0001104659-05-015726 Sample Contracts

PUBLIC HEALTH SERVICE THIRD AMENDMENT TO EXCLUSIVE LICENSE AGREEMENT (L-068-2002/0)
Exclusive License Agreement • April 8th, 2005 • Paligent Inc • Biological products, (no disgnostic substances)

This amendment of the Exclusive Patent License L-068-2002/0 (“Agreement”), A-155-2005 (“Third Amendment”), is made between the National Institutes of Health (“NIH”), the Centers for Disease Control and Prevention (“CDC”), or the Food and Drug Administration (“FDA”), hereinafter singly or collectively referred to as (“PHS”), agencies of the United States Public Health Service within the Department of Health and Human Services (“DHHS”) through the Office of Technology Transfer, NIH, having an address at 6011 Executive Boulevard, Suite 325, Rockville, Maryland 20852-3804, U.S.A. and Procept, Inc., having offices at the address indicated on the Signature Page, hereinafter referred to as “Licensee”.

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ASSIGNMENT AND TERMINATION AGREEMENT by and between PALIGENT INC. and INDEVUS PHARMACEUTICALS, INC.
Assignment and Termination Agreement • April 8th, 2005 • Paligent Inc • Biological products, (no disgnostic substances) • New York

THIS ASSIGNMENT AND TERMINATION AGREEMENT (“Agreement”) is entered into as of December 14, 2004 but is effective as of September 27, 2004 (“Effective Date”), by and between PALIGENT INC. (formerly Heavenlydoor.com, Inc.), a corporation organized and existing under the laws of the State of Delaware and having its principal office at 10 East 53rd Street, 33rd Floor, New York, New York 10022 (“PALIGENT”) and INDEVUS PHARMACEUTICALS INC. (formerly Interneuron Pharmaceuticals, Inc.), a corporation organized and existing under the laws of the State of Delaware and having its principal office at 99 Hayden Avenue, Suite 200, Lexington, Massachusetts 02421 (“INDEVUS”).

Agreement
License Agreement • April 8th, 2005 • Paligent Inc • Biological products, (no disgnostic substances) • New York

This Agreement effective as of the 9th day of March 2005 (the “Effective Date”) is entered into by and between Keryx Biopharmaceuticals, Inc., a Delaware corporation having an office at 750 Lexington Avenue, 26th Floor, New York, NY 10022 (“Keryx”), Procept, Inc., a Delaware Corporation having an office at 10 East 53rd Street, 33rd Floor, New York, NY 10022 (“Procept”), and the United States Public Health Service, an agency of the United States Government, having an address at Office of Technology Transfer, National Institute of Health, 6011 Executive Boulevard, Suite 325, Rockville, MA 20852-2804 (“PHS”). Each of Keryx, Procept and PHS shall be referred to as a Party and collectively as the Parties.

PUBLIC HEALTH SERVICE SECOND AMENDMENT TO EXCLUSIVE LICENSE AGREEMENT L-068-2002/0
Exclusive License Agreement • April 8th, 2005 • Paligent Inc • Biological products, (no disgnostic substances)

This Amendment A-065-2003 (“Second Amendment”) of the Exclusive Patent License L-068-02/0 (“Agreement”), and of the First Amendment L-068-02/1 (“First Amendment”) of the Agreement, is made between the National Institutes of Health (“NIH”), the Centers for Disease Control and Prevention (“CDC”), or the Food and Drug Administration (“FDA”), hereinafter singly or collectively referred to as (“PHS”), agencies of the United States Public Health Service within the Department of Health and Human Services (“DHHS”) through the Office of Technology Transfer, NIH, having an address at 6011 Executive Boulevard, Suite 325, Rockville, Maryland 20852-3804, U.S.A. and Procept, Inc., having offices at the address indicated on the Signature Page, hereinafter referred to as “Licensee”.

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