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$33	Preview Full Doc	2004	Assignment and License Agreement Assignment and License Agreement (41K) Doc #1203725: Click preview link for longer preview. <DESCRIPTION>EXHIBIT 10.1 <TEXT> Lucent Technologies - Insightful Proprietary ================================================================================ ASSIGNMENT AND LICENSE AGREEMENT BETWEEN LUCENT TECHNOLOGIES INC. AND INSIGHTFUL CORPORATION . . . 1203725	Chase Manhattan Chase Manhattan Bank ( Financial ) As referenced in this Assignment and License Agreement: Chase Manhattan Bank, – Payment Address. Payments by Buyer shall be made to Lucent at Lucent's ---------------- account. Payments may be made via wire transfers to the following address: Lucent Technologies Inc., Account # 323861415, Chase Manhattan Bank, 1 Chase Plaza, New York, NY 10081, Swift Code CHASUS33, ABA Code 021000021. Alternatively, payments made by check should be made payable to Lucent Technologies Inc. and sent to: _____________ dt 1426523 ; Insightful Insightful Corp. ( Software & Programming ) ;	Lucent Lucent Technologies Inc. ( Communications Equipment ) As referenced in this Assignment and License Agreement: LUCENT TECHNOLOGIES INC. – EX-10.1 <SEQUENCE>3 <FILENAME>doc2.txt <DESCRIPTION>EXHIBIT 10.1 <TEXT> Lucent Technologies - Insightful Proprietary ================================================================================ ASSIGNMENT AND LICENSE AGREEMENT BETWEEN LUCENT TECHNOLOGIES INC. AND INSIGHTFUL CORPORATION EFFECTIVE AS OF JANUARY 19, 2004 RELATING TO SOFTWARE PRODUCT (AS DEFINED HEREIN) ================================================================================ <PAGE> ASSIGNMENT AND LICENSE AGREEMENT TABLE OF CONTENTS Article I. . . . . . . . . . Definitions _____________ Lucent Technologies Inc. – Dispute Resolution Article XII. . . . . . . . . Notices And Statements Appendix A . . . . . . . . . Definitions i <PAGE> ASSIGNMENT AND LICENSE AGREEMENT THIS ASSIGNMENT AND LICENSE AGREEMENT (this "Agreement") is made by and between Lucent Technologies Inc. , a Delaware corporation ("Lucent"), having an office at 600 Mountain Avenue, Murray Hill, New Jersey 07974, and Insightful Corporation, a Delaware corporation ("Buyer"), having an office at 1700 Westlake _____________ Lucent Technologies Inc. – to such maximum. 4.05 Payment Address. Payments by Buyer shall be made to Lucent at Lucent's ---------------- account. Payments may be made via wire transfers to the following address: Lucent Technologies Inc. , Account # 323861415, Chase Manhattan Bank, 1 Chase Plaza, New York, NY 10081, Swift Code CHASUS33, ABA Code 021000021. Alternatively, payments made by check should be made payable to Lucent _____________ Lucent Technologies Inc. – Technologies Inc., Account # 323861415, Chase Manhattan Bank, 1 Chase Plaza, New York, NY 10081, Swift Code CHASUS33, ABA Code 021000021. Alternatively, payments made by check should be made payable to Lucent Technologies Inc. and sent to: Lucent Technologies Inc., Bank of America, 6000 Feldwood Road, College Park, GA 30349, Attn. Lock-Box 277078. Changes in such address or account may be specified _____________ Lucent Technologies Inc. – Bank, 1 Chase Plaza, New York, NY 10081, Swift Code CHASUS33, ABA Code 021000021. Alternatively, payments made by check should be made payable to Lucent Technologies Inc. and sent to: Lucent Technologies Inc. , Bank of America, 6000 Feldwood Road, College Park, GA 30349, Attn. Lock-Box 277078. Changes in such address or account may be specified by written notice. ARTICLE V EXPORT _____________ dt 1442032 ; Lucent Lucent Technologies Inc. ( Communications Equipment )
$99	Preview Full Doc	2002	Co-Development Agreement Co-Development Agreement (240K) Doc #285962: Click preview link for longer preview. CO-DEVELOPMENT AGREEMENT BETWEEN BIOENVISION AND ILEX ONCOLOGY TABLE OF CONTENTS CO-DEVELOPMENT AGREEMENT ............................................... 1 WITNESSETH ............................................................. 1 1. DEFINITIONS ....................................................... 1 2. CO-DEVELOPMENT PROGRAM .......... . . . 285962	Chase Manhattan Chase Manhattan Bank ( Financial ) As referenced in this Co-Development Agreement: Chase Manhattan Bank – 15th) day after the payment was due at a rate two percent (2%) above the daily prime interest rate, as determined by The Chase Manhattan Bank (N.A.) or its successor entity, on each day the payment is delinquent, and the interest payment will be due and payable _____________ dt 245456 ; Bioenvision Bioenvision Inc. ( Pharmaceutical Preparations ) As referenced in this Co-Development Agreement: Bioenvision, Inc – ii {PAGE} CO-DEVELOPMENT AGREEMENT THIS AGREEMENT (the "Agreement") is entered into and effective this 12th day of March, 2001, by and between Bioenvision, Inc . having its principal place of business at One Rockefeller Plaza, New York, NY 10020, herein called "Bioenvision", and Ilex Oncology, Inc. having _____________ Bioenvision, Inc – percent or more of the equity having the power to vote or otherwise direct the affairs of the entity. 1.2 Bioenvision means Bioenvision, Inc . and joint ventures, subsidiaries, or other business entities controlled directly or indirectly by Bioenvision or in which Bioenvision owns at least a _____________ Bioenvision, Inc – by the Co-development Agreement entered into by the parties, it is further agreed; SRI shall allow Eurobiotech to license the technology to Bioenvision, Inc , a Delaware company that has acquired 100% of the equity holdings in Eurobiotech. It is agreed that Bioenvision shall be bound by _____________ dt 240966 ;	ILEX Oncology ILEX Oncology, Inc. ( Biological Products ) As referenced in this Co-Development Agreement: ILEX ONCOLOGY – 10.28 {SEQUENCE}10 {FILENAME}b318922_ex10-28.txt {DESCRIPTION}CO-DEVELOPMENT AGREEMENT {TEXT} {PAGE} EXHIBIT 10.28 CO-DEVELOPMENT AGREEMENT BETWEEN BIOENVISION AND ILEX ONCOLOGY {PAGE} TABLE OF CONTENTS CO-DEVELOPMENT AGREEMENT ............................................... 1 WITNESSETH ............................................................. 1 1. DEFINITIONS ....................................................... 1 2. CO-DEVELOPMENT PROGRAM ............................................ 3 3. CO-DEVELOPMENT FUNDING ............................................ _____________ Ilex Oncology, – by and between Bioenvision, Inc. having its principal place of business at One Rockefeller Plaza, New York, NY 10020, herein called "Bioenvision", and Ilex Oncology, Inc. having its principal place of business at 4545 Horizon Hill Blvd, San Antonio, Texas 78229-2263, herein called "Ilex". WITNESSETH WHEREAS, _____________ Ilex Oncology, – lines or solid organs or tissues within the human body. The cancer may be primary or secondary in origin." 1.8 Ilex means Ilex Oncology, Inc. and joint ventures, subsidiaries, or other business entities controlled directly or indirectly by Ilex or in which Ilex owns at least _____________ dt 233768 ; AmSouth Bank AmSouth Bank ( Financial ) As referenced in this Co-Development Agreement: AmSouth Bank – 5.3 All payments to SRI due under this Agreement shall be made by electronic transfer of funds in U.S. dollars to: AmSouth Bank Account No. 01389483 Routing No. 062000019 For Intellectual Property 6. MARKETING 6.1 The rights and entitlements to market Clofarabine granted to _____________ dt 215691
$75	Preview Full Doc	2003	Collaboration and License Agreement Collaboration and License Agreement (173K) Doc #1032788: Click preview link for longer preview. COLLABORATION AND LICENSE AGREEMENT By and Between PHARMACOPEIA, INC. and SCHERING-PLOUGH LTD. Table of Contents i COLLABORATION AND LICENSE AGREEMENT This COLLABORATION AND LICENSE AGREEMENT (the ï¿½Agreementï¿½), dated as of the latest date of signature appearing below (the ï¿½Execution Dateï¿½) and to be effective as of the Effective Date (as defined below), is made by and among: Pharmacopeia, Inc., a Delaware corporation having its principal place of . . . 1032788	Chase Manhattan Chase Manhattan Bank ( Financial ) As referenced in this Collaboration and License Agreement: Chase Manhattan Bank, – are due under this Agreement shall bear interest, calculated on the number of days such payment is delinquent, at the lesser of: (i) the prime rate as reported by the Chase Manhattan Bank, New York, New York, on the date such payment is due, plus an additional two percent (2%), or (ii) the maximum rate permitted by applicable law. 5.6.3 _____________ dt 1426308
$62	Preview Full Doc	2003	Collaboration and License Agreement Collaboration and License Agreement (174K) Doc #1032792: Click preview link for longer preview. COLLABORATION AND LICENSE AGREEMENT By and Between PHARMACOPEIA, INC. and SCHERING CORPORATION i Table of Contents ii COLLABORATION AND LICENSE AGREEMENT This COLLABORATION AND LICENSE AGREEMENT (the ï¿½Agreementï¿½), dated as of the latest date of signature appearing below (the ï¿½Execution Dateï¿½) and to be effective as of the Effective Date (as defined below), is made by and among: Pharmacopeia, Inc., a Delaware corporation having its principal place . . . 1032792	Chase Manhattan Chase Manhattan Bank ( Financial ) As referenced in this Collaboration and License Agreement: Chase Manhattan Bank, – are due under this Agreement shall bear interest, calculated on the number of days such payment is delinquent, at the lesser of: (i) the prime rate as reported by the Chase Manhattan Bank, New York, New York, on the date such payment is due, plus an additional two percent (2%), or (ii) the maximum rate permitted by applicable law. 5.6.3 _____________ dt 1426309
$63	Preview Full Doc	2002	Collaboration and License Agreement Collaboration and License Agreement (136K) Doc #1032965: Click preview link for longer preview. *COLLABORATION AND LICENSE AGREEMENT* This COLLABORATION AND LICENSE AGREEMENT (the "Agreement"), effective as of the 25^th day of February 2002 (the "Effective Date"), is made by and between Pharmacopeia, Inc., a Delaware corporation, having a principal place of business at 3000 Eastpark Boulevard, Cranbury, New Jersey 08512 ("Pharmacopeia"), and N.V. Organon, a Dutch Company limited by Shares, having a principal place of business at Kloosterstraat 6, 5342 AB Oss, The Netherlands ("Organon"). *BACKGROUND* . . . 1032965	Chase Manhattan Chase Manhattan Bank ( Financial ) As referenced in this Collaboration and License Agreement: Chase Manhattan Bank, – not paid on the date such payments are due under this Agreement shall bear interest to the extent permitted by applicable law at the prime rate as reported by the Chase Manhattan Bank, New York, New York, on the date such payment is due, plus an additional two percent (2%) calculated on the number of days such payment is delinquent. The interest _____________ dt 1426311 ; Akzo Nobel Akzo Nobel N.V. ( Chemical Manufacturing ) As referenced in this Collaboration and License Agreement: Akzo Nobel – Netherlands Attn: President Fax #: 31-412-646293 With a copy to: with a copy to: Pharmacopeia, Inc. CN 5350 Princeton, NJ 08543-5350 Attn: General Counsel Fax: (609) 452-3655 Akzo Nobel Nederland B.V. Wethouder va Eschstraat 1 5342 AV Oss The Netherlands Attn: Legal Affairs Department Fax#: 31-412-666373 16.2 Amendments. No amendment, modification or addition hereto shall _____________ dt 1545297 ;	Columbia Columbia University ( Universities ) As referenced in this Collaboration and License Agreement: Columbia University – License" means that certain license agreement effective as of July 16, 1993, as amended and restated as of October 6, 1995, entered by and between Pharmacopeia and the Trustees of Columbia University in the City of New York and the Cold Spring Harbor Laboratory. 1.6 "Combination Product" means (1) a Collaboration Product that comprises two (2) or more active ingredients, at _____________ dt 1375756
$42	Preview Full Doc	2001	Collaboration Agreement Collaboration Agreement (111K) Doc #306916: Click preview link for longer preview. COLLABORATION AGREEMENT by and between: ARRAY BIOPHARMA INC., a Delaware corporation; and VERTEX PHARMACEUTICALS INCORPORATED, a Massachusetts corporation. --------------------------- Dated as of August 1, 2001 --------------------------- ================================================================================ [*] CONFIDENTIAL TREATMENT HAS BEEN REQUESTED OF REDACTED PORTIONS {PAGE} TABLE OF CONTENTS {TABLE} {CAPTION} Page ---- {S} {C} ARTICLE 1 DEFINITIONS.....................................................................................1 ARTICLE 2 RESEARCH COLLABORATION..........................................................................5 Section 2.1 Goal...................................................................................5 Section 2.2 Targets............................................................................... 5 Section 2.3 Research Plan..........................................................................6 Section 2.4 General Resources and Responsibilities.................................................6 Section 2.5 Research Collaboration Staffing........................................................7 Section 2.6 Research Term..........................................................................8 Section 2.7 Third Party Licenses...................................................................8 Section 2.8 Record Maintenance.....................................................................8 Section 2.9 Exclusivity............................................................................8 Section 2.10 Access to Diversity Library Compounds..................................................9 Section 2.11 Delivery...............................................................................9 ARTICLE 3 MANAGEMENT.....................................................................................10 Section 3.1 Joint Research Committee..............................................................10 Section 3.2 Membership............................................................................10 Section 3.3 Meetings..............................................................................10 Section 3.4 Minutes...............................................................................10 Section 3.5 Decision Making.......................................................................11 Section 3.6 Program Managers......................................................................11 Section 3.7 Records and Reporting.................................................................11 ARTICLE 4 LICENSES.......................................................................................12 Section 4.1 Exclusive License under Collaboration Technology......................................12 Section 4.2 Exclusive License under Joint Technology..............................................12 Section 4.3 Non-Exclusive License under Array Technology..........................................12 Section 4.4 Research Use License..................................................................13 Section 4.5 License to Vertex for Diversity Library Compounds.....................................13 Section 4.6 No Implied Licenses...................................................................13 Section 4.7 No Products Other than Products.......................................................13 Section 4.8 Development and Commercialization.....................................................13 ARTICLE 5 PAYMENTS.......................................................................................14 Section 5.1 Initial Payment.......................................................................14 {/TABLE} [] CONFIDENTIAL TREATMENT HAS BEEN REQUESTED OF REDACTED PORTIONS -i- {PAGE} {TABLE} {CAPTION} Page ---- {S} {C} Section 5.2 Research Collaboration Funding........................................................14 Section 5.3 Milestones............................................................................15 ARTICLE 6 PAYMENT METHOD; BOOKS AND RECORDS..............................................................16 Section 6.1 Payment Methods.......................................................................16 Section 6.2 Records; Inspection...................................................................16 ARTICLE 7 DUE DILIGENCE..................................................................................17 Section 7.1 Due Diligence.........................................................................17 ARTICLE 8 INTELLECTUAL PROPERTY..........................................................................17 Section 8.1 Ownership of Inventions; Disclosure...................................................17 Section 8.2 Patent Prosecution....................................................................17 Section 8.3 Cooperation...........................................................................18 Section 8.4 Infringement Defense..................................................................18 ARTICLE 9 CONFIDENTIALITY AND NON-USE....................................................................19 Section 9.1 Confidential Information..............................................................19 Section 9.2 Non-Use Obligations...................................................................20 Section 9.3 Permitted Use and Disclosures.........................................................20 Section 9.4 Termination of Prior Agreement........................................................20 Section 9.5 Nondisclosure of Terms................................................................21 Section 9.6 Publication...........................................................................21 ARTICLE 10 REPRESENTATIONS AND WARRANTIES.................................................................22 Section 10.1 Vertex................................................................................22 Section 10.2 Array.................................................................................22 Section 10.3 Disclaimer............................................................................22 ARTICLE 11 INDEMNIFICATION................................................................................23 Section 11.1 Vertex................................................................................23 Section 11.2 Array.................................................................................23 Section 11.3 Indemnification Procedures............................................................23 ARTICLE 12 TERM AND TERMINATION...........................................................................24 Section 12.1 Term..................................................................................24 Section 12.2 Termination for Breach................................................................24 Section 12.3 Termination for Insolvency............................................................24 {/TABLE} [] CONFIDENTIAL TREATMENT HAS BEEN REQUESTED OF REDACTED PORTIONS -ii- {PAGE} {TABLE} {CAPTION} Page ---- {S} {C} Section 12.4 Early Termination of Research Collaboration by Vertex.................................24 Section 12.5 Termination Upon Acquisition..........................................................25 Section 12.6 Effect of Breach or Termination.......................................................25 Section 12.7 Survival..............................................................................25 ARTICLE 13 MISCELLANEOUS..................................................................................26 Section 13.1 Governing Laws........................................................................26 Section 13.2 Waiver................................................................................26 Section 13.3 Assignment............................................................................26 Section 13.4 Independent Contractors...............................................................26 Section 13.5 Compliance with Laws..................................................................26 Section 13.6 Notices...............................................................................27 Section 13.7 Severability..........................................................................27 Section 13.8 Advice of Counsel.....................................................................28 Section 13.9 Performance Warranty..................................................................28 Section 13.10 Force Majeure.........................................................................28 Section 13.11 Complete Agreement....................................................................28 Section 13.12 Consultation..........................................................................28 Section 13.13 Headings..............................................................................28 Section 13.14 Counterparts..........................................................................28 EXHIBIT A RESEARCH PLAN EXHIBIT b DIVERSITY LIBRARY COMPOUND SPECIFICATIONS {/TABLE} [] CONFIDENTIAL TREATMENT HAS BEEN REQUESTED OF REDACTED PORTIONS -iii- {PAGE} COLLABORATION AGREEMENT This COLLABORATION AGREEMENT (the "Agreement"), effective as of August 1, 2001 (the "Effective Date"), is made by and between Array BioPharma Inc., a Delaware corporation, having a principal place of business at 1885 33rd Street, Boulder, Colorado 80301 ("Array"), and Vertex Pharmaceuticals Incorporated, a Massachusetts corporation, having a principal place of business at 130 Waverly Street, Cambridge, Massachusetts 02139-4242 ("Vertex"). BACKGROUND A. Array has developed novel and proprietary methods for the generation of Compounds, has synthesized a Diversity Library (as defined below) and has skills, expertise and experience in identification, generation, selection and optimization of lead compounds to produce clinical candidates from drug discovery programs. B. Vertex is a pharmaceutical company involved in the research, development, manufacture and sale of new and useful pharmaceutical products, and has identified biological models and assays that have the potential to be used as the basis for drug discovery programs for specific Targets (as defined below). C. Vertex and Array desire to collaborate to identify Compounds with activity against the Targets, with the goal of delivering Compounds with desired activity and selectivity. NOW, THEREFORE, for and in consideration of the covenants, conditions and undertakings hereinafter set forth, it is agreed by and between the Parties as follows: ARTICLE 1 DEFINITIONS As used herein, the following terms will have the meanings set forth below: 1.1 "Affiliate" shall mean any corporation or other entity which is directly or indirectly controlling, controlled by or under common control of a Party hereto for so long as such control exists. For the purposes of this Section 1.1, "control" shall mean the direct or indirect ownership of at least fifty percent (50%) of the outstanding shares or other voting rights of the subject entity having the power to vote on or direct the affairs of the entity, or if not meeting the preceding, the maximum voting right that may be held by the particular Party under the laws of the country where such entity exists. 1.2 "Array Technology" shall mean Array Patent Rights, Diversity Library Compounds, and all other technology including, but not limited to, trade secrets, know-how, inventions, [**] CONFIDENTIAL TREATMENT HAS BEEN REQUESTED OF REDACTED PORTIONS {PAGE} information (including structure-activity data) and materials, whether patentable or not, directed to processes, formulations and/or methods discovered, developed, owned, licensed or acquired by Array in the Field prior to the commencement date of the Research Collaboration. Notwithstanding the foregoing, it is understood that Array Technology shall not include any patent 306916	Chase Manhattan Chase Manhattan Bank ( Financial ) As referenced in this Collaboration Agreement: Chase Manhattan Bank, – are due under this Agreement shall bear interest to the extent permitted by applicable law at the prime rate as reported by the Chase Manhattan Bank, New York, New York, on the date such payment is due, plus an additional [*], calculated on the number of days such payment _____________ Chase Manhattan Bank, – Array together with interest thereon from the date such payments were due at the lesser of the prime rate as reported by the Chase Manhattan Bank, New York, New York, plus an additional [] or the maximum rate permitted by law. The interest available to Array pursuant to this _____________ dt 283316 ; Array BioPharma Array BioPharma Inc. ( Medical Laboratories ) As referenced in this Collaboration Agreement: ARRAY BIOPHARMA INC –* SEQUENCE}5 {FILENAME}d92016ex10-2.txt {DESCRIPTION}COLLABORATION AGREEMENT/REGISTRANT AND VERTEX PHAR {TEXT} {PAGE} EXHIBIT 10.2 ================================================================================ COLLABORATION AGREEMENT by and between: ARRAY BIOPHARMA INC ., a Delaware corporation; and VERTEX PHARMACEUTICALS INCORPORATED, a Massachusetts corporation. --------------------------- Dated as of August 1, 2001 --------------------------- ================================================================================ [*] CONFIDENTIAL TREATMENT HAS BEEN REQUESTED OF _____________ Array BioPharma Inc – iii- {PAGE} COLLABORATION AGREEMENT This COLLABORATION AGREEMENT (the "Agreement"), effective as of August 1, 2001 (the "Effective Date"), is made by and between Array BioPharma Inc ., a Delaware corporation, having a principal place of business at 1885 33rd Street, Boulder, Colorado 80301 ("Array"), and Vertex Pharmaceuticals Incorporated, a _____________ ARRAY BIOPHARMA INC – caused this Agreement to be duly executed by their authorized representatives and delivered in duplicate originals as of the Effective Date. VERTEX PHARMACEUTICALS ARRAY BIOPHARMA INC . INCORPORATED By: /s/ By: /s/ ------------------------------ ---------------------------------- Name: Name: ---------------------------- -------------------------------- Title: Title: --------------------------- ------------------------------- [*] CONFIDENTIAL TREATMENT HAS BEEN REQUESTED OF REDACTED PORTIONS -30- {PAGE} COLLABORATION AGREEMENT EXHIBIT _____________ dt 285338 ;	Vertex Pharma Vertex Pharmaceuticals Inc. ( Pharmaceutical Preparations ) As referenced in this Collaboration Agreement: VERTEX PHARMACEUTICALS – COLLABORATION AGREEMENT/REGISTRANT AND VERTEX PHAR {TEXT} {PAGE} EXHIBIT 10.2 ================================================================================ COLLABORATION AGREEMENT by and between: ARRAY BIOPHARMA INC., a Delaware corporation; and VERTEX PHARMACEUTICALS INCORPORATED, a Massachusetts corporation. --------------------------- Dated as of August 1, 2001 --------------------------- ================================================================================ [*] CONFIDENTIAL TREATMENT HAS BEEN REQUESTED OF REDACTED PORTIONS {PAGE} TABLE OF CONTENTS {TABLE} { _____________ Vertex Pharmaceuticals – and between Array BioPharma Inc., a Delaware corporation, having a principal place of business at 1885 33rd Street, Boulder, Colorado 80301 ("Array"), and Vertex Pharmaceuticals Incorporated, a Massachusetts corporation, having a principal place of business at 130 Waverly Street, Cambridge, Massachusetts 02139-4242 ("Vertex"). BACKGROUND A. Array has _____________ Vertex Pharmaceuticals, – may be specified in writing to the other Parties hereto and shall be deemed to have been given upon receipt: If to Vertex: Vertex Pharmaceuticals, Inc. 130 Waverly Street Cambridge, Massachusetts 02139-4242 Attention: Leland C. Webster, Ph.D. Facsimile: (617) 444-6680 with a copy to: _____________ VERTEX PHARMACEUTICALS – hereto have caused this Agreement to be duly executed by their authorized representatives and delivered in duplicate originals as of the Effective Date. VERTEX PHARMACEUTICALS ARRAY BIOPHARMA INC. INCORPORATED By: /s/ By: /s/ ------------------------------ ---------------------------------- Name: Name: ---------------------------- -------------------------------- Title: Title: --------------------------- ------------------------------- [] CONFIDENTIAL TREATMENT HAS BEEN REQUESTED OF REDACTED PORTIONS -30- {PAGE} _____________ dt 290530 ; WSGR Wilson Sonsini Goodrich & Rosati ( Legal ) As referenced in this Collaboration Agreement: Wilson Sonsini –* Array BioPharma Corporation 1885 33rd Street Boulder, CO 80301 Attention: David L. Snitman, Ph.D. Facsimile: (303) 449-5376 with a copy to: Wilson Sonsini Goodrich & Rosati 650 Page Mill Road Palo Alto, CA 94304-1050 Attention: Kenneth A. Clark, Esq. Facsimile: (650) 493-6811 13.7 _____________ dt 296837
$41	Preview Full Doc	2002	Collaboration Agreement Collaboration Agreement (64K) Doc #326288: Click preview link for longer preview. Collaboration Agreement between Tilligen, Inc. and Senesco Technologies, Inc. September 20, 2002 THIS IS AN AGREEMENT effective September 20, 2002, ("Effective Date") by and between Tilligen, Inc., a Washington corporation having its principal place of business at 1000 Seneca Street, Seattle, WA 98101 ("Tilligen") and . . . 326288	Chase Manhattan Chase Manhattan Bank ( Financial ) As referenced in this Collaboration Agreement: Chase Manhattan Bank, – currency shall be calculated in United States dollars on the basis of the rate of exchange in effect for purchase of dollars at Chase Manhattan Bank, New York, New York, on the last business day of the last-preceding June or December, whichever shall be later. Payments shall _____________ Chase Manhattan Bank, – was due to the date of actual payment at an annual rate of five (5) percentage points above the prime rate quoted by Chase Manhattan Bank, New York, New York, on the day payment was due, or at the greatest rate permitted by law, if lower, until paid. _____________ Chase Manhattan Bank – the unpaid amount shall bear interest, compounded annually, at an annual rate of five (5) percentage points above the prime rate quoted by Chase Manhattan Bank of New York on the day payment was due or at the greatest rate permitted by law, if lower, until paid or offset. _____________ dt 640217 ; Senesco Senesco Technologies, Inc. ( Commercial Physical & Biological Research ) As referenced in this Collaboration Agreement: Senesco Technologies, – 10.2 Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. Collaboration Agreement between Tilligen, Inc. and Senesco Technologies, Inc. September 20, 2002 {PAGE} THIS IS AN AGREEMENT effective September 20, 2002, ("Effective Date") by and between Tilligen, Inc., a Washington _____________ Senesco Technologies, – by and between Tilligen, Inc., a Washington corporation having its principal place of business at 1000 Seneca Street, Seattle, WA 98101 ("Tilligen") and Senesco Technologies, Inc. ("Senesco"), a Delaware corporation having a principal place of business at 303 George Street, Suite 420, New Brunswick, NJ 08901. Senesco _____________ Senesco Technologies – If to Tilligen: Tilligen, Inc. 1000 Seneca Street Seattle, WA 98101 Attention: Chief Technical Officer Fax No.: 206-903-0263 If to Senesco: Senesco Technologies , Inc. 303 George Street Suite 420 New Brunswick, NJ 08901 Attention: Sascha Fedyszyn, VP, Corp. Dev. Fax No.: 732.296.9292 11. _____________ SENESCO TECHNOLOGIES, – PAGE} IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and delivered as of the Effective Date. TILLIGEN, INC. SENESCO TECHNOLOGIES, INC. By /s/ Ken Hunt By /s/ Sascha P. Fedyszyn -------------------- ----------------------- Date 9/20/02 Date 9/27/02 -------------------- ----------------------- 19 {PAGE} APPENDIX A _____________ dt 628314 ;	BNY Bank of New York ( Money Center Banks ) As referenced in this Collaboration Agreement: Bank of New York – amount shall bear interest, compounded annually, at an annual rate of five (5) percentage points above the prime rate quoted by Chase Manhattan Bank of New York on the day payment was due or at the greatest rate permitted by law, if lower, until paid or offset. 7. INTELLECTUAL PROPERTY. --------------------- _____________ dt 574427
$57	Preview Full Doc	2005	Collaboration Agreement Collaboration Agreement (152K) Doc #1245538: Click preview link for longer preview. COLLABORATION AGREEMENT This COLLABORATION AGREEMENT (the ï¿½Agreementï¿½), effective as of December , 2002 (the ï¿½Effective Dateï¿½), is made by and between Sunesis Pharmaceuticals, Inc., a Delaware corporation, having a principal place of business at 341 Oyster Point Boulevard, South San Francisco, CA 94080 (ï¿½Sunesisï¿½), and Biogen, Inc., a Massachusetts corporation, having a principal place of business at 14 Cambridge Center, MA 02142 (ï¿½Biogenï¿½). Sunesis and Biogen are sometimes referred to herein individually as a ï¿½Partyï¿½ and collectively . . . 1245538	Chase Manhattan Chase Manhattan Bank ( Financial ) As referenced in this Collaboration Agreement: Chase Manhattan Bank, – not paid on the date such payments are due under this Agreement shall bear interest to the extent permitted by applicable law at the prime rate as reported by the Chase Manhattan Bank, New York, New York, on the date such payment is due, plus an additional two percent (2%), calculated on the number of days such payment is delinquent. 6.3 _____________ dt 1426570 ; Biogen Biogen, Inc. As referenced in this Collaboration Agreement: Biogen, Inc – Date), is made by and between Sunesis Pharmaceuticals, Inc., a Delaware corporation, having a principal place of business at 341 Oyster Point Boulevard, South San Francisco, CA 94080 (Sunesis), and Biogen, Inc ., a Massachusetts corporation, having a principal place of business at 14 Cambridge Center, MA 02142 (Biogen). Sunesis and Biogen are sometimes referred to herein individually as a Party and _____________ Biogen, Inc – With a copy to: Wilson Sonsini Goodrich & Rosati Professional Corporation 650 Page Mill Road Palo Alto, California 94304-1050 Attn: Kenneth A. Clark, Esq. Fax: (650) 493-6811 Biogen Biogen, Inc . 14 Cambridge Center Cambridge, MA 02141 Attn: Associate Director, Research Operations Fax: (617)-679- With a copy to: Biogen, Inc. 14 Cambridge Center Cambridge, MA 02141 Attn: General Counsel _____________ Biogen, Inc – Attn: Kenneth A. Clark, Esq. Fax: (650) 493-6811 Biogen Biogen, Inc. 14 Cambridge Center Cambridge, MA 02141 Attn: Associate Director, Research Operations Fax: (617)-679- With a copy to: Biogen, Inc . 14 Cambridge Center Cambridge, MA 02141 Attn: General Counsel Fax: (617)-679-2838 14.8 Severability. In the event that any provision of this Agreement becomes or is declared _____________ BIOGEN, INC – agreement. 38 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be duly executed by their authorized representatives and delivered in duplicate originals as of the Effective Date. BIOGEN, INC . SUNESIS PHARMACEUTICALS, INC. By: By: Name: Name: Title: Title: 39 EXHIBIT 1.9.1 Active Compound Criteria A. TNF[] Either 1. In vitro receptor binding affinity: Ki[], and 2. _____________ dt 1375855 ; Biogen Biogen, Inc. ( Biological Products ) As referenced in this Collaboration Agreement: Biogen, Inc – Date), is made by and between Sunesis Pharmaceuticals, Inc., a Delaware corporation, having a principal place of business at 341 Oyster Point Boulevard, South San Francisco, CA 94080 (Sunesis), and Biogen, Inc ., a Massachusetts corporation, having a principal place of business at 14 Cambridge Center, MA 02142 (Biogen). Sunesis and Biogen are sometimes referred to herein individually as a Party and _____________ Biogen, Inc – With a copy to: Wilson Sonsini Goodrich & Rosati Professional Corporation 650 Page Mill Road Palo Alto, California 94304-1050 Attn: Kenneth A. Clark, Esq. Fax: (650) 493-6811 Biogen Biogen, Inc . 14 Cambridge Center Cambridge, MA 02141 Attn: Associate Director, Research Operations Fax: (617)-679- With a copy to: Biogen, Inc. 14 Cambridge Center Cambridge, MA 02141 Attn: General Counsel _____________ Biogen, Inc – Attn: Kenneth A. Clark, Esq. Fax: (650) 493-6811 Biogen Biogen, Inc. 14 Cambridge Center Cambridge, MA 02141 Attn: Associate Director, Research Operations Fax: (617)-679- With a copy to: Biogen, Inc . 14 Cambridge Center Cambridge, MA 02141 Attn: General Counsel Fax: (617)-679-2838 14.8 Severability. In the event that any provision of this Agreement becomes or is declared _____________ BIOGEN, INC – agreement. 38 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be duly executed by their authorized representatives and delivered in duplicate originals as of the Effective Date. BIOGEN, INC . SUNESIS PHARMACEUTICALS, INC. By: By: Name: Name: Title: Title: 39 EXHIBIT 1.9.1 Active Compound Criteria A. TNF[] Either 1. In vitro receptor binding affinity: Ki[], and 2. _____________ dt 1375855 ;	Sunesis Pharmaceuticals Sunesis Pharmaceuticals Inc ; WSGR Wilson Sonsini Goodrich & Rosati ( Legal ) As referenced in this Collaboration Agreement: Wilson Sonsini – been given upon receipt: 36 Sunesis: Sunesis Pharmaceuticals, Inc. 341 Oyster Point Boulevard South San Francisco, California 94080 Attn: Chief Executive Officer Fax: (650) 266-3505 With a copy to: Wilson Sonsini Goodrich & Rosati Professional Corporation 650 Page Mill Road Palo Alto, California 94304-1050 Attn: Kenneth A. Clark, Esq. Fax: (650) 493-6811 Biogen Biogen, Inc. 14 Cambridge Center _____________ dt 1325116
$53	Preview Full Doc	2005	Collaboration Agreement Collaboration Agreement (129K) Doc #1245554: Click preview link for longer preview. COLLABORATION AGREEMENT This COLLABORATION AGREEMENT (the ï¿½Agreementï¿½), effective as of May 3, 2002 (the ï¿½Effective Dateï¿½), is made by and between Sunesis Pharmaceuticals, Inc., a Delaware corporation, having a principal place of business at 341 Oyster Point Boulevard, South San Francisco, CA 94080 (ï¿½Sunesisï¿½), and Johnson & Johnson Pharmaceutical Research & Development, L.L.C., a limited liability company incorporated in New Jersey, having a principal place of business at U.S. Route 202, Raritan, NJ 08869 (ï¿½JJPRDï¿½). Sunesis and JJPRD are . . . 1245554	Chase Manhattan Chase Manhattan Bank ( Financial ) As referenced in this Collaboration Agreement: Chase Manhattan Bank, – not paid on the date such payments are due under this Agreement shall bear interest to the extent permitted by applicable law at the prime rate as reported by the Chase Manhattan Bank, New York, New York, on the date such payment is due. 6.3 Place of Royalty Payment; Currency Conversion. In the case of sales outside the United States, royalty _____________ dt 1426571 ; Sunesis Pharmaceuticals Sunesis Pharmaceuticals Inc ;	WSGR Wilson Sonsini Goodrich & Rosati ( Legal ) As referenced in this Collaboration Agreement: Wilson Sonsini – have been given upon receipt: Sunesis: Sunesis Pharmaceuticals, Inc. 341 Oyster Point Boulevard South San Francisco, California 94080 Attn: Chief Executive Officer Fax: (650) 266-3505 With a copy to: Wilson Sonsini Goodrich & Rosati 36 Professional Corporation 650 Page Mill Road Palo Alto, California 94304-1050 Attn: Kenneth A. Clark, Esq. Fax: (650) 493-6811 JJPRD: Johnson & Johnson Pharmaceutical _____________ dt 1325118
$59	Preview Full Doc	2005	Collaboration Agreement Collaboration Agreement (92K) Doc #1257647: Click preview link for longer preview. AND RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED COLLABORATION AGREEMENT THIS COLLABORATION AGREEMENT (the "AGREEMENT") is made and entered into as of August 20, 2004 (the "SIGNING DATE") by and between STRUCTURAL GENOMIX, INC. located at 10505 Roselle Street, San Diego, CA 92121 ("SGX"), and F. HOFFMANN-LA ROCHE LTD, located at Grenzacherstrasse 124, 4070 Basel, Switzerland, and HOFFMANN-LA ROCHE INC., . . . 1257647	Chase Manhattan Chase Manhattan Bank ( Financial ) As referenced in this Collaboration Agreement: Chase Manhattan Bank, – hereunder which are not paid on the date such payments are due, shall bear interest at the rate equal to the lesser of the prime rate as reported by the Chase Manhattan Bank, New York, New York, plus [...*...] percent ([......]%) or the maximum amount permitted by law, compounded monthly. This Section 3.10 shall in no way limit any other remedies available to _____________ Chase Manhattan Bank, –* inspection. Roche shall promptly pay to SGX any underpayment identified in such audit, with interest from the date such amount(s) were due at the prime rate reported by the Chase Manhattan Bank, New York, New York plus [...*...] percent ([......]%). The failure of SGX to request verification of any payment calculation during which corresponding records are required to be retained under this Section _____________ dt 1426580 ; Genentech Genentech, Inc. ( Pharmaceutical Preparations ) As referenced in this Collaboration Agreement: Genentech, Inc –* having otherwise the power to govern the financial and the operating policies or to appoint the management of an organization. With respect to Roche the term "Affiliate" shall not include Genentech, Inc ., 1 DNA Way, South San Francisco, California 94080-4990, U.S.A. ("Genentech") or Chugai Pharmaceutical Co., Ltd, 1-9, Kyobashi 2-chome, Chuo-ku, Tokyo, 104-8301, Japan (" _____________ dt 1502142 ;	SGX Pharmaceuticals SGX Pharmaceuticals, Inc.
$49	Preview Full Doc	2005	Collaboration Agreement Collaboration Agreement (113K) Doc #1257651: Click preview link for longer preview. AND RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED CONFIDENTIAL COLLABORATION AGREEMENT THIS COLLABORATION AGREEMENT (the "AGREEMENT") is effective as of March 18, 2004 (the "EFFECTIVE DATE") by and between STRUCTURAL GENOMIX, INC., a Delaware corporation located at 10505 Roselle Street, San Diego, CA 92121 ("SGX"), and SERONO INTERNATIONAL . . . 1257651	Chase Manhattan Chase Manhattan Bank ( Financial ) As referenced in this Collaboration Agreement: Chase Manhattan Bank, – are not paid on the date such payments are due shall bear interest until paid at the rate equal to the lesser of the prime rate as reported by the Chase Manhattan Bank, New York, New York, plus [...*...] percent ([......]%) or the maximum amount permitted by law. This Section 3.11 shall in no way limit any other remedies available to SGX. 3. _____________ Chase Manhattan Bank, –* any underpayment identified in such audit, with interest from the date such amount(s) were due at a rate equal to the lesser of the prime rate reported by the Chase Manhattan Bank, New York, New York, plus [...*...] percent ([...*...]%) or the maximum amount permitted by law. SGX shall promptly pay to Serono any overpayment identified in such audit.