Attached files
| file | filename |
|---|---|
| 10-K - Emergent BioSolutions Inc. | form10-k.htm |
| EX-23.1 - Emergent BioSolutions Inc. | ex23_1.htm |
| EX-31.2 - Emergent BioSolutions Inc. | ex31_2.htm |
| EX-32.1 - Emergent BioSolutions Inc. | ex32_1.htm |
| EX-31.1 - Emergent BioSolutions Inc. | ex31_1.htm |
| EX-10.7 - Emergent BioSolutions Inc. | ex10_7.htm |
| EX-10.6 - Emergent BioSolutions Inc. | ex10_6.htm |
| EX-32.2 - Emergent BioSolutions Inc. | ex32_2.htm |
| EX-21.1 - Emergent BioSolutions Inc. | ex21_1.htm |
| EX-10.21 - Emergent BioSolutions Inc. | ex10_21.htm |
| EX-10.41 - Emergent BioSolutions Inc. | ex10_41.htm |
| EX-10.20 - Emergent BioSolutions Inc. | ex10_20.htm |
| EX-10.19 - Emergent BioSolutions Inc. | ex10_19.htm |
| EX-10.26 - Emergent BioSolutions Inc. | ex10_26.htm |
| EX-10.40 - Emergent BioSolutions Inc. | ex10_40.htm |
| EX-10.22 - Emergent BioSolutions Inc. | ex10_22.htm |
EXHIBIT
10.18
|
CONFIDENTIAL MATERIALS OMITTED
AND FILED SEPERATLY WITH THE SECURITIES AND EXCHANGE COMMISSION.
ASTERISK DENOTE
OMISSIONS.
|
Talecris
BIOTHERAPEUTICS
AMENDMENT
NO. 1 to the
PRODUCT
SUPPLY AGREEMENT
This
Amendment No. 1 (the "Amendment"), effective as of December 19, 2006 (the
“Effective Date”), is entered into by and between Talecris Biotherapeutics,
Inc., headquartered at 79 T.W. Alexander Drive, 4101 Research Commons, P.O. Box
110526, Research Triangle Park, North Carolina 27709 ("Talecris") and Emergent
Product Development Gaithersburg Inc. ("Emergent" collectively, with Talecris,
the "Parties," and each individually, a "Party"). All terms not defined herein
shall have the meaning set forth in the Master Agreement (as defined
below).
WHEREAS,
the Parties entered into that certain Product Supply Agreement, effective as of
June 12, 2006 (the "Master Agreement');
WHEREAS
the Parties desire to amend and restate the Master Agreement as set forth herein
to modify the requirements for stability testing of the AIG Product and the
payment schedule for the testing; and;
WHEREAS,
except as specifically modified herein, the Master Agreement, as amended by this
Amendment, shall remain in full force and effect.
NOW,
THEREFORE, in consideration of the foregoing and the mutual covenants herein
contained, the Parties hereto agree as follows:
1. Amendment of Article 7.02,
Fees Associated With Certain Pre-Commercial Activities, Subpart B Stability
Testing. Article 7.02, Subpart B of the Master Agreement is hereby
deleted in its entirety and replaced with:
"Emergent
shall pay Talecris following Talecris' performance of stability testing,
(approved stability protocol attached) and related activities in accordance with
Exhibit L,.
attached hereto and incorporated by reference into the Master
Agreement.
2. Applicable Law. This
Amendment, and the amended Agreement, shall be governed by the laws of the State
of Delaware without regard to any conflicts of law principles.
IN
WITNESS WHEREOF, the Parties have executed this Amendment as set forth
below.
TALECRIS
BIOTHERAPEUTICS,
INC. EMERGENT
PRODUCT DEVELOPMENT
GAITHERSBURG INC.
By: /s/ Mary J
Kuhn By: /s/ M J
Langford
Name: Mary
J.
Kuhn Name: Michael
J. Langford
Title: SVP
Operations Title: President
Exhibit
L
Payment
schedule for Amended Stability Protocol
|
Purpose:
|
Emergent
has requested a greater amount of stability testing than is stated in the
original contract. The original contract required 15 test points to be
done on three product lots. The price was $[**] dollars to perform the
45-test point study. The stability protocol now requested requires 24 test
points to be done on 3 AIG product lots. This increases the total number
of test points to 72 test points which is an increase of 27 test points.
The approved protocol is follows.
|
Calculations:
|
Talecris
Cost to perform the
requested
protocol (3 lots)
|
$ | [**] | ||
|
#
of Test Points per lot
|
24 | |||
|
#
of Test Points for 3 lots
|
72 | |||
|
Cost
per test Point
|
$ | [**] | ||
|
#
of test points of original
|
15 | |||
|
Stability
schedule per lot
|
||||
|
#
of test points for 3 lots
|
45 | |||
|
Original
agreement for
|
$ | [**] | ||
|
Stability
Protocol
|
||||
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Additional
test points
required
|
27 | |||
|
Cost
to perform additional
test
points
|
$ | [**] | ||
|
Total
revised Charge to
|
$ | [**] | ||
|
Emergent
for study
|
|
Invoice
Timing:
|
The
study is requested for 5 years. Talecris will invoice Emergent for 20% of
the total price each year when the annual report is
issued.
|