COMMON STOCKPharmacyclics Inc • December 31st, 1997 • Pharmaceutical preparations • California
1 EXHIBIT 10.2 PHARMACYCLICS, INC. COMMON STOCK PURCHASE AGREEMENT This Common Stock Purchase Agreement (the "Agreement") is made as of February 21, 1997, by and among Pharmacyclics, Inc., a Delaware corporation (the "Company") with its principal...Common Stock Purchase Agreement • March 4th, 1997 • Pharmacyclics Inc • Pharmaceutical preparations • California
BETWEENPharmacyclics Inc • November 13th, 1997 • Pharmaceutical preparations • New York
AMENDMENT NO. 1 TO SUPPLY AGREEMENTSupply Agreement • February 14th, 1997 • Pharmacyclics Inc • Pharmaceutical preparations
Pharmacyclics, Inc. 2,200,000 Shares of Common Stock Underwriting AgreementPharmacyclics Inc • March 8th, 2013 • Pharmaceutical preparations • New York
Common StockUnderwriting Agreement • September 3rd, 1999 • Pharmacyclics Inc • Pharmaceutical preparations • New York
ADDENDUM TO STOCK OPTION AGREEMENTStock Option Agreement • May 15th, 1998 • Pharmacyclics Inc • Pharmaceutical preparations
RECITALSLicense and Supply Agreement • April 15th, 1997 • Pharmacyclics Inc • Pharmaceutical preparations • New York
1 EXHIBIT 99.3 PHARMACYCLICS, INC. STOCK OPTION AGREEMENT RECITALS A. The Board has adopted the Plan for the purpose of retaining the services of selected Employees, consultants and other independent advisors who provide services to the Corporation...Pharmacyclics Inc • May 15th, 1998 • Pharmaceutical preparations • California
WITNESSETH:Development and Supply Agreement • September 25th, 1998 • Pharmacyclics Inc • Pharmaceutical preparations • Illinois
Common StockPharmacyclics Inc • April 2nd, 2004 • Pharmaceutical preparations • Delaware
PHARMACYCLICS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • August 30th, 2004 • Pharmacyclics Inc • Pharmaceutical preparations • Delaware
This Indemnification Agreement ("Agreement") is effective as of ____________, 2004 by and between PHARMACYCLICS, INC., a Delaware corporation (the "Company"), and ___________________ ("Indemnitee").
RECITALSTermination Agreement • September 3rd, 1999 • Pharmacyclics Inc • Pharmaceutical preparations • Delaware
AGREEMENT AND PLAN OF REORGANIZATION by and among ABBVIE INC., OXFORD AMHERST CORPORATION, OXFORD AMHERST LLC and PHARMACYCLICS, INC. dated as of March 4, 2015Agreement and Plan of Reorganization • March 6th, 2015 • Pharmacyclics Inc • Pharmaceutical preparations • Delaware
This AGREEMENT AND PLAN OF REORGANIZATION (this “Agreement”), dated as of March 4, 2015, is by and among AbbVie Inc., a Delaware corporation (“Parent”), Oxford Amherst Corporation, a Delaware corporation and a direct wholly owned subsidiary of Parent (“Purchaser”), Oxford Amherst LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Parent (“Merger Sub 2” and, together with Purchaser, the “Merger Subs”), and Pharmacyclics, Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Annex A or as otherwise defined elsewhere in this Agreement unless the context clearly provides otherwise. Parent, each of the Merger Subs and the Company are each sometimes referred to herein as a “Party” and collectively as the “Parties”.
andRights Agreement • May 1st, 1997 • Pharmacyclics Inc • Pharmaceutical preparations • Delaware
SEPARATION AGREEMENTSeparation Agreement • October 31st, 2008 • Pharmacyclics Inc • Pharmaceutical preparations • California
This Separation Agreement (the "Agreement") is made effective as of September 10, 2008, by and between Richard A. Miller, M.D. ("Executive") and Pharmacyclics, Inc. (the "Company").
WITNESSETHEvaluation and License Agreement • January 28th, 1998 • Pharmacyclics Inc • Pharmaceutical preparations • California
COMMON STOCK PURCHASE AGREEMENT Dated August 21, 2006 by and between PHARMACYCLICS, INC. and AZIMUTH OPPORTUNITY LTD.Common Stock Purchase Agreement • August 21st, 2006 • Pharmacyclics Inc • Pharmaceutical preparations • New York
This COMMON STOCK PURCHASE AGREEMENT, made and entered into on this 21st day of August 2006 (this “Agreement”), by and between Azimuth Opportunity Ltd., an international business company incorporated under the laws of the British Virgin Islands (the “Investor”), and Pharmacyclics, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”).
LOAN AGREEMENTLoan Agreement • February 13th, 2009 • Pharmacyclics Inc • Pharmaceutical preparations • New York
LOAN AGREEMENT entered into as of December 30, 2008 (this "Agreement") by and between Pharmacyclics, Inc., a Delaware corporation having a principal place of business at 995 E. Arques Avenue, Sunnyvale, CA 94085-4521 (the "Company"), and Robert W. Duggan & Associates (the "Lender").
FIFTH AMENDMENT TO NEW LEASENew Lease • July 15th, 2008 • Pharmacyclics Inc • Pharmaceutical preparations
This Fifth Amendment to New Lease ("Amendment") is entered into, and dated for reference purposes, as of July 11, 2008 (the "Execution Date") by and between METROPOLITAN LIFE INSURANCE COMPANY, a New York corporation ("Metropolitan"), as Landlord ("Landlord"), and PHARMACYCLICS, INC., a Delaware corporation ("Pharmacyclics"), as Tenant ("Tenant"), with reference to the following facts ("Recitals"):
PHARMACYCLICS, INC. 2004 INCENTIVE AWARD PLAN RESTRICTED STOCK AWARD GRANT NOTICE AND RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • October 31st, 2008 • Pharmacyclics Inc • Pharmaceutical preparations • Delaware
Pharmacyclics, Inc., a Delaware corporation, (the "Company"), pursuant to its 2004 Incentive Award Plan (the "Plan"), hereby grants to the individual listed below ("Participant"), the number of shares of the Company's common stock set forth below (the "Shares"). This Restricted Stock Award is subject to all of the terms and conditions as set forth herein and in the Restricted Stock Award Agreement attached hereto as Exhibit A (the "Restricted Stock Agreement") (including without limitation the Restrictions on the Shares set forth in the Restricted Stock Agreement) and the Plan, each of which are incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Restricted Stock Agreement.
STOCK PURCHASE AGREEMENT by and among Pharmacyclics, Inc., as Issuer and Company and __________________, as Purchaser June 17, 2011Stock Purchase Agreement • June 17th, 2011 • Pharmacyclics Inc • Pharmaceutical preparations • New York
STOCK PURCHASE AGREEMENT (the “Agreement”) dated as of June 17, 2011, by and among Pharmacyclics, Inc., a Delaware corporation (the “Company”), and the person set forth on the signature page hereto (the “Purchaser”).
FIRST AMENDMENT TO PATENT LICENSE AGREEMENTPatent License Agreement • April 29th, 2005 • Pharmacyclics Inc • Pharmaceutical preparations
THIS AMENDMENT (the "Amendment") is made and entered into as of May 30, 2000 (the "Effective Date"), to the Patent License Agreement between Pharmacyclics, Inc. ("LICENSEE") and the Board of Regents ("BOARD") of the University of Texas System ("SYSTEM"), effective May 19, 1992 (the "Agreement," all capitalized terms having the meanings as defined in the Agreement).
AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • August 8th, 2013 • Pharmacyclics Inc • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED LICENSE AGREEMENT, is made and entered into as of June 28, 2013, (the “Amended and Restated Effective Date”), by Pharmacyclics, Inc., a Delaware corporation whose principal address is 995 East Arques Avenue, Sunnyvale, California 94085-4521 (“PCYC”), and Novo Nordisk Healthcare AG, a Swiss corporation whose principal address is Thurgauerstrasse 36/38, 8050 Zurich Switzerland (“Novo Nordisk”).
BUILD-OUT AND COMMERCIAL SUPPLY AGREEMENTBuild-Out and Commercial Supply Agreement • November 19th, 2013 • Pharmacyclics Inc • Pharmaceutical preparations • Delaware
This Build-Out and Commercial Supply Agreement (“Agreement”) is made as of this 1st day of May, 2013 (“Effective Date”), by and between Pharmacyclics, Inc., a Delaware corporation, with a place of business at 995 East Arques Avenue, Sunnyvale, CA 94085 (“Client”), and Catalent CTS, LLC, a Delaware limited liability company, with [**].
1 EXHIBIT 4.1 FIRST AMENDMENT TO THE RIGHTS AGREEMENT AND CERTIFICATION OF COMPLIANCE WITH SECTION 27 THEREOF Pursuant to Section 27 of the Rights Agreement (the "Agreement") dated as of April 9, 1997, between Pharmacyclics, Inc., a Delaware...Pharmacyclics Inc • December 23rd, 1998 • Pharmaceutical preparations
AMENDMENT NO. 2 TO LOAN AGREEMENTLoan Agreement • September 22nd, 2009 • Pharmacyclics Inc • Pharmaceutical preparations • New York
AMENDMENT NO. 2 to LOAN AGREEMENT entered into as of June 17, 2009 (this "Amendment") by and between Pharmacyclics, Inc., a Delaware corporation having a principal place of business at 995 E. Arques Avenue, Sunnyvale, CA 94085-4521 (the "Company"), Robert W. Duggan & Associates and Blazon Corporation Profit Sharing Plan (the "Lender");
DRUG SUPPLY AGREEMENTDrug Supply Agreement • February 16th, 2010 • Pharmacyclics Inc • Pharmaceutical preparations
Pharmacyclics and Servier have entered into a Collaboration Agreement, effective April 9, 2009 to co-develop the HDAC Inhibitor identified as [**]or PCI-24781 (Pharmacyclics). Pursuant to Section 4.3 of the Collaboration Agreement, Pharmacyclics has agreed to use “Reasonable Efforts” (as defined in the Collaboration Agreement) to manufacture or have manufactured quantities of [**]for clinical use by Servier. With this agreement (the “Agreement”), Pharmacyclics will facilitate the manufacture of a targeted amount of [**] cGMP quality [**]through its Third Party Manufacturing organizations. The terms of this Agreement shall not amend the Collaboration Agreement signed on April 9th, 2009, which specifies under Section 4.3 that a supply agreement shall be negotiated between the parties containing terms consistent with such Section 4.3 and such other terms as are reasonable and customary for arrangements of this type.
AMENDMENT NO. 2 to ASSIGNMENT AGREEMENTAssignment Agreement • May 12th, 2009 • Pharmacyclics Inc • Pharmaceutical preparations
This AMENDMENT TO ASSIGNMENT AGREEMENT ("Amendment"), effective as of March 2, 2009 (the "Amendment Date"), is made and entered into by and between PHARMACYCLICS, INC., a Delaware corporation having a place of business at 995 East Arques Avenue, Sunnyvale, California 94085, ("Pharmacyclics") and CELERA CORPORATION having a place of business at 1401 Harbor Bay Parkway, Alameda, California 94502 ("Celera"). Pharmacyclics and Celera may each be referred to herein individually as a "Party" or, collectively, as "Parties."
PHARMACYCLICS, INC. Restricted Stock Unit Agreement Granted under Amended and Restated 2004 Equity Incentive Award Plan (“Plan”) NOTICE OF GRANTRestricted Stock Unit Agreement • February 26th, 2014 • Pharmacyclics Inc • Pharmaceutical preparations • Delaware
This Restricted Stock Unit Agreement (this “Agreement”) is made as of the Agreement Date between Pharmacyclics, Inc. (the “Company”), a Delaware corporation, and the Participant.
LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF OXFORD AMHERST LLCLimited Liability Company Operating Agreement • May 26th, 2015 • Pharmacyclics Inc • Pharmaceutical preparations • Delaware
This Limited Liability Company Operating Agreement (the “Agreement”) of Oxford Amherst LLC (the “LLC”), is entered into by the sole member listed on Annex A hereto (the “Member”) effective as of the 3rd day of March, 2015.
SUPPLY AGREEMENTSupply Agreement • February 13th, 2001 • Pharmacyclics Inc • Pharmaceutical preparations
This Supply Agreement (the "Agreement") is entered into as of December 18, 2000 (the "Effective Date"), between Lonza AG, having an address at Muenchensteinerstrasse 38, CH-4002, Basel, Switzerland, and Lonza Inc., having an address at 17-17 Route 208, Fair Lawn, New Jersey 07410 (Lonza AG and Lonza Inc. are jointly referred to herein as "LONZA"), and Pharmacyclics, Inc., a Delaware corporation, having its principal executive offices at 995 E. Arques Avenue, Sunnyvale, California 94086-4521 ("PCYC"). LONZA and PCYC are sometimes referred to herein individually as a "Party" and collectively as the "Parties."
AMENDMENT NO. 3 to ASSIGNMENT AGREEMENTAssignment Agreement • May 12th, 2009 • Pharmacyclics Inc • Pharmaceutical preparations
This AMENDMENT TO ASSIGNMENT AGREEMENT ("Amendment"), effective as of March 30, 2009 (the "Amendment Date"), is made and entered into by and between PHARMACYCLICS, INC., a Delaware corporation having a place of business at 995 East Arques Avenue, Sunnyvale, California 94085, ("Pharmacyclics") and CELERA CORPORATION having a place of business at 1401 Harbor Bay Parkway, Alameda, California 94502 ("Celera"). Pharmacyclics and Celera may each be referred to herein individually as a "Party" or, collectively, as "Parties."
PHARMACYCLICS, INC. NON-EMPLOYEE DIRECTORS OPTION ELECTION STOCK OPTION AGREEMENTStock Option Agreement • February 1st, 2005 • Pharmacyclics Inc • Pharmaceutical preparations • California
Pharmacyclics, Inc. (the "Corporation") has approved and implemented the 1995 Stock Option Plan (the "Plan") pursuant to which eligible non-employee members of the Corporation's Board of Directors (the "Board) are eligible to receive stock option grants in order to provide such individuals with a meaningful incentive to continue to serve as a member of the Board. Optionee is eligible as a non-employee Board member, and this Agreement is executed pursuant to, and is intended to carry out the purposes of, the Plan in connection with a grant of a stock option to purchase shares of the Corporation's common stock ("Common Stock") under the Plan. The granted option is intended to be a non-statutory option which does not meet the requirements of Section 422 of the Internal Revenue Code.
LEASE AND LEASE TERMINATION AGREEMENTLease Agreement • September 14th, 2001 • Pharmacyclics Inc • Pharmaceutical preparations
This Lease and Lease Termination Agreement ("Agreement") is entered into as of the 14th day of June 2000, by and between Metropolitan Life Insurance Company ("Landlord") and Pharmacyclics, Inc. ("Tenant").
