STOCK PURCHASE AGREEMENT by and among CLOVIS ONCOLOGY, INC., EOS (ETHICAL ONCOLOGY SCIENCE) S.P.A., THE SELLERS LISTED ON EXHIBIT A HERETO, and SOFINNOVA CAPITAL V FCPR, as the SELLERS’ REPRESENTATIVE Dated as of November 19, 2013Stock Purchase Agreement • November 19th, 2013 • Clovis Oncology, Inc. • Pharmaceutical preparations • New York
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of November 19, 2013, is entered into by and among Clovis Oncology, Inc., a Delaware corporation (“Buyer”), EOS (Ethical Oncology Science) S.p.A., an Italian corporation (the “Company”), each of the persons listed on Exhibit A hereto (each, a “Seller” and together, the “Sellers”), and Sofinnova Capital V FCPR, acting in its capacity as the Sellers’ Representative in connection with the transactions contemplated by this Agreement (the “Sellers’ Representative”) (hereafter, Buyer, the Company, each Seller and the Sellers’ Representative shall sometimes be referred to as the “Parties”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 19th, 2013 • Clovis Oncology, Inc. • Pharmaceutical preparations • New York
REGISTRATION RIGHTS AGREEMENT, dated as of November 19, 2013 (this “Agreement”), by and between Clovis Oncology, Inc., a Delaware corporation (the “Company”), EOS (Ethical Oncology Science) S.p.A., an Italian corporation (“EOS”), each of the Persons listed on Exhibit A hereto (the “Shareholders”);
COLLABORATION AND LICENSE AGREEMENTCollaboration and License Agreement • November 19th, 2013 • Clovis Oncology, Inc. • Pharmaceutical preparations
THIS COLLABORATION AND LICENSE AGREEMENT (the “Agreement”) is made and entered into as of September 28, 2012 (the “Effective Date”) by and between Ethical Oncology Science S.P.A., a company incorporated under the laws of Italy, with registered offices at Via Monte di Pietá, 1/A, 20121 Milan, Italy (“EOS”) on the first part, and Les Laboratoires Servier, a corporation organized and existing under the laws of France, having offices at 50 rue Carnot, 92284 Suresnes, France and Institut de Recherches Internationales Servier, a corporation organized and existing under the laws of France, having offices at 50 rue Carnot, 92184 Suresnes cedex, France (these two entities jointly referred to as “Servier”) on the second part. EOS and Servier are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. Development and Commercialization Agreement by and between ADVENCHEN LABORATORIES LLC And ETHICAL ONCOLOGY SCIENCE S.P.A....Development and Commercialization Agreement • November 19th, 2013 • Clovis Oncology, Inc. • Pharmaceutical preparations • California
This DEVELOPMENT AND COMMERCIALIZATION AGREEMENT (the “Agreement”) is entered into as of October 24, 2008 (the “Effective Date”) between ADVENCHEN LABORATORIES LLC, a company organized under the laws of the State of California, U.S.A., with registered offices at 9135 Reseda Boulevard, Suite 238, Northridge, California, USA (“Advenchen”), and ETHICAL ONCOLOGY SCIENCE S.P.A., a company incorporated under the laws of Italy, with registered offices at Via Monte di Pietá, 1/A, 20121 Milan, Italy (“EOS”). Advenchen and EOS are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
