ASSIGNMENT, TRANSFER AND ASSUMPTION AGREEMENT (VANCOCIN)Assignment, Transfer and Assumption Agreement • November 24th, 2004 • Viropharma Inc • Pharmaceutical preparations • Delaware
This ASSIGNMENT, TRANSFER AND ASSUMPTION AGREEMENT (this “Agreement”) is entered into as of October 18, 2004 (the “Effective Date”), by and between ViroPharma Incorporated (“ViroPharma”), a corporation organized and existing under the laws of the State of Delaware with offices located at 397 Eagleview Boulevard, Exton, PA 19341 and Eli Lilly and Company (“Lilly”), a corporation organized and existing under the laws of the State of Indiana with offices located at Lilly Corporate Center, Indianapolis, Indiana 46285. ViroPharma and Lilly are sometimes referred to herein individually as a “Party” and collectively as “Parties”.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • November 24th, 2004 • Viropharma Inc • Pharmaceutical preparations • Delaware
THIS TRANSITION SERVICES AGREEMENT (this “Agreement”), is entered into as of November 9, 2004 (the “Closing Date”) by and between ViroPharma Incorporated (“ViroPharma”), a corporation organized and existing under the laws of the State of Delaware with offices located at 397 Eagleview Boulevard, Exton, PA 19341 and Eli Lilly and Company (“Lilly”), a corporation organized and existing under the laws of the State of Indiana with offices located at Lilly Corporate Center, Indianapolis, Indiana 46285. ViroPharma and Lilly are sometimes referred to herein individually as a “Party” and collectively as “Parties”.
AMENDMENT NO. 1 TO ASSIGNMENT, TRANSFER AND ASSUMPTION AGREEMENTTransfer and Assumption Agreement • November 24th, 2004 • Viropharma Inc • Pharmaceutical preparations • Delaware
This AMENDMENT NO. 1 dated as of November 9, 2004 (this “Amendment”) amends that certain Assignment, Transfer and Assumption Agreement dated as of October 18, 2004 (the “Assignment Agreement”) by and between ViroPharma Incorporated (“ViroPharma”), a corporation organized and existing under the laws of the State of Delaware with offices located at 397 Eagleview Boulevard, Exton, Pennsylvania 19341 and Eli Lilly and Company (“Lilly”), a corporation organized and existing under the laws of the State of Indiana with offices located at Lilly Corporate Center, Indianapolis, Indiana 46285.
SECURITY AGREEMENT DATED NOVEMBER 9, 2004 FROM THE GRANTOR REFERRED TO HEREIN AS GRANTOR TO U.S. BANK NATIONAL ASSOCIATION AS COLLATERAL AGENTSecurity Agreement • November 24th, 2004 • Viropharma Inc • Pharmaceutical preparations • New York
SECURITY AGREEMENT (this “Agreement”) dated as of November 9, 2004 made by and between VIROPHARMA INCORPORATED, a Delaware corporation (the “Grantor”), and U.S. BANK NATIONAL ASSOCIATION, as collateral agent (in such capacity, together with any successor collateral agent, the “Collateral Agent”) for the Secured Parties (as defined herein).
MANUFACTURING AGREEMENT (VANCOMYCIN)Manufacturing Agreement • November 24th, 2004 • Viropharma Inc • Pharmaceutical preparations • Delaware
This MANUFACTURING AGREEMENT (this “Manufacturing Agreement”) is entered into as of November 9, 2004 (the “Closing Date”), by and between ViroPharma Incorporated (“ViroPharma”), a corporation organized and existing under the laws of the State of Delaware, and Eli Lilly and Company (“Lilly”), a corporation organized and existing under the laws of the State of Indiana. ViroPharma and Lilly are sometimes referred to herein individually as a “Party” and collectively as “Parties”.
Cooperation AgreementCooperation Agreement • November 24th, 2004 • Viropharma Inc • Pharmaceutical preparations • Delaware
THIS COOPERATION AGREEMENT (this “Agreement”), is entered into this 18th day of October, 2004 (the “Effective Date”) by and between ViroPharma Incorporated (“ViroPharma”), a corporation organized and existing under the laws of the State of Delaware with offices located at 397 Eagleview Boulevard, Exton, PA 19341 and Eli Lilly and Company (“Lilly”), a corporation organized and existing under the laws of the State of Indiana with offices located at Lilly Corporate Center, Indianapolis, Indiana 46285. ViroPharma and Lilly are sometimes referred to herein individually as a “Party” and collectively as “Parties”.
