INSMED Inc Sample Contracts

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AGREEMENT ---------
Purchase Agreement • February 11th, 2000 • Insmed Inc • Virginia
FIRST AMENDMENT TO AMENDED AND RESTATED LICENSE AGREEMENT
License Agreement • March 24th, 2000 • Insmed Inc • Pharmaceutical preparations • Virginia
AGREEMENT ---------
Indemnification Agreement • February 11th, 2000 • Insmed Inc • Delaware
10,000,000 Shares INSMED INCORPORATED Common Stock, Par Value $0.01 Per Share UNDERWRITING AGREEMENT
Underwriting Agreement • May 13th, 2021 • INSMED Inc • Pharmaceutical preparations • New York
and
Rights Agreement • May 17th, 2001 • Insmed Inc • Pharmaceutical preparations • Virginia
UNAUDITED PRO FORMA CONDENSED COMBINED CONSOLIDATED FINANCIAL STATEMENTS (in thousands, except per share data)
Insmed Inc • January 14th, 2011 • Pharmaceutical preparations

Insmed Incorporated, a Virginia corporation (“Insmed” or the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Transave, Inc., a Delaware corporation (“Transave Inc.”), certain wholly owned subsidiaries of the Company and the Stockholders Agent (as defined in the Merger Agreement) on December 1, 2010, pursuant to which one of the Company’s wholly owned subsidiaries was merged with and into Transave Inc., with Transave Inc. as the surviving corporation and, immediately thereafter and as part of an integrated transaction, Transave Inc. was merged with and into Transave, LLC, a Delaware limited liability company and a wholly owned subsidiary of the Company (“Transave LLC”), with Transave LLC as the surviving company (collectively, the “merger”). As a result of the merger, the separate corporate existence of Transave Inc. ceased to exist and Transave LLC survived the merger as a wholly owned subsidiary of the Company. For purposes hereof, “Transave” mea

Subtenant SUBLEASE ____________________________
Insmed Inc • May 3rd, 2001 • Pharmaceutical preparations
13,750,000 Shares INSMED INCORPORATED Common Stock, Par Value $0.01 Per Share UNDERWRITING AGREEMENT
Underwriting Agreement • October 20th, 2022 • INSMED Inc • Pharmaceutical preparations • New York
LOAN AGREEMENT Dated as of October 19, 2022 among INSMED INCORPORATED (as Borrower, and a Credit Party), THE GUARANTORS SIGNATORY HERETO OR OTHERWISE PARTY HERETO FROM TIME TO TIME (as additional Credit Parties), BIOPHARMA CREDIT PLC (as Collateral...
Loan Agreement • October 27th, 2022 • INSMED Inc • Pharmaceutical preparations • New York

THIS LOAN AGREEMENT (this “Agreement”), dated as of October 19, 2022 (the “Closing Date”) by and among INSMED INCORPORATED, a Virginia corporation (as “Borrower” and a Credit Party), the Guarantors signatory hereto or otherwise party hereto from time to time, as additional Credit Parties, BIOPHARMA CREDIT PLC, a public limited company incorporated under the laws of England and Wales with company number 10443190 (as the “Collateral Agent”), BPCR LIMITED PARTNERSHIP, a limited partnership established under the laws of England and Wales with registration number LP020944 (as a “Lender”) and BIOPHARMA CREDIT INVESTMENTS V (MASTER) LP, a Cayman Islands exempted limited partnership acting by its general partner, BioPharma Credit Investments V GP LLC (as a “Lender”), provides the terms on which each Lender shall make, and Borrower shall repay, the Credit Extensions (as hereinafter defined). The parties hereto agree as follows:

EMPLOYMENT AGREEMENT
Employment Agreement • February 25th, 2020 • INSMED Inc • Pharmaceutical preparations • New Jersey

This Employment Agreement (“Agreement”) is effective on the 17th day of March 2014, by and between Insmed Incorporated, a Virginia corporation (the “Company”), and John Goll (hereinafter, the “Executive”).

INSMED INCORPORATED Common Stock Purchase Warrant
Insmed Inc • March 16th, 2005 • Pharmaceutical preparations • New York

INSMED INCORPORATED, a Virginia corporation, hereby certifies that, for value received, , or registered assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company at any time or from time to time before 5:00 p.m., New York City time, on the Expiration Date (such capitalized term and all other capitalized terms used herein having the respective meanings provided herein), fully paid and nonassessable shares of Common Stock at a purchase price per share equal to the Purchase Price. The number of such shares of Common Stock and the Purchase Price are subject to adjustment as provided in this Warrant.

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5.5% SENIOR CONVERTIBLE NOTE DUE 2008-2010 OF INSMED INCORPORATED
Insmed Inc • March 16th, 2005 • Pharmaceutical preparations • New York
AND
Development and Operating Agreement • February 11th, 2000 • Insmed Inc • New York
AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • May 5th, 2022 • INSMED Inc • Pharmaceutical preparations • New Jersey

This Amended and Restated Employment Agreement (“Agreement”) is effective on April 1, 2022 (the “Effective Date”), by and between Insmed Incorporated, a Virginia corporation (“Insmed”), and Sara Bonstein (hereinafter, the “Executive” and collectively with Insmed, the “Parties”). When referring to the Executive, the term “he” or “she” throughout this Agreement is intended to be gender neutral.

SALES AGREEMENT
Sales Agreement • February 22nd, 2024 • INSMED Inc • Pharmaceutical preparations • New York

Insmed Incorporated, a Virginia corporation (the “Company”), confirms its agreement (this “Agreement”) with Leerink Partners LLC (the “Agent”), as follows:

AGREEMENT
Agreement • March 16th, 2005 • Insmed Inc • Pharmaceutical preparations • Virginia

This Agreement dated as of , is entered into by and between (“Employee”) and Insmed Incorporated, a Virginia corporation (“Insmed”).

INSMED INCORPORATED NON-QUALIFIED STOCK OPTION AGREEMENT UNDER THE 2019 INCENTIVE PLAN
Insmed Incorporated • February 25th, 2021 • INSMED Inc • Pharmaceutical preparations • Virginia

THIS AGREEMENT dated this [_____], between INSMED INCORPORATED, a Virginia corporation (the "Company"), and [_____] ("Participant"), is made pursuant and subject to the provisions of the Insmed Incorporated 2019 Incentive Plan, as amended (the "Plan"), a copy of which has been made available to the Participant. All terms used herein that are defined in the Plan have the same meaning given them in the Plan.

LICENSE AGREEMENT
License Agreement • October 29th, 2020 • INSMED Inc • Pharmaceutical preparations • New York

This License Agreement (this "Agreement") effective as of the 25th day of April, 2008 ("Effective Date"), is between PARI Pharma GmbH, a German corporation with a principal place of business at Moosstrasse 3, D-82319 Starnberg, Germany ("PARI") and Transave, Inc., a Delaware corporation with registered offices at 11 Deer Park Drive, Suite 117, Monmouth Jct., NJ 08852, United States of America (“Transave”). Each of PARI and Transave shall be referred to as a “Party,” and collectively the “Parties.”

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • April 30th, 2020 • INSMED Inc • Pharmaceutical preparations

This Second Amendment to EMPLOYMENT AGREEMENT (this “Second Amendment”), is made and entered into as of July 31, 2019 (the “Effective Date”) by and between Insmed Incorporated, a Virginia corporation (the “Company”), and S. Nicole Schaeffer (the “Executive”) (each of the Executive and the Company, a “Party”, and collectively, the “Parties”).

INSMED INCORPORATED RESTRICTED UNIT AWARD AGREEMENT UNDER THE 2019 INCENTIVE PLAN FOR MEMBERS OF THE BOARD OF DIRECTORS
Insmed Incorporated • February 25th, 2021 • INSMED Inc • Pharmaceutical preparations

Pursuant to the Insmed Incorporated 2019 Incentive Plan (the “Plan”) as amended through the date hereof and this Restricted Stock Unit Award Agreement (this “Agreement”), Insmed Incorporated (the “Company”) hereby grants an award of [AMOUNT] restricted stock units (the “Restricted Stock Units” or the “RSU Award”) to the individual named above (the “Grantee”). The RSU Award shall be referred to herein as the “Award.” Subject to the restrictions and conditions set forth herein and in the Plan, the Grantee shall receive the number of Restricted Stock Units specified above.

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • February 27th, 2015 • INSMED Inc • Pharmaceutical preparations • New York

This Stock Purchase Agreement (this “Agreement”) is dated as of December 15, 2014 (the “Effective Date”), by and between Insmed Incorporated, a Virginia corporation (the “Company”), and Hercules Technology Growth Capital, Inc. (the “Purchaser”).

INSMED INCORPORATED RESTRICTED UNIT AWARD AGREEMENT
Insmed Incorporated • August 3rd, 2017 • INSMED Inc • Pharmaceutical preparations

Pursuant to the Insmed Incorporated 2017 Incentive Plan (the “Plan”) as amended through the date hereof and this Restricted Stock Unit Award Agreement (this “Agreement”), Insmed Incorporated (the “Company”) hereby grants an award of restricted stock units (the “Restricted Stock Units” or the “RSU Award”) to the individual named above (the “Grantee”). The RSU Award shall be referred to herein as the “Award.” Subject to the restrictions and conditions set forth herein and in the Plan, the Grantee shall receive the number of Restricted Stock Units specified above.

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