License and Development Agreement Sample Contracts

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Portions of this exhibit marked [*] are requested to be treated confidentially. LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • May 11th, 2018 • Cerecor Inc. • Pharmaceutical preparations • New York

This LICENSE AND DEVELOPMENT AGREEMENT (the “Agreement”) is entered into as of February 16, 2018 (the “Effective Date”) by and between Cerecor, Inc., a Delaware corporation having an address at 400 East Pratt Street, Suite 606, Baltimore, MD 21202 (“Cerecor”), and Flamel Ireland Limited, operating under the trade name of Avadel Ireland, an Irish limited company having an address at Block 10-1, Blanchardstown Corporate Park, Ballycoolin, Dublin 15 Ireland (“Avadel”). Avadel and Cerecor may be referred to herein individually as a “Party” or collectively, as the “Parties.”

THIRD AMENDED AND RESTATED LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • June 2nd, 2014 • Ulthera Inc • Electromedical & electrotherapeutic apparatus • Arizona

This THIRD AMENDED AND RESTATED LICENSE AND DEVELOPMENT AGREEMENT (the “Third Restated Agreement”) is made effective as of August 26, 2013 (the “Effective Date”) by and among Guided Therapy Systems, LLC, an Arizona limited liability company (“GTS” or “Licensor”), Ardent Sound Inc., an Arizona corporation (“Ardent Sound” and, together with GTS, “Licensors”), and Ulthera, Inc., a Delaware corporation (“Ulthera” or “Licensee”). GTS or GTS and Ardent Sound, collectively, are hereinafter referred to as a “Party,” Ulthera is hereinafter referred to as a “Party,” and each of GTS, Ardent Sound and Ulthera are hereinafter collectively referred to as the “Parties.”

EX-10 6 filename6.htm EXECUTION COPY CONFIDENTIAL TREATMENT REQUESTED UNDER RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. [*****] INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE...
License and Development Agreement • May 5th, 2020 • New York

This AMENDED AND RESTATED LICENSE AND DEVELOPMENT AGREEMENT (this “Agreement”) is entered into effective as of July 11, 2013 (the “Effective Date”) by and between

LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • December 20th, 2013 • Eagle Pharmaceuticals, Inc. • Pharmaceutical preparations • New York

This LICENSE AND DEVELOPMENT AGREEMENT (this “Agreement”), is entered into as of the Effective Date by and between THE MEDICINES COMPANY, a Delaware corporation located at 8 Sylvan Way, Parsippany, N.J. 07054 (“MDCO”), and EAGLE PHARMACEUTICALS, INC., a Delaware corporation located at 470 Chestnut Ridge Road, Woodcliff Lake, New Jersey 07677 (“Eagle”).

LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • November 8th, 2013 • CymaBay Therapeutics, Inc. • Pharmaceutical preparations • California

THIS LICENSE AND DEVELOPMENT AGREEMENT is made and entered into as of June 30, 1998 (the “Effective Date”) by and between METABOLEX, INC., a Delaware corporation with a place of business at 3876 Bay Center Place, Hayward, CA 94545 (“Metabolex”), and DIATEX, INC., a Texas corporation with a place of business at 105 Elm Spring Lane, San Antonio, TX 78231 (“DiaTex”). Metabolex and DiaTex may be referred to herein as a “Party” or, collectively, as “Parties.”

FIRST AMENDMENT
License and Development Agreement • November 8th, 2013 • CymaBay Therapeutics, Inc. • Pharmaceutical preparations

This First Amendment (the “First Amendment”), dated April 15, 1999, (“Effective Date of this First Amendment”) entered by and between Metabolex, Inc., a Delaware corporation with a place of business at 3876 Bay Center Place, Hayward, CA 94545 (“Metabolex”), and DiaTex, Inc., a Texas corporation with a place of business at 105 Elm Spring Lane, San Antonio, TX 78231 (“DiaTex”) amends the License and Development Agreement by and between the same Parties, dated June 30, 1998 (the “Agreement”). Metabolex and DiaTex may be referred to herein as a “Party” or, collectively, as “Parties.”

ARTICLE 1 DEFINITIONS
License and Development Agreement • November 15th, 2004 • Novadel Pharma Inc • Pharmaceutical preparations • New York
LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • February 16th, 2016 • Acura Pharmaceuticals, Inc • Pharmaceutical preparations • New Jersey

This License and Development Agreement (“Agreement”) is made and entered into as of this June 5, 2015 (the “Effective Date”) by and between Bayer HealthCare LLC, with offices at 100 Bayer Blvd., Whippany, NJ 07981 (“Bayer”), and Acura Pharmaceuticals, Inc., with offices at 616 N. North Court, Palatine IL 60067 (“Acura”). Bayer and Acura each are referred to herein as a “Party” and collectively as the “Parties.”

Otsuka, Lundbeck sign $825 mn Alzheimer's deal
License and Development Agreement • February 6th, 2023
Confidential Treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as “***”. A complete version of this exhibit has been filed...
License and Development Agreement • November 14th, 2007 • Novadel Pharma Inc • Pharmaceutical preparations • New Jersey

THIS AMENDED AND RESTATED LICENSE AND DEVELOPMENT AGREEMENT (this “Agreement”), dated as of July 31, 2007 (the “Execution Date”), is entered into by and between NOVADEL PHARMA, INC., a Delaware corporation (“NovaDel”), and HANA BIOSCIENCES, INC., a Delaware corporation (the “Licensee”). NovaDel and Licensee each may be referred to herein individually as a “Party,” or collectively as the “Parties.”

Contract
License and Development Agreement • December 19th, 2005 • NUCRYST Pharmaceuticals Corp. • Pharmaceutical preparations • Alberta

[***] indicates that text has been omitted which is the subject of a confidential treatment request. This text has been filed separately with the SEC.

LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • August 11th, 2016 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • New York

This License and Development Agreement (“Agreement”) is made as of May 11, 2016 (the “Effective Date”) by and between BioDelivery Sciences International, Inc., a Delaware corporation with its principal offices at 4131 Parklake Avenue, Suite 225, Raleigh, North Carolina 27612 (“Parent”), its wholly-owned subsidiary Arius Pharmaceuticals, Inc., a Delaware corporation with an office at the same address (“Arius”, and together with Parent, “BDSI”), and Collegium Pharmaceutical, Inc., a Virginia corporation with its principal office at 780 Dedham Street, Suite 800, Canton, MA 02021 (“Collegium”). BDSI and Collegium are sometimes referred to collectively herein as the “Parties” or singly as a “Party.”

EX-99.2 3 c21279exv99w2.htm AMENDED AND RESTATED LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • May 5th, 2020 • Alberta

Exhibit 99.2 [***] indicates text that has been redacted. SECOND AMENDED AND RESTATED LICENSE AND DEVELOPMENT AGREEMENT This agreement made as of the 30th day of September, 2007. AMONG: NUCRYST PHARMACEUTICALS CORP., (formerly Westaim Biomedical Corp.) a corporation incorporated under the laws of Alberta, and NUCRYST PHARMACEUTICAL INC., (formerly Westaim Biomedical Inc.) a corporation incorporated under the laws of the State of Delaware in the United States of America (hereinafter collectively referred to as “Nucryst”) - and - SMITH & NEPHEW, INC., a corporation incorporated under the laws of the State of Delaware in the United States of America, and T.J. SMITH & NEPHEW LIMITED, a corporation formed and organized under the laws of England and Wales (hereinafter collectively referred to as “S&N”) WHEREAS Nucryst and S&N formed an arrangement concerning the development, promotion and sale in a specified field of use of certain products incorporating Nucryst’s nanocrystalline silver anti

Re: - Amended and Restated License and Development Agreement made as of February 20, 2002 (“License and Development Agreement”) - Distribution in Japan
License and Development Agreement • December 19th, 2005 • NUCRYST Pharmaceuticals Corp. • Pharmaceutical preparations

This letter agreement is to confirm that the Japanese Distribution Agreement (as defined in the License and Development Agreement) is to be terminated and as a result thereof, upon such termination, S&N will be entitled to exercise the rights provided for in the License and Development Agreement in relation to Japan as if the exceptions with respect thereto were not included in the License and Development Agreement, all in accordance with the terms and conditions set out in this letter agreement.

EX-10.10 2 dex1010.htm LICENSE AND DEVELOPMENT AGREEMENT Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the...
License and Development Agreement • May 5th, 2020 • Delaware

THIS LICENSE AGREEMENT (the “Agreement”) is made and entered into effective as of November 18, 2005 (the “Effective Date”) by and between CARDIOMEMS, Inc. a Delaware corporation with offices at 75 Fifth Street, N.W., Suite 440, Atlanta, GA 30308 (“CardioMEMS”), and MEDTRONIC, INC., a Minnesota corporation with offices at 710 Medtronic Parkway, Minneapolis, MN 55432 (“Medtronic”). CardioMEMS and Medtronic may be referred to herein individually as a “Party”, and collectively as the “Parties.”

EX-10.45 12 dex1045.htm LICENSE & DEVELOPMENT AGREEMENT CONFIDENTIAL TREATMENT REQUESTED LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • May 5th, 2020

This License and Development Agreement (the “Agreement”) by and between Cisco Systems, Inc., a California corporation having its principal place of business at 170 West Tasman Drive, San Jose, CA 95134 (“Cisco Parent”) on behalf of itself and its Affiliates (collectively, “Cisco”), and GlassHouse Technologies, Inc., a Delaware corporation having its principal place of business at 200 Crossing Boulevard, Framingham, Massachusetts 01702 (“GlassHouse” or “Developer”), is entered into as of the date last written below (the “Effective Date”).

Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. License and Development Agreement By and between Arrow International Limited 57 St. Christopher Street Valletta, VLT 08, Malta...
License and Development Agreement • August 8th, 2008 • Sepracor Inc /De/ • Pharmaceutical preparations • New York

This License and Development Agreement (this "Agreement"), dated as of April 30, 2008 is being entered into by and between Arrow International Limited, a Malta corporation having its principal office at 57 St. Christopher Street, Valletta, VLT 08, Malta, and its Affiliates (collectively referred to as "Arrow"), and Sepracor Inc., a corporation organized and existing under the laws of the State of Delaware and having its principal office at 84 Waterford Drive, Marlborough, MA 01752, USA ("Sepracor"). Each or both of Arrow and Sepracor are hereinafter referred to as "Party" or "Parties", as intended in the given context.

SECOND AMENDMENT TO
License and Development Agreement • October 18th, 2007 • Velcera, Inc. • Surgical & medical instruments & apparatus • New York

THIS SECOND AMENDMENT TO LICENSE AND DEVELOPMENT AGREEMENT (this "Agreement"), effective as of June 22, 2004 (the "Effective Date"), is entered into by and between NOVADEL PHARMA INC., a Delaware corporation ("NOVADEL"), and THE VETERINARY COMPANY, INC., a Delaware corporation (the "LICENSEE"). NovaDel and Licensee each may be referred to herein individually as a "Party," or collectively as the "Parties."

SECOND AMENDMENT TO LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • August 7th, 2019 • Athenex, Inc. • Pharmaceutical preparations

This SECOND AMENDMENT TO LICENSE AND DEVELOPMENT AGREEMENT (this “Second Amendment”) is made and entered into as of this 18th day of June, 2019 (“Effective Date”) by and between Athenex, Inc., a corporation organized and existing under the laws of the state of Delaware, USA, with a principal place of business at 1001 Main Street, Suite 600, Buffalo, New York 14203 (“Athenex”), Almirall S.A., a corporation organized and existing under the laws of Spain with a principal place of business at Ronda del General Mitre 151, Barcelona 08022 (“Almirall”), and Almirall LLC (formerly named, Aqua Pharmaceuticals, LLC), a limited liability company organized and existing under the laws of the Commonwealth of Pennsylvania, with a principal place of business at 707 Eagleview Blvd., Suite 200, Exton, PA 19341 (“Almirall LLC”).

LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • April 23rd, 2002 • Avi Biopharma Inc • Pharmaceutical preparations • Minnesota

THIS LICENSE AND DEVELOPMENT AGREEMENT (this "Agreement") is made and entered into as of June 20, 2001 between AVI BIOPHARMA, INC. ("AVI"), an Oregon corporation, and MEDTRONIC, INC. ("Medtronic"), a Minnesota corporation.

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RECITALS
License and Development Agreement • March 16th, 2007 • Inhibitex, Inc. • Biological products, (no disgnostic substances) • Delaware
AMENDMENT NO. 1 TO LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • August 12th, 2005 • Novadel Pharma Inc • Pharmaceutical preparations • Delaware

THIS AMENDMENT NO. 1 TO LICENSE AND DEVELOPMENT AGREEMENT (this “Amendment”), dated as of August 8, 2005, is entered into by and between NOVADEL PHARMA, INC., a Delaware corporation (“NovaDel”), and HANA BIOSCIENCES, INC., a Delaware corporation (the “Licensee”). NovaDel and Licensee each may be referred to herein individually as a “Party,” or collectively as the “Parties.”

LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • April 11th, 2006 • Avi Biopharma Inc • Pharmaceutical preparations • Indiana

THIS LICENSE AND DEVELOPMENT AGREEMENT (this “Agreement”) is made and entered into as of March 10, 2006 between AVI BIOPHARMA, INC. (“AVI”), an Oregon corporation, and COOK GROUP INCORPORATED (“Company”), an Indiana corporation.

LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • June 14th, 2024 • Iris Parent Holding Corp. • Biological products, (no disgnostic substances) • Delaware

THIS LICENSE AGREEMENT (“Agreement”) is entered into as of March 30, 2022 (the “Effective Date”), by and between InnoBation Bio Co., Ltd., a Korean company (“LICENSOR”) and Valetudo Therapeutics LLC, a Delaware company (“LICENSEE”).

Confidential Treatment Requested by BioDelivery Sciences International, Inc. IRS Employer Identification No. 35-208985 ***CONFIDENTIAL TREATMENT REQUESTED*** Note: Confidential treatment requested with respect to certain portions hereof denoted with...
License and Development Agreement • January 11th, 2012 • Biodelivery Sciences International Inc • Pharmaceutical preparations • Pennsylvania

This LICENSE AND DEVELOPMENT AGREEMENT (this “Agreement”) is made and effective as of January 5, 2012 (the “Effective Date”) by and among Arius Pharmaceuticals, Inc., a Delaware corporation (“Arius”), BioDelivery Sciences International, Inc., a Delaware corporation (“Parent”), and, to the extent deemed a party hereto pursuant to Section 15.19 hereof, Arius Two, Inc., a Delaware corporation (“Arius Two”), each having its principal office at 801 Corporate Center Drive, Suite 210, Raleigh, NC 27607 (Arius, Parent, and, to the extent deemed a party hereto pursuant to Section 15.19 hereof, Arius Two together are referred to as “BDSI”) and Endo Pharmaceuticals Inc., a Delaware corporation, having its principal office at 100 Endo Boulevard, Chadds Ford, PA 19317, USA (“Endo”) (each of Arius, Parent, and, to the extent deemed a party hereto pursuant to Section 15.19 hereof, Arius Two and Endo being a “Party,” and collectively, the “Parties”).

Confidential Treatment Requested. Confidential portions of this document have been redacted and have been separately filed with the Commission. ***** Confidential material redacted and filed separately with the Commission. LICENSE AND DEVELOPMENT...
License and Development Agreement • August 10th, 2005 • XTL Biopharmaceuticals LTD • Pharmaceutical preparations • California

THIS LICENSE AND DEVELOPMENT AGREEMENT is entered into as of the 26th day of February, 2003 (the “Effective Date”) by and between XTL BIOPHARMACEUTICALS LTD. (“XTL”), and B&C BIOPHARM CO., LTD. (“B&C”)

LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • February 6th, 2008 • Cypress Semiconductor Corp /De/ • Semiconductors & related devices • California

This License and Development Agreement (“Agreement”) is made and entered into effective as of March 24, 2006 (the “Effective Date”) by and between Simtek Corporation, a Colorado corporation, located at 4250 Buckingham Drive, Suite 100 Colorado Springs, CO 80907 (“Simtek”) and Cypress Semiconductor Corporation, a Delaware corporation, located at 3901 North 1st Street, San Jose, CA 95134 (“Cypress”), either of which may hereafter also be referred to as a “Party,” or collectively as the “Parties” hereto.

September 5, 2007 QLT USA, INC. (“QLT USA”) Fort Collins, CO 80525 Attention: Sean Moriarty Dear Sirs:
License and Development Agreement • September 10th, 2007 • Biodelivery Sciences International Inc • Pharmaceutical preparations • New York

Reference is made to the License and Development Agreement made as of September 5, 2007 by and between BioDelivery Sciences International, Inc. (“BDSI”), Arius Pharmaceutical, Inc. (“Arius”) and Meda AB (“Meda”) (the “Meda License Agreement”), a copy of which is attached hereto as Exhibit A. Unless expressly provided otherwise herein, terms defined in the Meda License Agreement shall have the same meanings herein.

AMENDMENT NO. 2 TO LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • April 2nd, 2007 • Hana Biosciences Inc • Pharmaceutical preparations • Delaware

THIS AMENDMENT NO. 2 TO LICENSE AND DEVELOPMENT AGREEMENT (this “Amendment”), dated as of May 15, 2006, is entered into by and between NovaDel Pharma, Inc., a Delaware corporation (“NovaDel”), and Hana Biosciences, Inc., a Delaware corporation (the “Licensee”). NovaDel and Licensee each may be referred to herein individually as a “Party,” or collectively as the “Parties.”

August 2, 2006 Meda AB Box 906 Pipers vag 2A Solna, Sweden Attention: Anders Lonners, CEO Dear Anders:
License and Development Agreement • August 9th, 2006 • Biodelivery Sciences International Inc • Pharmaceutical preparations

This letter will confirm our agreement with Meda that neither BDSI, Arius nor Arius Two will take any action to terminate, by mutual agreement with a third party, any agreement which would cause a termination of Meda’s rights under the License and Development Agreement and each document, instrument, agreement, license and/or sublicense related thereto, unless provision is made for Meda’s rights under the License and Development Agreement to continue undisturbed.

LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • March 17th, 2014 • Galena Biopharma, Inc. • Pharmaceutical preparations • Delaware

This License and Development Agreement (as it may be amended as provided herein, this “Agreement”) is entered into as of January 13, 2014 (the “Effective Date”) by and among Galena Biopharma, Inc., a corporation organized under the laws of the State of Delaware, U.S.A. (“Galena”), and Apthera, Inc., a Delaware corporation and wholly owned subsidiary of Galena (“Apthera” and, together with Galena, “Licensor”), each having its principal place of business at 4640 S.W. Macadam Avenue, Suite 270, Portland, Oregon, U.S.A. 97239, on the one hand, and Dr. Reddy’s Laboratories Limited, a company organized under the laws of India, having its principal place of business at Door No. 8-2-337, Road No. 3, Banjara Hills, Hyderbad 50034, Andra Pradesh, India (“Licensee”), on the other hand. Licensor and Licensee are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

AMENDMENT TO NO. 3 TO LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • April 2nd, 2007 • Hana Biosciences Inc • Pharmaceutical preparations • Delaware

THIS AMENDMENT NO. 3 TO LICENSE AND DEVELOPMENT AGREEMENT (this “Amendment”), dated as of December 22, 2006, is entered into by and between NOVADEL PHARMA, INC., a Delaware corporation (“NovaDel”), and HANA BIOSCIENCES, INC., a Delaware corporation (the “Licensee”). NovaDel and Licensee each may be referred to herein individually as a “Party,” or collectively as the “Parties.”

AGREEMENT TO AMEND LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • March 7th, 1997 • Vista Medical Technologies Inc
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