Glaxosmithkline PLC Sample Contracts

INDENTURE among
Glaxosmithkline PLC • April 7th, 2004 • Pharmaceutical preparations • New York
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INDENTURE among
Glaxosmithkline PLC • April 7th, 2004 • Pharmaceutical preparations • New York
TRANSACTION
Glaxosmithkline PLC • May 22nd, 2002 • Pharmaceutical preparations
TRANSACTION
Glaxosmithkline PLC • February 16th, 2007 • Pharmaceutical preparations
TRANSACTION
Glaxosmithkline PLC • February 16th, 2007 • Pharmaceutical preparations
EXHIBIT 1.4 UNDERWRITING AGREEMENT
Glaxosmithkline PLC • April 7th, 2004 • Pharmaceutical preparations • New York
THE RIGHTS OF OWNERS TO DIRECT THE VOTING SHARES MAY BE RESTRICTED AS DESCRIBED IN PARAGRAPH 11 BELOW EXHIBIT A TO DEPOSIT AGREEMENT
Glaxosmithkline PLC • December 12th, 2007 • Pharmaceutical preparations

The Bank of New York as depositary (hereinafter called the “Depositary”), hereby certifies that ________, or registered assigns IS THE OWNER OF ___________

ISDA(R) International Swap Dealers Association, Inc. MASTER AGREEMENT
Isda Master Agreement • May 22nd, 2002 • Glaxosmithkline PLC • Pharmaceutical preparations • New York
AGREEMENT AND PLAN OF MERGER among SMITHKLINE BEECHAM CORPORATION, FOUNTAIN ACQUISITION CORPORATION and SIRTRIS PHARMACEUTICALS, INC. Dated as of April 22, 2008
Agreement and Plan of Merger • May 2nd, 2008 • Glaxosmithkline PLC • Pharmaceutical preparations • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of April 22, 2008 (this “Agreement”), among SmithKline Beecham Corporation, a Pennsylvania corporation (“Parent”), Fountain Acquisition Corporation, a Delaware corporation and wholly-owned Subsidiary of Parent (“Purchaser”), and Sirtris Pharmaceuticals, Inc., a Delaware corporation (the “Company”).

VOTING AND SUPPORT AGREEMENT
Voting and Support Agreement • October 18th, 2006 • Glaxosmithkline PLC • Pharmaceutical preparations • Delaware

This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of October 8, 2006, by and between GLAXOSMITHKLINE PLC, a public limited company organized under the laws of England and Wales (“Parent”) and the undersigned stockholder (the “Stockholder”) of CNS, INC., a corporation incorporated under the laws of the State of Delaware (the “Company”).

STOCK AND ASSET PURCHASE AGREEMENT by and among PFIZER INC., GLAXOSMITHKLINE PLC and GLAXOSMITHKLINE CONSUMER HEALTHCARE HOLDINGS LIMITED DATED AS OF DECEMBER 19, 2018
Stock and Asset Purchase Agreement • March 15th, 2019 • Glaxosmithkline PLC • Pharmaceutical preparations • New York

This STOCK AND ASSET PURCHASE AGREEMENT, dated as of December 19, 2018 (this “Agreement”), is by and among Pfizer Inc., a Delaware corporation (“Seller Parent”), GlaxoSmithKline Plc, a public limited company incorporated under the laws of England (“Purchaser Parent”, and together with Seller Parent, the “Parents”), and GlaxoSmithKline Consumer Healthcare Holdings Limited, a company incorporated under the laws of England (“Purchaser,” and together with the Parents, the “Parties”).

CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [***], HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.
Second Amendment Agreement • March 10th, 2023 • GSK PLC • Pharmaceutical preparations

THIS SECOND AMENDMENT AGREEMENT (this “Agreement”) is made and entered into as of the 1st day of June 2022, by and among (1) Pfizer Inc., a Delaware corporation (“Seller Parent”), (2) GSK plc, a public limited liability company incorporated under the laws of England and Wales (“Purchaser Parent”, and together with Seller Parent, the “Parents”), (3) GlaxoSmithKline Consumer Healthcare Holdings (No.2) Limited, a company incorporated under the laws of England and Wales (“New Purchaser”), and (4) Haleon plc, a company incorporated under the laws of England and Wales (“New Purchaser Parent”, and together with New Purchaser, Seller Parent and Purchaser Parent, the “Parties”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the SAPA (as defined below).

CONFIDENTIAL TREATMENT REQUESTED
Contribution Agreement • March 18th, 2016 • Glaxosmithkline PLC • Pharmaceutical preparations
Dated 27 February 2008 GLAXOSMITHKLINE SERVICES UNLIMITED and ANDREW P. WITTY SERVICE AGREEMENT
Service Agreement • February 29th, 2008 • Glaxosmithkline PLC • Pharmaceutical preparations • England
Dated 29 March, 2017 GLAXOSMITHKLINE SERVICES UNLIMITED and EMMA N. WALMSLEY SERVICE AGREEMENT
Service Agreement • March 15th, 2019 • Glaxosmithkline PLC • Pharmaceutical preparations • England
Lock-Up Agreement
Letter Agreement • July 22nd, 2020 • Glaxosmithkline PLC • Pharmaceutical preparations • New York

This letter agreement (“Agreement”) is being delivered to you in connection with the proposed Underwriting Agreement (the “Underwriting Agreement”) among Nkarta, Inc., a Delaware corporation (the “Company”) and Cowen and Company, LLC (“Cowen”), Evercore Group L.L.C. and Stifel, Nicolaus & Company, Incorporated, as representatives (the “Representatives”) of a group of underwriters (collectively, the “Underwriters”), to be named therein, and the other parties thereto (if any), relating to the proposed public offering of shares of the common stock, par value $0.0001 per share (the “Common Stock”) of the Company.

SHARE REPURCHASE AGREEMENT
Share Repurchase Agreement • September 20th, 2022 • GSK PLC • Pharmaceutical preparations • New York

THIS SHARE REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of September 16, 2022, by and between Theravance Biopharma, Inc., a Cayman Islands exempted company (“Company”), and GSK Finance (No.3) plc, a public company limited by shares registered under the laws of England and Wales (“Seller”).

CONFIDENTIAL TREATMENT REQUESTED
Sale and Purchase Agreement • March 18th, 2016 • Glaxosmithkline PLC • Pharmaceutical preparations

The principles of interpretation set out in Clause 1 of the Original Agreement shall have effect as if set out in this Deed, save that references to “this Agreement” shall be construed as references to “this Deed”.

August 10, 2017
Glaxosmithkline PLC • November 16th, 2017 • Pharmaceutical preparations

as Representatives of the several Underwriters to be named in the within-mentioned Underwriting Agreement c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated

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Dated 16 December 2017 GLAXOSMITHKLINE LLC and HAL V. BARRON SERVICE AGREEMENT
Service Agreement • March 6th, 2020 • Glaxosmithkline PLC • Pharmaceutical preparations • Pennsylvania
AGREEMENT AND PLAN OF MERGER among SMITHKLINE BEECHAM CORPORATION, GEMSTONE ACQUISITION CORPORATION and GENELABS TECHNOLOGIES, INC. Dated as of October 29, 2008
Agreement and Plan of Merger • November 12th, 2008 • Glaxosmithkline PLC • Pharmaceutical preparations • New York

AGREEMENT AND PLAN OF MERGER, dated as of October 29, 2008 (this “Agreement”), among SmithKline Beecham Corporation, a Pennsylvania corporation (“Parent”), Gemstone Acquisition Corporation, a California corporation and wholly-owned Subsidiary of Parent (“Purchaser”), and Genelabs Technologies, Inc., a California corporation (the “Company”).

CONFIDENTIAL TREATMENT REQUESTED
Share and Business Sale Agreement • March 18th, 2016 • Glaxosmithkline PLC • Pharmaceutical preparations

The principles of interpretation set out in Clause 1 of the Original Agreement shall have effect as if set out in this Deed, save that references to “this Agreement” shall be construed as references to “this Deed”.

VOTING AND SUPPORT AGREEMENT
Voting and Support Agreement • October 18th, 2006 • Glaxosmithkline PLC • Pharmaceutical preparations • Delaware

This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of October 8, 2006, by and between GLAXOSMITHKLINE PLC, a public limited company organized under the laws of England and Wales (“Parent”) and the undersigned stockholder (the “Stockholder”) of CNS, INC., a corporation incorporated under the laws of the State of Delaware (the “Company”).

Contract
Amendment Agreement • March 6th, 2020 • Glaxosmithkline PLC • Pharmaceutical preparations

THIS AMENDMENT AGREEMENT (this “Agreement”) is made and entered into as of the 31st day of July 2019 by and among Pfizer Inc., a Delaware corporation (“Seller Parent”), GlaxoSmithKline plc, a public limited liability company incorporated under the laws of England and Wales (“Purchaser Parent”, and together with Seller Parent, the “Parents”), GlaxoSmithKline Consumer Healthcare Holdings Limited, a company incorporated under the laws of England and Wales (“Initial Purchaser”), and GlaxoSmithKline Consumer Healthcare Holdings (No.2) Limited, a company incorporated under the laws of England and Wales (“New Purchaser”, and together with Seller Parent, Purchaser Parent and Initial Purchaser, the “Parties”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the SAPA (as defined below).

Dated December 21, 2010 GLAXOSMITHKLINE LLC and MONCEF SLAOUI SERVICE AGREEMENT
Service Agreement • March 4th, 2011 • Glaxosmithkline PLC • Pharmaceutical preparations • Pennsylvania
Turning Point Therapeutics, Inc. Lock-Up Agreement
Glaxosmithkline PLC • November 6th, 2020 • Pharmaceutical preparations
AGREEMENT AND PLAN OF MERGER dated as of July 16, 2012, among GLAXOSMITHKLINE PLC, H. ACQUISITION CORP. and HUMAN GENOME SCIENCES, INC.
Agreement and Plan of Merger • July 16th, 2012 • Glaxosmithkline PLC • Pharmaceutical preparations • Delaware

This Agreement and Plan of Merger dated as of July 16, 2012 (this “Agreement”), by and among GLAXOSMITHKLINE PLC, a public limited company organized under the laws of England and Wales (“Parent”), H. ACQUISITION CORP., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and HUMAN GENOME SCIENCES, INC., a Delaware corporation (the “Company”).

COOPERATION AGREEMENT
Cooperation Agreement • June 22nd, 2020 • Glaxosmithkline PLC • Pharmaceutical preparations • New York

This COOPERATION AGREEMENT (this “Agreement”) is entered into as of June 22, 2020, by and among Theravance BIOPHARMA, Inc. (the “Company”), GlaxoSmithKline plc (“GSK”) and GSK FINANCE (NO.3) PLC (the “Issuer”).

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • October 18th, 2006 • Glaxosmithkline PLC • Pharmaceutical preparations • Delaware

THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of the 8th day of October, 2006 by and among GLAXOSMITHKLINE PLC, a public limited company organized under the laws of England and Wales (“Parent”), PLATFORM ACQUISITION CORPORATION, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and CNS, INC., a Delaware corporation (“Company”).

TENDER AND SHAREHOLDER SUPPORT AGREEMENT
Tender and Shareholder Support Agreement • November 12th, 2008 • Glaxosmithkline PLC • Pharmaceutical preparations • New York

This TENDER AND SHAREHOLDER SUPPORT AGREEMENT (this “Agreement”), dated October ___, 2008, is by and among SmithKline Beecham Corporation, a Pennsylvania corporation (“Parent”), Gemstone Acquisition Corporation, a California corporation and wholly-owned Subsidiary of Parent (“Purchaser”), and certain shareholders of Genelabs Technologies, Inc., a California corporation (the “Company”), set forth on Schedule A hereto (each a “Shareholder” and, collectively the “Shareholders”).

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • September 18th, 2018 • Glaxosmithkline PLC • Pharmaceutical preparations • New York

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of September 17, 2018, by and between Glaxo Group Limited, a limited company organized under the laws of England and Wales, with registered seat at 980 Great West Road, Brentford, Middlesex, TW8 9GS, United Kingdom (“Seller”), and Vifor (International) Ltd., a limited company organized under the laws of Switzerland, with residence at Rechenstrasse 21, 9014 St. Gallen, Switzerland (“Purchaser”). Seller and Purchaser may each be referred to herein singly as a “Party”, and collectively as the “Parties.”

CONFIDENTIAL DISCLOSURE AGREEMENT
Confidential Disclosure Agreement • May 2nd, 2008 • Glaxosmithkline PLC • Pharmaceutical preparations • Massachusetts

THIS CONFIDENTIAL DISCLOSURE AGREEMENT (the “Agreement”) is made and entered into as of the sixth (6th) day of February, 2006 (the “Effective Date”), by and between Sirtris Pharmaceuticals, Inc., a Delaware corporation having offices at 790 Memorial Drive, Suite 104, Cambridge, MA 02139 (“Sirtris”) and SmithKline Beecham Corporation d/b/a GlaxoSmithKline, a Pennsylvania corporation having offices at Five Moore Drive, P.O. Box 13398, Research Triangle Park, NC 27709 (“GSK”).

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