CERTAIN IDENTIFIED. INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. OMISSIONS ARE IDENTIFIED AS [***]
CERTAIN IDENTIFIED. INFORMATION HAS BEEN OMITTED FROM THIS DOCUMENT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED, AND HAS BEEN MARKED “[***]” TO INDICATE WHERE OMISSIONS HAVE BEEN MADE. SECOND AMENDMENT TO LICENSE AGREEMENT This SECOND AMENDMENT TO LICENSE AGREEMENT (this “Amendment”) is made and entered into as of November 4, 2016 (“Amendment Two Effective Date”) by and between Singular Genomics Systems Inc. (“Company”) and The Trustees of Columbia University in the City of New York (“Columbia”).
CERTAIN IDENTIFIED. INFORMATION HAS
CERTAIN IDENTIFIED. INFORMATION MARKED WITH [***] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS NOT MATERIAL AND IS OF THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE AND CONFIDENTIAL.
CERTAIN IDENTIFIED. INFORMATION MARKED WITH [***] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS NOT MATERIAL AND IS OF THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE AND CONFIDENTIAL. Execution Version
CERTAIN IDENTIFIED. INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. OMISSIONS ARE IDENTIFIED AS [***] obligations hereunder, and this Agreement has been duly executed and delivered on behalf of such Party, and constitutes a legal, valid, and binding obligation of such Party that is enforceable against it in accordance with its terms, except as enforcement may be affected by bankruptcy, insolvency or other similar laws and by general principles of equity.
CERTAIN IDENTIFIED. INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. OMISSIONS ARE IDENTIFIED AS [***] to the Receiving Party’s Representatives who (a) have a need to know such Confidential Information in connection with the performance of the Receiving Party’s obligations or the exercise of the Receiving Party’s rights under this Agreement and (b) have agreed in writing to non-disclosure and non-use provisions with respect to such Confidential Information that are at least as restrictive as those set forth in this Article 7.
CERTAIN IDENTIFIED. INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. OMISSIONS ARE IDENTIFIED AS [***] Exhibit A – Development Plan [See attached.] *** CERTAIN IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. OMISSIONS ARE IDENTIFIED AS [***] Exhibit B – Development Budget [See attached.] *** CERTAIN IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. OMISSIONS ARE IDENTIFIED AS [***] Exhibit C – Press Release OPKO and Pfizer Enter into Global Agreement for OPKO’s Long-Acting Human Growth Hormone (hGH-CTP) • [hGH-CTP in global clinical development for the treatment of pediatric and adult growth hormone deficiency (GHD) • hGH-CTP has potential to reduce dosing frequency of human growth hormone to single weekly injection from current standard of daily injection • OPKO to receive upfront payment of $295 million and eligible to receive up to an additional $275 million upon achievement of regulatory milestones • Pfizer to obtain exclusive license to commercialize hGH-CTP globally Miami, FL, and New York, NY, December [XX] - OPKO Health, Inc. (NYSE:OPK) and Pfizer Inc. (NYSE: PFE) announced today that they have entered into a worldwide agreement for the development and commercialization of OPKO’s long-acting hGH-CTP for the treatment of growth hormone deficiency (GHD) in adults and children, as well as for the treatment of growth failure in children born small for gestational age (SGA) who fail to show catch-up growth by 2 years of age. hGH-CTP has the potential to reduce the required dosing frequency of human growth hormone to a single weekly injection from the current standard of one injection per day. hGH-CTP is currently in a global phase 3 trial in adults and a global phase 2 trial in children and has orphan drug designation in the U.S. and Europe for both adults and children with GHD. Under the terms of the agreement, OPKO will receive upfront payment of $295 million and is eligible to receive up to an additional $275 million upon the achievement of certain regulatory milestones. Pfizer will receive the exclusive license to commercialize hGH-CTP worldwide. In addition, OPKO is eligible to receive initial royalty payments associate...
CERTAIN IDENTIFIED. INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. OMISSIONS ARE IDENTIFIED AS [***]. [***] · [***] [***] [***] o [***] [***] [***] o [***] [***] CERTAIN IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. OMISSIONS ARE IDENTIFIED AS [***]. [***] [***] [***] [***] [***] [***] [***] [***] · [***] [***] [***] · [***] [***] CERTAIN IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. OMISSIONS ARE IDENTIFIED AS [***].
CERTAIN IDENTIFIED. INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. SUCH EXCLUDED INFORMATION HAS BEEN MARKED WITH “[***]”. This Investment Agreement (the “Agreement”) is made on 9 November 2022 between: (1) Vodafone GmbH, a limited liability company incorporated under the laws of Germany, reg-istered with the commercial register of the local court of Düsseldorf under register number HRB 38062, whose registered office is at Xxxxxxxxx-Xxxxx-Xxxxx 0, 00000 Xxxxxxxxxx, Xxx-xxxx, – herein also referred to as “VF Germany” – and (2) SCUR-Alpha 1539 GmbH (in future: Oak Consortium GmbH), a limited liability company incorporated under the laws of Germany, registered with the commercial register of the local court of Munich under register number HRB 278102, whose registered office is at c/o Latham & Xxxxxxx LLP, Xxxxxxxxxxxxxxxx 0, 00000 Xxxxxxxxxx, Xxxxxxx, – herein also referred to as “Investor” – VF Germany and the Investor are herein also referred to as the “Parties” and each of them as a “Party”. Preamble (A) Vodafone Group Plc is the parent company of VF Group, an international group providing telecommunication and technology services. (B) VF Germany is a wholly-owned indirect subsidiary of Vodafone Group Plc providing tele-communication and technology services in the German market. (C) VTG is the parent company of a European group of companies operating and marketing vertical passive mobile communications network infrastructure. The registered share capital of VTG of EUR 505,782,265.00 is divided in 505,782,265 no-par value shares (nennwertlose Stückaktien). VTG’s shares are listed on the regulated market (regulierter Markt) of the Frankfurt Stock Exchange with simultaneous listing in the subsegment of the regulated mar-ket with additional post-admission obligations (Prime Standard) of the Frankfurt Stock Ex-change. (D) At the date of this Agreement, VF Germany holds 413,347,708 no-par value shares in VTG (the “VF VTG-Shares”), corresponding to a shareholding of approx. 81.72% in VTG. The VF VTG-Shares are held by VF Germany in two separate securities deposits: 275,000,000 of the VF VTG-Shares are held in one sub-account (the “VF Sub-Account 1 VTG-Shares”) and 138,347,708 VF VTG-Shares are held in another sub-account (the “VF Sub-Account 2 VTG-Shares”). (E) The Investor is a German limited liability company which is indirectly jointly controlled by Global Infrastructure Management, LLC...
