RELEASE AGREEMENTRelease Agreement • July 14th, 2022 • Theravance Biopharma, Inc. • Pharmaceutical preparations • New York
This Release Agreement (“Agreement”) is made as of July 13, 2022 by and among (i) Innoviva, Inc., a Delaware corporation (“Innoviva”), (ii) Innoviva TRC Holdings LLC, a Delaware limited liability company (“Innoviva Seller”), (iii) Royalty Pharma Investments 2019 ICAV, an Irish collective asset-management vehicle (the “Purchaser”), (iv) Theravance Respiratory Company, LLC, a Delaware limited liability company (the “Company”), (v) Theravance Biopharma, Inc., a Cayman Islands exempted company (“Theravance”) and (vi) Theravance Biopharma US Holdings, Inc., a Delaware corporation (“Theravance US Holdings”) and Triple Royalty Sub II LLC, a Delaware limited liability company (“Triple II” and together with Theravance US Holdings, the “Theravance Equity Holders”). Each of the persons and entities referenced in the preceding sentence may be referred to herein collectively as the “parties” and individually as a “party.”
EQUITY PURCHASE AND FUNDING AGREEMENT BY AND BETWEEN THERAVANCE BIOPHARMA, INC. AND ROYALTY PHARMA INVESTMENTS 2019 ICAV JULY 13, 2022Release Agreement • July 14th, 2022 • Theravance Biopharma, Inc. • Pharmaceutical preparations • New York
This EQUITY PURCHASE AND FUNDING AGREEMENT, dated as of July 13, 2022 (this “Agreement”), is entered into by and between Theravance Biopharma, Inc., a Cayman Islands exempted company (the “Seller”), and Royalty Pharma Investments 2019 ICAV, an Irish collective asset-management vehicle (the “Purchaser”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in Section 1 below.
MASTER CONSENTTermination Agreement and Release • July 14th, 2022 • Theravance Biopharma, Inc. • Pharmaceutical preparations • Delaware
This Master Consent (this “Agreement”) is entered into as of July 13, 2022 by and among (i) Glaxo Group Limited, a private company limited by shares registered under the laws of England and Wales (“GSK”), (ii) Theravance Biopharma, Inc., a Cayman Islands exempted company (“Theravance Biopharma”), and (iii) Royalty Pharma Investments 2019 ICAV, an Irish collective asset-management vehicle (the “Purchaser”). GSK, Theravance Biopharma and the Purchaser are referred to in this Agreement individually as a “Party” and collectively as the “Parties”.
