Skyepharma PLC Sample Contracts

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Securities Purchase Agreement • December 19th, 2003 • Skyepharma PLC • Pharmaceutical preparations • New York
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STOCK PURCHASE AGREEMENT by and between DEPOTECH CORPORATION
Stock Purchase Agreement • October 29th, 1998 • Skyepharma PLC • Pharmaceutical preparations • California
AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • November 12th, 1998 • Skyepharma PLC • Pharmaceutical preparations • California
EXHIBIT 4 AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT
Stockholders Agreement • January 22nd, 2004 • Skyepharma PLC • Pharmaceutical preparations • New York
EXHIBIT 2 SUBSCRIPTION AGREEMENT
Subscription Agreement • August 29th, 2003 • Skyepharma PLC • Pharmaceutical preparations • New York
EXHIBIT 2 AMENDMENT OF STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • June 27th, 2000 • Skyepharma PLC • Pharmaceutical preparations
RECITALS
Call Option Agreement • January 22nd, 2004 • Skyepharma PLC • Pharmaceutical preparations • New York
Exhibit A to Deposit Agreement
Deposit Agreement • June 4th, 2007 • Skyepharma PLC • Pharmaceutical preparations

The Bank of New York as depositary (hereinafter called the "Depositary"), hereby certifies that ________________________, or registered assigns IS THE OWNER OF _____________________________________

RECITALS
Omnibus Conversion Agreement • January 15th, 2004 • Skyepharma PLC • Pharmaceutical preparations • New York
VITAL LIVING REGISTRATION RIGHTS AGREEMENT
Vital Living Registration Rights Agreement • June 27th, 2006 • Skyepharma PLC • Pharmaceutical preparations • New York

This Registration Rights Agreement (the “Agreement”), dated as of June 13, 2006, is between SkyePharma PLC, a company incorporated under the laws of England and Wales (the “Holder”) and Vital Living, Inc., a Nevada corporation (the “Corporation”).

LICENSE AGREEMENT between SMITHKLINE BEECHAM plc and JAGOTEC AG and JAGO PHARMA AG
Letter Agreement • June 28th, 2004 • Skyepharma PLC • Pharmaceutical preparations

This LICENSE AGREEMENT (hereinafter "AGREEMENT"), made as of the 20th day of March, 1996 between Jagotec AG, a corporation organized under the laws of the country of Switzerland, having its principal place of business at Seestrasse 47, CH-6052, Hergiswil, Switzerland, JAGO Pharma AG, a corporation organized under the laws of the country of Switzerland, having its principal place of business at Eptingerstrasse 51, CH-4132 Muttenz, Switzerland, and SmithKline Beecham plc, a company organized under the laws of England and having its registered office at New Horizons Court, Brentford, Middlesex TW8 9EP, England, operating as SmithKline Beecham Pharmaceuticals.

AGREEMENT DATED AS OF JUNE 13, 2006 AMONG VITAL LIVING, INC., SKYEPHARMA PLC, AND VTLV LLC
Agreement • June 27th, 2006 • Skyepharma PLC • Pharmaceutical preparations • New York

WHEREAS, Skye owns $1,000,000 in aggregate principal amount of the Company’s Senior Secured Convertible Notes acquired pursuant to the Securities Purchase Agreement by and among the Company and several investors, including Skye, dated as of December 15, 2003 (as amended September 16, 2004, October 26, 2004, and November 15, 2004) (the “Convertible Notes”), and 1,000,000 shares of the Company’s Series D Preferred Stock, par value $0.001 per share, acquired pursuant to the Subscription Agreement by and between the Company and Skye, dated as of August 15, 2003 (the “Preferred Shares”);

Stock Purchase Agreement by and among Mike Ajnsztajn, Gaston Liebhaber and SkyePharma PLC Dated as of December 29, 2004
Stock Purchase Agreement • December 29th, 2004 • Skyepharma PLC • Pharmaceutical preparations • New Jersey

STOCK PURCHASE AGREEMENT (this “Agreement”) dated as of December 29, 2004 by and among Mike Ajnsztajn and Gaston Liebhaber (collectively referred to as the “Sellers” and individually as a “Seller”), and SkyePharma PLC, a company incorporated under the laws of England and Wales (the “Purchaser”).

SERVICE AGREEMENT
Service Agreement • June 30th, 2006 • Skyepharma PLC • Pharmaceutical preparations
DEVELOPMENT AND MARKETING STRATEGIC ALLIANCE AGREEMENT AMONG ENDO PHARMACEUTICALS INC. SKYEPHARMA, INC. AND SKYEPHARMA CANADA INC. DATED AS OF December 31, 2002
Development, Marketing and Strategic Alliance Agreement • June 27th, 2003 • Skyepharma PLC • Pharmaceutical preparations • New York

THIS DEVELOPMENT, MARKETING AND STRATEGIC ALLIANCE AGREEMENT (this "Agreement"), dated as of the date first written above, is entered into by and among Endo Pharmaceuticals Inc., a corporation organized and existing under the laws of Delaware, having offices located at 100 Painters Drive, Chadds Ford, PA 19317 ("Endo"), SkyePharma, Inc., a corporation organized and existing under the laws of the State of California, having offices located at 10450 Science Center Drive, San Diego, CA 92121, for itself and on behalf of its subsidiaries, if any, and SkyePharma Canada Inc., a corporation organized and existing under the laws of Canada, having offices located at 1000 chemin du Golf, Verdun, Quebec, H3E 1H4 Canada, for itself and on behalf of its subsidiaries (collectively, SkyePharma, Inc., SkyePharma Canada Inc. and the subsidiaries of SkyePharma, Inc. and SkyePharma Canada Inc., "SkyePharma").

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ASSIGNMENT AGREEMENT
Assignment Agreement • December 29th, 2004 • Skyepharma PLC • Pharmaceutical preparations • New Jersey

This ASSIGNMENT AGREEMENT, dated as of December 29, 2004 (this “Agreement”), is made and entered into by and among Mike Ajnsztajn and Gaston Liebhaber (collectively referred to as the “Assignors”) and SkyePharma PLC, a company incorporated under the laws of England and Wales (the “Purchaser”).

AMENDED AND RESTATED DEPOSIT AGREEMENT
Deposit Agreement • June 4th, 2007 • Skyepharma PLC • Pharmaceutical preparations • New York

AMENDED AND RESTATED DEPOSIT AGREEMENT dated as of July 8, 1998,June 4, 2007, among SKYEPHARMA PLC, a public limited company organized under the laws of England and Wales (herein called the Company), THE BANK OF NEW YORK, a New York banking corporation (herein called the Depositary), and all Owners and Beneficial Owners from time to time of American Depositary Receipts issued hereunder.

VITAL LIVING, INC. 5080 N. 40th Street Suite 105 Phoenix, Arizona 85018
Skyepharma PLC • December 19th, 2003 • Pharmaceutical preparations

Reference is made to the Senior Secured Convertible Note (the "Note") and the Warrant (the "Warrant"), each as entered into by and between SkyePharma PLC ("SkyePharma") and Vital Living, Inc. ("Vital Living"), on the date hereof. Vital Living hereby agrees as follows, which agreements shall be in addition to its obligations with respect to delivering the Redemption Notices, as defined in each of the Note and the Warrant, contained in the Preamble, Section 4 and Section 13 of the Note and the Section 1, Section 8 and Section 12 of the Warrant, to SkyePharma. Vital Living agrees that, in the case of Redemption Notices sent pursuant to the Preamble and Section 13 of the Note and Section 8 and Section 12 of the Warrant, but not in the case of Section 4 of the Note, upon conclusion of the twenty (20) business day notice period specified in such sections, if SkyePharma has not provided written notice to Vital Living indicating that it is electing to accept the price for redemption specified

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