PURCHASE AND SALE AGREEMENT dated as of May 9, 2016 by and among THE MEDICINES COMPANY, CHIESI FARMACEUTICI S.P.A. and CHIESI USA, INC., solely for purposes of Article VIIPurchase and Sale Agreement • May 13th, 2016 • Medicines Co /De • Pharmaceutical preparations • Delaware
This Purchase and Sale Agreement (this “Agreement”), dated as of May 9, 2016, is entered into by and among Chiesi Farmaceutici S.p.A., a private limited company organized under the Laws of Italy (“Buyer”), The Medicines Company, a Delaware corporation (“Seller Parent”), and, solely for purposes of Article VII, Chiesi USA, Inc., a Delaware corporation and wholly owned subsidiary of Buyer (“Buyer Subsidiary”). Seller Parent and the Controlled Affiliates of Seller Parent that are party to any Transfer Document are referred to in this Agreement each as a “Seller” and collectively as “Sellers.” Seller Parent and Buyer sometimes are referred to in this Agreement collectively as the “Parties” and individually as a “Party.”
