AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger and Reorganization • May 3rd, 2017 • Oncogenex Pharmaceuticals, Inc. • In vitro & in vivo diagnostic substances
This Amendment No. 1 to Agreement and Plan of Merger and Reorganization (this “Amendment”) is made as of May 3, 2017 by and among OncoGenex Pharmaceuticals, Inc., a Delaware corporation (“Arrow”), Ash Acquisition Sub, Inc., a Delaware corporation (“Merger Sub 1”), Ash Acquisition Sub 2, Inc., a Delaware corporation (“Merger Sub 2”; together with Merger Sub 1, “Merger Subs”), and Achieve Life Science, Inc. (the “Company”) in certain respects that certain Agreement and Plan of Merger and Reorganization (the “Merger Agreement”), dated as of January 5, 2017, previously entered into by and among Arrow, Merger Sub 1, Merger Sub 2 and the Company. Capitalized terms used but not defined in this Amendment shall have the meanings given to such terms in the Merger Agreement.
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • May 3rd, 2017 • Oncogenex Pharmaceuticals, Inc. • In vitro & in vivo diagnostic substances • Delaware
This License Agreement (the “Agreement”) is made and entered into as of May 26, 2009 (“Effective Date”) by and between Sopharma Joint Stock Company, a publicly listed company formed under the laws of Bulgaria, registered in Sofia City Court under No 19359, located at 16 IIiensko shosse str, 1220 Sofia, Bulgaria (“Sopharma”) and Extab Corporation, a corporation organized under the laws of the State of Delaware, whose principal place of business is at Corporation Trust Centre, 1209 Orange Street, Wilmington, Delaware 19801, USA (“Extab”). Sopharma and Extab are sometimes each hereinafter referred to as a “Party” or collectively as “Parties.”
CONSULTING AGREEMENTConsulting Agreement • May 3rd, 2017 • Oncogenex Pharmaceuticals, Inc. • In vitro & in vivo diagnostic substances • Delaware
THIS CONSULTING AGREEMENT (this “Agreement”) is entered into and is effective as of the 17th day of September, 2015 between Ricanto Limited (“Consultant”), residing at Century House, Wargrave Road, Henley-on-Thames, Oxfordshire RG9 2LT and EXTAB PHARMA, INC., a Delaware corporation (the “Company”).
DATED May 14, 2015 Technical and Quality AgreementTechnical and Quality Agreement • May 3rd, 2017 • Oncogenex Pharmaceuticals, Inc. • In vitro & in vivo diagnostic substances
COMMERCIAL AGREEMENT ON SUPPLY OF PHARMACEUTICAL PRODUCTSCommercial Agreement • May 3rd, 2017 • Oncogenex Pharmaceuticals, Inc. • In vitro & in vivo diagnostic substances • Delaware
Extab Corporation whose registered address is at Corporation Trust Centre, 1200 Orange Street Wilmington, Delaware 19801, USA (hereinafter referred to as “EXTAB”)
