License and Cooperation Agreement FOR PERIFOSINE by and between Zentaris AG Weismüllerstr. 45 60314 Frankfurt am Main Germany - herein "Zentaris" - and AOI Pharma, Inc. 750 Lexington Avenue, 26th Floor New York, New York 10022 USA - herein "AOI" -Keryx Biopharmaceuticals Inc • March 30th, 2004 • Pharmaceutical preparations
Whereas, AOI desires to obtain certain licenses from Zentaris to develop and commercialize Perifosine under the aforesaid patents and know-how, and Zentaris is willing to grant to AOI such licenses;
Dated as of January 1, 2001Letter Agreement • March 30th, 2004 • Keryx Biopharmaceuticals Inc • Pharmaceutical preparations • New York
COMPREHENSIVE RELEASE AGREEMENTComprehensive Release Agreement • March 30th, 2004 • Keryx Biopharmaceuticals Inc • Pharmaceutical preparations • District of Columbia
This agreement (this "Agreement") is entered into by and among Procept, Inc. (formerly Pacific Pharmaceuticals, Inc.) ("Procept"), AOI Pharmaceuticals, Inc. (a subsidiary of Access Oncology, Inc.) ("AOIP"), and the United States Public Health Services ("PHS"), and both the Penn State Research Foundation ("Foundation"), the University of Chicago ("UC") (Procept, AOIP and PHS, Foundation and UC collectively, the "Parties").
OMITTED INFORMATION IS THE SUBJECT OF A REQUEST FOR CONFIDENTIAL TREATMENT PURSUANT TO RULE 24B-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.Keryx Biopharmaceuticals Inc • March 30th, 2004 • Pharmaceutical preparations
WHEREAS, AOI and Zentaris have entered into a License Agreement for Perifosine dated September 18, 2002 regarding the development, manufacturing and commercialization of Perifosine ("License Agreement"). This addendum is made to define the agreement of the Parties with respect to the Pharmaceutical Development of Perifosine API and Perifosine Drug Product.
AMENDMENT TO SUBLICENSE AGREEMENTSublicense Agreement • March 30th, 2004 • Keryx Biopharmaceuticals Inc • Pharmaceutical preparations • New York
This Amendment to Sublicense Agreement (this "Amendment") is entered into on this 28th day of February, 2002 ("Effective Date"), by and between Procept, Inc. (formerly Pacific Pharmaceuticals, Ins.), a Delaware corporation with offices at 369 Lexington Avenue, 10th Floor, New York, New York 10017 ("Procept"), and AOI Pharmaceuticals, Inc., a subsidiary of Access Oncology, Inc., a Delaware corporation with offices at 750 Lexington Avenue, 26th Floor, New York, New York 10022 ("AOIP") (Procept and AOIP sometimes collectively referred to as "Parties").
PUBLIC HEALTH SERVICE PATENT LICENSE AGREEMENT-EXCLUSIVE COVER PAGEPatent License Agreement • March 30th, 2004 • Keryx Biopharmaceuticals Inc • Pharmaceutical preparations • District of Columbia
PHS, by executing interinstitutional agreements between the Milton S. Hershey Medical Center of Pennsylvania State University (L-067-02/0), and the University of Chicago (L-086-02/0), has obtained the exclusive license to, including the right to Sublicense, the Licensed Patent Rights listed in Appendix A. Once executed, the terms and conditions of this Agreement shall supersede, and thereby terminate, the terms and conditions of the previous license agreement between the Licensee and the Pennsylvania State University, made effective on February 6, 1998
Cooperative Research and Development Agreement (CACR - 0774) Clinical Development of Perifosine Sherry Ansher, Ph.D. Janet Dancey, M.D. CTEP DCTD Dr. rer. nat. Rainer Voegeli ASTA Medica, Inc. Prepared by Technology Development and Commercialization...And Development Agreement • March 30th, 2004 • Keryx Biopharmaceuticals Inc • Pharmaceutical preparations • District of Columbia
This Cooperative Research and Development Agreement, hereinafter referred to as the “CRADA,” consists of this Cover Page, and attached Agreement, and various Appendices referred in the Agreement. This Cover Page serves to identify the Parties to this CRADA:
SUBLICENSE AGREEMENTSublicense Agreement • March 30th, 2004 • Keryx Biopharmaceuticals Inc • Pharmaceutical preparations • New York
This Sublicense Agreement ("Agreement"), effective as of October 13, 2000 (the "Effective Date") is entered into by and between AOI Pharmaceuticals Inc., a subsidiary of Access Oncology, Inc., a corporation having an office at 730 Fifth Avenue, Ninth Floor, New York, NY 10019 ("AOI") and Procept, Inc. (formerly Pacific Pharmaceuticals, Inc.), a Delaware corporation having an office at 369 Lemon Avenue, Tenth Floor, New York, New York 10017 ("Procept").
PRESCIENT NEUROPHARMA INC. AND AOI PHARMACEUTICALS, INC. SUBLICENSE AGREEMENTSublicense Agreement • March 30th, 2004 • Keryx Biopharmaceuticals Inc • Pharmaceutical preparations • New York
This Sublicense Agreement (this "Agreement") is entered as of December 24, 2001 (the "Effective Date") by and between PRESCIENT NEUROPHARMA INC. ("LICENSOR" or "Party"), a Canadian corporation, with its principal place of business at 96 Skyway Ave., Toronto, ON, Canada M9W 4Y9, and AOI PHARMACEUTICALS, INC. ("LICENSEE" or "Party"), a wholly-owned subsidiary of ACCESS ONCOLOGY, INC. and a Delaware corporation, with a place of business at 750 Lexington Avenue, 26th Floor, New York, NY 10022 (LICENSEE and LICENSOR together sometimes being referred to as "Parties").
RELEASE AGREEMENTRelease Agreement • March 30th, 2004 • Keryx Biopharmaceuticals Inc • Pharmaceutical preparations • District of Columbia
This Agreement (this "Release Agreement") dated as of February 28, 2002 is entered into by and among Procept, Inc. (formerly Pacific Pharmaceuticals, Inc.) ("Procept"), AOI Pharmaceuticals, Inc. (a subsidiary of Access Oncology, Inc.) ("AOIP") and the United States Public Health Services ("PHS") (Procept, AOIP and PHS, collectively, the "Parties").
