Biohaven Pharmaceutical Holding Co Ltd. Sample Contracts

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BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD. COMMON SHARES, WITHOUT PAR VALUE UNDERWRITING AGREEMENT
Underwriting Agreement • April 24th, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • New York
AGREEMENT AND PLAN OF MERGER by and among PFIZER INC., BULLDOG (BVI) LTD. and BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD., Dated as of May 9, 2022
Agreement and Plan of Merger • May 11th, 2022 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of May 9, 2022, is by and among Pfizer Inc., a Delaware corporation (“Parent”), Bulldog (BVI) Ltd., a British Virgin Islands business company limited by shares with BVI company number 2097955 formed under the laws of the territory of the British Virgin Islands and a wholly owned subsidiary of Parent (“Merger Sub”), and Biohaven Pharmaceutical Holding Company Ltd., a British Virgin Islands business company limited by shares with BVI company number 1792178 formed under the laws of the territory of the British Virgin Islands (the “Company”).

EMPLOYMENT AGREEMENT
Employment Agreement • April 3rd, 2018 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Connecticut

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of May 5, 2017, by and between BIOHAVEN PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and JAMES ENGELHART, an individual resident of the State of Connecticut (the “Executive”).

WARRANT No. 3
Shareholders’ Agreement • April 7th, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Virgin Islands

THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR QUALIFIED UNDER ANY STATE OR FOREIGN SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED OR ASSIGNED UNLESS (I) A REGISTRATION STATEMENT COVERING SUCH SHARES IS EFFECTIVE UNDER THE ACT AND IS QUALIFIED UNDER APPLICABLE STATE AND FOREIGN LAW OR (II) THE TRANSACTION IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS UNDER THE ACT AND THE QUALIFICATION REQUIREMENTS UNDER APPLICABLE STATE AND FOREIGN LAW AND, IF THE CORPORATION REQUESTS, AN OPINION SATISFACTORY TO THE CORPORATION TO SUCH EFFECT HAS BEEN RENDERED BY COUNSEL.

INDEMNIFICATION AGREEMENT
Indemnification Agreement • May 1st, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • New York

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of May [ ], 2017 between Biohaven Pharmaceutical Holding Company Ltd., a BVI business company formed under the laws of the Territory of the British Virgin Islands (the “Company”), and [FULL NAME] (“Indemnitee”).

THE GENERAL HOSPITAL CORPORATION EXCLUSIVE PATENT LICENSE AGREEMENT MGH Agreement No: 221771 MGII Case No: 21125
Exclusive Patent License Agreement • April 24th, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Massachusetts

This License Agreement (“Agreement”) is made as of the 13 day of September, 2014 (“Effective Date”), by and between BioHaven Pharmaceutical Holding Company, a British Virgin Island corporation, having a principal place of business at Suite 304 / 234 Church Street / New Haven CT 06510 (“Company”) and The General Hospital Corporation, d/b/a Massachusetts General Hospital, a not-for-profit Massachusetts corporation, with a principal place of business at 55 Fruit Street, Boston, Massachusetts 02114 (“Hospital”), each referred to herein individually as a “Party” and collectively as the “Parties”.

EXCLUSIVE LICENSE AGREEMENT between Biohaven Pharmaceutical Holding Co. Ltd and RUTGERS, THE STATE UNIVERSITY OF NEW JERSEY
Exclusive License Agreement • April 24th, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • New Jersey

THIS LICENSE AGREEMENT (the “Agreement”) is made and is effective as of June 15, 2016, (the “Effective Date”) between Rutgers, The State University of New Jersey, having its statewide Office of Research Commercialization at 33 Knightsbridge Road, Piscataway, NJ 08854, (hereinafter “Rutgers”), and Biohaven Pharmaceutical Holding Co. Ltd, a corporation having a principal place of business at an address of c/o Maples Corporate Services (BVI) Limited, P.O. Box 173, Kingston Chambers, Road Town, Tortola, British Virgin Islands (hereinafter “Licensee”, and together with Rutgers the “Parties”, and each individually a “Party”).

ALS BIOPHARMA AGREEMENT
Biopharma Agreement • April 24th, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Virgin Islands

THIS AGREEMENT (the “Agreement”) by and among ALS Biopharma, LLC, a Delaware limited liability company having a place of business at 3805 Old Easton Road, Doylestown, PA 18902 (“ALS”), Fox Chase Chemical Diversity Center Inc., a Delaware corporation having a place of business at 3805 Old Easton Road, Doylestown, PA 18902 (“FCCDC”) and Biohaven Pharmaceutical Holding Company, Ltd., a British Virgin Island company with a business office located at 234 Church Street, Suite 301, New Haven, Connecticut 06520 (“Biohaven”) is effective as of the date of final execution (“EFFECTIVE DATE”).

EMPLOYMENT AGREEMENT
Employment Agreement • May 1st, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Virgin Islands

This Employment Agreement (the “Agreement”) is effective as of May 2, 2016 by and between Biohaven Pharmaceutical Holding Company Ltd., a company formed under the laws of the Territory of the British Virgin Islands (the “Company”), and James Engelhart an individual resident of the State of Connecticut (the “Executive”).

ZYDIS® DEVELOPMENT AND LICENSE AGREEMENT (Riluzole)
Quality Agreement • April 24th, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Delaware

This Zydis® Development and License Agreement (“Agreement”) is made as of this 9th day of March, 2015 (“Effective Date”), by and between Biohaven Pharmaceutical Holding Company Ltd., a corporation duly formed under the laws of the British Virgin Islands (“Client”), and Catalent U.K. Swindon Zydis Limited, a company organized under the laws of Scotland (registered number SC070961), with a place of business at Frankland Road, Blagrove, Swindon, Wiltshire, UK SN5 8YG (“Catalent”) and Client are sometimes referred to in this Agreement as the “Parties” and individually as a “Party”.

BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD. Common Shares (without par value) Having an Aggregate Offering Price of up to Equity Distribution Agreement
Equity Distribution Agreement • December 23rd, 2020 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • New York

Biohaven Pharmaceutical Holding Company Ltd., a British Virgin Islands business company (the “Company”), confirms its agreement (this “Agreement”) with Goldman Sachs & Co. LLC, Piper Sandler & Co. LLC, SVB Leerink LLC, Canaccord Genuity LLC, Mizuho Securities USA LLC, Wedbush Securities Inc., and William Blair & Company L.L.C. (each a “Manager” and, collectively, the “Managers”) as follows:

MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among BIOHAVEN THERAPEUTICS LTD., KNOPP BIOSCIENCES LLC, CHANNEL BIOSCIENCES, LLC and BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD., solely for the purpose of Section 9.14 Dated as of FEBRUARY 24, 2022...
Membership Interest Purchase Agreement • May 10th, 2022 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Delaware

This MEMBERSHIP INTEREST PURCHASE AGREEMENT (including the exhibits and schedules hereto, each as amended or restated from time to time, this “Agreement”), dated as of February 24, 2022 (the “Execution Date”), is made by and among Biohaven Therapeutics Ltd., a BVI business company formed under the laws of the territory of the British Virgin Islands and a wholly-owned subsidiary of Parent (“Buyer”), Knopp Biosciences LLC, a Delaware limited liability company (“Seller”), Channel Biosciences, LLC, a Delaware limited liability company and newly-formed, wholly-owned subsidiary of Seller (the “Company”), and, solely for the purposes of Section 9.14, Biohaven Pharmaceutical Holding Company Ltd., a BVI business company formed under the laws of the territory of the British Virgin Islands (“Parent”). All of the signatories to this Agreement are collectively referred to as the “Parties.”

EMPLOYMENT AGREEMENT
Employment Agreement • February 26th, 2020 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Connecticut

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made as of February 1, 2014 by and between Biohaven Pharmaceuticals, Inc., a Delaware corporation with an office at 234 Church Street, Suite 304, New Haven, Connecticut 06510 and its affiliates and subsidiaries (collectively the “Company”) and Ms. Kimberly A. Gentile (the “Executive”) of 7 Timber Lane Ellington, CT 06029 (telephone 860-871-1905 and email: kimberly.gentile@hotmail.com).

SUBSCRIPTION AGREEMENT dated as of October 5, 2017 by and between Kleo Pharmaceuticals, Inc. and Biohaven Pharmaceutical Holding Company Ltd. Common Stock US$0.0001 par value
Subscription Agreement • October 12th, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Delaware

THIS SUBSCRIPTION AGREEMENT, dated as of October 5, 2017 (this “Agreement”), is between Kleo Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Biohaven Pharmaceutical Holding Company Ltd., a company formed under the laws of the Territory of the British Virgin Islands (the “Investor”).

LICENCE AGREEMENT
Confidential Treatment • April 7th, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Delaware

This License Agreement (the “Agreement”) is made and entered into effective as of 5 October 2016 (the “Effective Date”) by and between AstraZeneca AB, a company incorporated in Sweden under no. 556011-7482 with its registered office at SE-151 85 Sodertalje, Sweden and with offices at SE-431 83 Molndal, Sweden (“AstraZeneca”) and BioHaven Pharmaceutical Holding Company Ltd. a British Virgin Islands business corporation with a registered office address of P.O. Box 173, Kingston Chambers, Road Town, Tortola, British Virgin Islands (“Licensee”). AstraZeneca and Licensee are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD. Share Option Agreement
Share Option Agreement • April 7th, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Virgin Islands

This Share Option Agreement (this “Agreement”), dated as of the Grant Date, is between Biohaven Pharmaceutical Holding Company Ltd., a corporation formed under the laws of the Territory of the British Virgin Islands (the “Company”), and [ ] (the “Optionee”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 12th, 2018 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of March 9, 2018 by and among Biohaven Pharmaceutical Holding Company Ltd., a British Virgin Islands business company (the “Company”), and the Investors identified on Exhibit A attached hereto (each an “Investor” and collectively the “Investors”).

BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD. INVESTORS’ RIGHTS AGREEMENT October 28, 2016
Investors’ Rights Agreement • April 7th, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Virgin Islands

THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 28th day of October, 2016, by and among Biohaven Pharmaceutical Holding Ltd., a company formed under the laws of the Territory of the British Virgin Islands (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” each of the shareholders listed on Schedule B hereto, each of whom is referred to herein as a “Key Holder” and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 5.9 hereof.

CREDIT AGREEMENT
Credit Agreement • April 7th, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • New York

THIS CREDIT AGREEMENT (this Agreement”) is entered into as of August 30, 2016, by and between BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD., a BVI business company incorporated under the laws of the British Virgin Islands (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Bank”).

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LICENSE AGREEMENT
License Agreement • November 14th, 2018 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Delaware

This License Agreement (the "Agreement") is made and entered into effective as of September 04, 2018 (the "Effective Date") by and between AstraZeneca AB, a company incorporated in Sweden under no. 556011-7482 with its registered office at SE-151 85 Sodertalje, Sweden and with offices at SE-431 83 Molndal, Sweden ("AstraZeneca") and Biohaven Therapeutics Ltd. British Virgin Business Corporation with offices at 215 Church Street, Haven, CT 06510 ("Licensee"). AstraZeneca and Licensee are sometimes referred to herein individually as a "Party" and collectively as the "Parties."

LICENSE AGREEMENT between BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD. and BRISTOL-MYERS SQUIBB COMPANY CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS EXHIBIT. THE COPY FILED HEREWITH OMITS THE INFORMATION SUBJECT TO A CONFIDENTIALITY...
License Agreement • April 7th, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • New York

THIS LICENSE AGREEMENT (this “Agreement”) is made and entered into as of the date last signed by a party below (the “Effective Date”), by and between Bristol-Myers Squibb Company, a Delaware corporation, headquartered at 345 Park Avenue, New York, New York 10154 (“BMS”), and Biohaven Pharmaceutical Holding Company Ltd., a British Virgin Islands business company, with its registered office address of P.O. Box 173, Kingston Chambers, Road Town, Tortola, British Virgin Islands (“Company”). BMS and Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD. COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • June 25th, 2018 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • New York

THIS COMMON STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of June 18, 2018 (the “Execution Date”) by and between Biohaven Pharmaceutical Holding Company Ltd., a business company organized under the laws of the British Virgin Islands (the “Company”), and RPI Finance Trust, a Delaware statutory trust (the “Investor”).

TERM NOTE
Biohaven Pharmaceutical Holding Co Ltd. • April 7th, 2017 • Pharmaceutical preparations • New York

FOR VALUE RECEIVED, the undersigned BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD., a BVI business company incorporated under the laws of the British Virgin Islands (“Borrower”), promises to pay to the order of WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Bank”), at its office at 101 Federal Street, Suite 2020, Boston, Massachusetts, 02110, or at such other place as the holder hereof may designate, in lawful money of the United States of America and in immediately available funds, the principal sum of Five Million Dollars ($5,000,000), or so much thereof as may be advanced and be outstanding pursuant to the terms of the Credit Agreement, as defined herein, with interest thereon, to be computed on each advance from the date of its disbursement as set forth herein.

EMPLOYMENT AGREEMENT
Employment Agreement • December 9th, 2021 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Connecticut

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of December 8, 2021 (the “Effective Date”), by and between BIOHAVEN PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and MATTHEW BUTEN, an individual resident of the State of New York (the “Executive”).

Funding Agreement By and Between Biohaven Pharmaceutical Holding Company Ltd. and RPI 2019 Intermediate Finance Trust Dated as of August 7, 2020
Funding Agreement • November 9th, 2020 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • New York
AMENDMENT to LICENSE AGREEMENT between BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD. and BRISTOL-MYERS SQUIBB COMPANY
License Agreement • August 14th, 2018 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations

This AMENDMENT (this “Amendment”) dated as of the date last signed by a party below (the “Amendment Date”) is made to the License Agreement dated July 8, 2016 (the “License Agreement”) between Bristol-Myers Squibb Company, a Delaware corporation, headquartered at 345 Park Avenue, New York, New York 10154 (“BMS”), and Biohaven Pharmaceutical Holding Company Ltd., a British Virgin Islands business company, with its registered office address of P.O. Box 173, Kingston Chambers, Road Town, Tortola, British Virgin Islands (“Company”). BMS and Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

AGREEMENT AND PLAN OF MERGER BY AND AMONG BIOHAVEN PHARMACEUTICAL HOLDING COMPANY, LTD., BIOHAVEN THERAPEUTICS LTD., KLEO ACQUISITION, INC., KLEO PHARMACEUTICALS, INC. AND Shareholder Representative Services LLC, AS THE STOCKHOLDERS’ REPRESENTATIVE...
Agreement and Plan of Merger • January 8th, 2021 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of January 1, 2021, by and among Biohaven Therapeutics Ltd., a company formed under the laws of the territory of the British Virgin Islands (“Parent”), Biohaven Pharmaceutical Holding Company, Ltd., a company formed under the laws of the territory of the British Virgin Islands (“Ultimate Parent”), Kleo Acquisition, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), Kleo Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the representative, agent and attorney-in-fact of the Indemnifying Stockholders (the “Stockholders’ Representative”) (each of Parent, Ultimate Parent, Merger Sub, the Company and the Stockholders’ Representative, are sometimes referred to herein as a “Party,” and collectively, as the “Parties”).

SECURITIES PURCHASE AGREEMENT BETWEEN KLEO PHARMACEUTICALS, INC. AND BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LIMITED. Dated as of August 29, 2016
Securities Purchase Agreement • June 14th, 2017 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • Delaware

THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) dated as of August 29, 2016 between KLEO PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD., a corporation duly formed under the laws of the Territory of the British Virgin Islands (“Biohaven” or the “Purchaser”).

PRV TRANSFER AGREEMENT BY AND BETWEEN BIOHAVEN PHARMACEUTICAL HOLDING LTD AND GW RESEARCH, LTD. March 15, 2019
PRV Transfer Agreement • March 18th, 2019 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • New York

This PRV TRANSFER AGREEMENT (this “Agreement”) is made and entered into as of March 15, 2019 (the “Effective Date”), by and between Biohaven Pharmaceutical Holding Ltd, including its Affiliates (collectively “Buyer”) and GW Research, Ltd., including its Affiliates (collectively, “Seller”). Buyer and Seller may hereinafter be referred to individually as a “Party” and collectively as the “Parties”.

AMENDMENT NO. 1 TO FUNDING AGREEMENT
Funding Agreement • November 9th, 2020 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • New York

This Amendment No. 1 to Funding Agreement (this “Amendment”), is entered into on August 7, 2020, by and between Biohaven Pharmaceutical Holding Company Ltd., a business company organized under the laws of the British Virgin Islands (the “Seller”), Biohaven Pharmaceuticals Ireland DAC, a designated activity company organized under the laws of Ireland (“BPID”, and together with the Seller, the “Seller Entities”), and RPI Finance Trust, a Delaware statutory trust (the “Buyer”) and amends that certain Funding Agreement dated June 18, 2018 (the “Funding Agreement”) by and between the Seller and the Buyer. Capitalized terms used and not otherwise defined herein shall have the meaning ascribed to such terms in the Funding Agreement.

BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD. SERIES B PREFERRED SHARE PURCHASE AGREEMENT
Series B Preferred Share Purchase Agreement • November 9th, 2020 • Biohaven Pharmaceutical Holding Co Ltd. • Pharmaceutical preparations • New York

THIS SERIES B PREFERRED SHARE PURCHASE AGREEMENT (the “Agreement”) is made as of August 7, 2020 (the “Execution Date”) by and between Biohaven Pharmaceutical Holding Company Ltd., a BVI business company organized under the laws of the British Virgin Islands (the “Company”), and RPI 2019 Intermediate Finance Trust, a Delaware statutory trust (the “Investor”).

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