardinal Health PTS, Inc., a corporation with offices at 7000 Cardinal Place, Dublin, Ohio 43017 (“Cardinal Health”) and Acorda Therapeutics, Inc., a Delaware corporation having its principal place of business at 15 Skyline Drive, Hawthorne, New York 10532 (“Client”).
FIFTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 29th, 2003 • Acorda Therapeutics Inc • Delaware
This Fifth Amended and Restated Registration Rights Agreement (the “Agreement”) is made as of May 8, 2003, by and among Acorda Therapeutics, Inc., a Delaware corporation (the “Company”), and each of the persons and entities that are parties to the “Prior Agreement” (as hereafter defined), each of the “Purchasers” under the Series J Agreement that becomes a party hereto and each other person or entity that becomes a party hereto pursuant to the terms hereof (all such persons and entities are referred to herein as “Purchasers” and their names and addresses are set forth on the Schedule of Purchasers attached hereto as it may be amended from time to time).
