• | Assign and do hereby assign for free all right, title and interest to our interests in the joint patent applications that have been filed during our collaboration (hereafter the “Joint Patent Applications”) listed in Exhibit A attached hereto as well as, upon Pharmacyclics’ request, Servier’s patent application entitled “Biomarkers for the identification of chemosensitivity” (hereafter the “Servier Patent Application”) listed in Exhibit B attached hereto, provided that Servier shall retain a worldwide non-exclusive royalty free and perpetual license under such Servier Patent Application. The Joint Patent Applications are assigned to Pharmacyclics on an “as is” basis, with no representation and no warranty whatsoever. Likewise, the Patent Application is assigned to Pharmacyclics on an “as is” basis, with no representation and no warranty whatsoever except as to the material existence of the Patent Application. The Parties will work together to formalize the documents necessary to such assignment and the Parties agree that Servier will retain the right to use such Joint Patent Applications as needed until the Agreement is terminated, which is November 23, 2014. |
• | Supply Pharmacyclics with: |
1. | 5000 20 mg and 2000 80 mg tablets of Abexinostat tosylate for use with animals |
2. | A batch of approximately 150,000 20 mg and 85,000 80 mg tablets (€ [**]) of Abexinostat tosylate, subject to the signature of a tripartite quality agreement with Pharmacyclics and the manufacturer, [**] |
3. | A remaining quantity of 37 kg of active principle of Abexinostat tosylate not used for the manufacturing of the above quantities of finished product at a price of [**]€ per kg. |
4. | Current stock of Abexinostat hydrochloride drug product subject to a quality agreement with Servier and Pharmacyclics, in case Pharmacyclics would like the on-going clinical trials to be transitioned to Pharmacyclics following termination of collaboration agreement |
• | Transfer to Pharmacyclics, at Pharmacyclic’s costs and expense all Servier Know-How generated during the collaboration. |
For LES LABORATOIRES SERVIER | INSTITUT DE RECHERCHES INTERNATIONALES SERVIER | |||
By: | /s/ Pascal Touchon | By: | /s/ Jean-Pierre Abastado | |
Name: | Pascal TOUCHON | Name: | Jean-Pierre ABASTADO | |
Title: | Proxy | Title: | Director of Oncology Innovation Therapeutic Pole | |
By: | /s/ Bernard Marchand |
Name: | Bernard MARCHAND |
Title: | Vice President, Director of Research & Development Operations |
By: | Pharmacyclics, Inc. | |
/s/ Mahkam Zanganeh | ||
Name: | Mahkam Zanganeh | |
Title: | Chief Operating Officer | |
Application No / Serial No | Country | Filing Date |
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Application No / Serial No | Country | Filing Date |
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Application No / Serial No | Country | Filing Date |
[**] | [**] | [**] |
Application No / Serial No | Country | Filing Date |
[**] | [**] | [**] |
Application No / Serial No | Country | Filing Date |
[**] | [**] | [**] |