THIRD AMENDMENT To OPTION AGREEMENT DATED JANUARY 13, 2009 BETWEEN CEPHALON, INC. AND CEPTION THERAPEUTICS, INC.Option Agreement • February 12th, 2010 • Cephalon Inc • Pharmaceutical preparations
This Third Amendment (hereinafter, “THIRD AMENDMENT”) is made effective as of January 26, 2010 (the “AMENDMENT EFFECTIVE DATE”) by and between Ception Therapeutics, Inc. (hereinafter referred to as “Ception”), a corporation incorporated in the state of Delaware, located at 101 Lindenwood Drive, Suite 400, Malvern, Pennsylvania 19355, and Cephalon, Inc. (hereinafter referred to as “Cephalon”), a corporation incorporated in the state of Delaware, located at 41 Moores Road, P.O. Box 4011, Frazer, Pennsylvania 19355.
Term SheetTerm Sheet • February 12th, 2010 • Cephalon Inc • Pharmaceutical preparations
This is a term sheet (the “Term Sheet”), which sets forth the basic principles of a Settlement and License Agreement (the “Agreement”) between Cephalon, Inc., CIMA Labs., Inc., and Anesta Corp., each on behalf of itself and its Affiliates (collectively “Cephalon”) and Barr Pharmaceuticals, LLC as successor in interest to Barr Pharmaceuticals, Inc., and Barr Laboratories, Inc., each on behalf of itself and its Affiliates (collectively “Barr”) arising from the pending litigation in the United States District Court for the District of Delaware, Civil Action Nos. 08-cv-00455 (SLR) and 08-cv-00810 (SLR) and 09-cv-00074 (SLR) regarding United States Patents Nos. 6,200,604 and 6,974,590 (the “Orange Book Patents”) with respect to Barr’s ANDA No. 90-438 (“Barr ANDA”) for generic versions of Cephalon’s FENTORA® (the “Barr Products”) and Civil Action Nos. 09-cv-00794 (UNA) regarding United States Patent No. 6,264,981 (the “‘981 Patent”) (the ‘981 Patent and the Orange Book Patents will be collec
