INDEMNIFICATION AGREEMENTIndemnification Agreement • May 1st, 2007 • Eurand N.V. • Delaware
This Indemnification Agreement, dated as of , 2007 is made by and between Eurand, N.V., a public company with limited liability, organized and existing under the laws of the Netherlands (the “Company”), EA Acquisitions Corp., a Delaware corporation and wholly owned subsidiary of the Company (the “Guarantor”) and (the “Indemnitee”).
Eurand N.V. Ordinary Shares UNDERWRITING AGREEMENT dated May , 2007 Deutsche Bank Securities Inc. Lehman Brothers Inc.Underwriting Agreement • May 1st, 2007 • Eurand N.V. • New York
AMENDMENT NO. 1 TO THE EXCLUSIVE DEVELOPMENT/LICENSE/SUPPLY AGREEMENTSupply Agreement • May 1st, 2007 • Eurand N.V.
This Amendment No. 1 to the Exclusive Development/License/Supply Agreement (this “Amendment”) is entered into as of March 23, 2007 (the “Effective Date”), by and between Eurand S.p.A. (f/k/a Eurand International S.p.A, a corporation organized under the laws of Italy, with its principal offices at Via Martin Luther King, 13-20060 Pessano con Bornago, Milan, Italy (“EURAND”) and Axcan Scandipharm, Inc., a corporation incorporated in the State of Delaware, with its principal offices at 22 Inverness Center Parkway, Birmingham, Alabama 35242 USA (“SCANDIPHARM”). Eurand and SCANDIPHARM may be referred to herein individually as a “Party” and collectively as the “Parties.”
This agreement is made on • 2007, between:Agreement • May 1st, 2007 • Eurand N.V.
EXCLUSIVE DEVELOPMENT/LICENSE/SUPPLY AGREEMENT between EURAND INTERNATIONAL S.p.A., Via Martin Luther King, 13 20060 Pessano con Bornago (Milan) (Italy) and AXCAN SCANDIPHARM, INC. 22, Inverness Center Parkway Birmingham, AL 35242 (U.SA.) for EURAND...Supply Agreement • May 1st, 2007 • Eurand N.V. • New York
THIS EXCLUSIVE DEVELOPMENT/LICENSE/SUPPLY AGREEMENT, effective as of the date the last party to sign executes this agreement, between EURAND INTERNATIONAL S.p.A., a corporation organized under the laws of Italy, with its principal offices at Via Martin Luther King, 13 –20060 Pessano con Bornago (Milan) (“EURAND”) and AXCAN SCANDIPHARM, INC., a corporation incorporated in the state of Delaware with its principal offices at 22 Inverness Center Parkway, Birmingham, AL 35242 (“SCANDIPHARM”) (hereafter referred to individually as the “Party” or collectively as the “Parties”).
MASTER DEVELOPMENT AGREEMENTMaster Development Agreement • May 1st, 2007 • Eurand N.V. • New York
This Master Development Agreement (the “Agreement”) is made as of December 09, 2005 (the “Effective Date”) by and between WARNER-LAMBERT COMPANY LLC, a Delaware limited liability company with its principal offices located at 201 Tabor Road, Morris Plains, New Jersey 07950 (“Warner”), and EURAND, INC., a Nevada corporation with its principal offices located at 845 Center Drive, Vandalia, OH 45377 (“Eurand”).
DEVELOPMENT, LICENSE AMD CONTRACT MANUFACTURING AGREEMENT Dated as of July 3, 2000 between EURAND AMERICA, INC. 84 Center Drive Vandalia, Ohio 45377 and ECR Pharmaceuticals 3969 Deep Rock Road Richmond, VA 23233 for EXTENDED RELEASE CYCLOBENZAPRINEDevelopment, License Amd Contract Manufacturing Agreement • May 1st, 2007 • Eurand N.V. • Virginia
THIS DEVELOPMENT, LICENSE AND CONTRACT MANUFACTURING AGREEMENT, dated as of July 3, 2000, between EURAND AMERICA, INC., a corporation organized under the laws of Nevada, with its principal offices at 845 Center Drive, Vandalia, Ohio 45377 (“EURAND”), and E. Claiborne Robins Company, Inc. d/b/a ECR Pharmaceuticals, a corporation organized under the laws of the Commonwealth of Virginia, with its principal offices at 3969 Deep Rock Road, Richmond, Virginia 23233 (“ECR”);
LICENSE AGREEMENTLicense Agreement • May 1st, 2007 • Eurand N.V. • New York
THIS LICENSE AGREEMENT (“Agreement”) is made as of Dec. 19 2002 (the “Effective Date”) by and between Kyowa Hakko Kogyo Co., Ltd., with its principal place of business at 1-6-1 Ohtemachi, Chiyodaku, Tokyo, 100-8185, Japan (“Kyowa”) and Eurand Pharmaceuticals Limited, with offices at Block 1, Harcourt Centre, Harcourt Street, Dublin 2 Ireland (“Eurand”).
This Agreement is made on 30 November 2006, between: WHEREAS: NOW HEREBY AGREE AS FOLLOWS:Agreement • May 1st, 2007 • Eurand N.V.
EURAND N.V. INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • May 1st, 2007 • Eurand N.V. • New York
INVESTOR RIGHTS AGREEMENT, dated as of , 2007 (the “Agreement”), among the investors listed on Schedule I hereto (the “Investors”) and Eurand N.V., a public company with limited liability, organized and existing under the laws of the Netherlands (the “Company”).
DEVELOPMENT, LICENSE AND SUPPLY AGREEMENT Dated as of June 5, 2000 Between EURAND AMERICA, INC. 845 Center Drive Vandalia, Ohio 45377 And RELIANT PHARMACEUTICALS 125 West 55th Street, 11th floor New York, NY 10019 For PROPRANOLOL MODIFIED RELEASE...Development, License and Supply Agreement • May 1st, 2007 • Eurand N.V. • New York
THIS DEVELOPMENT, LICENSE AND SUPPLY AGREEMENT, dated as of June 5, 2000, between EURAND AMERICA, INC., a corporation organized under the laws of Nevada, with its principal offices at 845 Center Drive, Vandalia, Ohio 45377 (“EURAND”), and RELIANT PHARMACEUTICALS, INC., a corporation organized under the laws of the State of Delaware, with its principal offices at 721 Route 202/206 South, Bridgewater, New Jersey 08807 (“RELIANT”);
