SUPPLY AGREEMENTSupply Agreement • November 14th, 2007 • Antigenics Inc /De/ • Biological products, (no disgnostic substances) • Delaware
This supply agreement is made by and between Aquila Biopharmaceuticals, Inc., a Delaware corporation having offices at 175 Crossing Boulevard, Framingham, MA 01702 (“Aquila”) Neuralab Limited, a company incorporated in Bermuda, do EISL 1025 St. James Court, Flatts, Smiths, FLO4, Bermuda (“Neuralab”), and Elan Pharmaceuticals, Inc., a Delaware corporation having offices at 800 Gateway Boulevard, South San Francisco, California 94080 (“Elan”) each singularly a “Party” and collectively the “Parties” with reference to the following:
LICENSE AGREEMENTLicense Agreement • November 14th, 2007 • Antigenics Inc /De/ • Biological products, (no disgnostic substances) • Delaware
This license agreement is made by and between Aquila Biopharmaceuticals, Inc., a Delaware corporation having offices at 175 Crossing Boulevard, Framingham, MA 01702 (“Aquila”), Neuralab Limited, a company incorporated in Bermuda, do EISL 1025 St. James Court, Flatts, Smiths, FLO4, Bermuda (“Neuralab”) and Elan Biopharmaceuticals, Inc., a Delaware corporation having offices at 800 Gateway Boulevard, South San Francisco, California 94080 (“Elan”), (each singularly a “Party” and collectively the “Parties”) with reference to the following:
Binding Letter of Intent July 20, 2007 GlaxoSmithKline Biologicals SA Attention: President and General Manager Dear Sir:Manufacturing Technology Transfer and Supply Agreement • November 14th, 2007 • Antigenics Inc /De/ • Biological products, (no disgnostic substances) • Massachusetts
Reference is made to that certain Manufacturing Technology Transfer and Supply Agreement by and between Antigenics Inc., a Massachusetts corporation (“Antigenics”) and GlaxoSmithKline Biologicals SA (“GSK”) dated July 6, 2006 (the “Supply Agreement”). This binding letter of intent (“Letter”) will confirm our prior discussions regarding amending the Supply Agreement and entering into a business arrangement to relieve the Parties of their respective purchase and supply obligations under the Supply Agreement (the “Proposed Transaction”). This Letter supersedes any prior letters or discussions regarding the Proposed Transaction. This Letter is intended to create binding legal and contractual obligations of the Parties with respect to matters set forth herein, and upon the breach by a Party of its obligations in any material respect, the injured Party shall have such rights and remedies with respect thereto as are available to it under applicable law. Capitalized terms not defined herein sh
THIS CONSENT TO ASSIGNMENT AND GUARANTEE is made on 12th September, 2007 BY:Consent to Assignment and Guarantee • November 14th, 2007 • Antigenics Inc /De/ • Biological products, (no disgnostic substances) • Delaware
