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CuraGenOn 3 June 2004, the Company entered into a licence and collaboration agreement with CuraGen which provided for the Company and CuraGen to collaborate exclusively with respect to the research, development and commercialisation of small molecules that inhibit histone deacetylation (“HDAC”) for use in the prevention, diagnosis, control or treatment of any human disease or condition. Successfully developed collaboration products were to be exclusively marketed by the Company in the European Union and certain contiguous countries (the “Company Territory”), and by CuraGen in all other countries, including the U.S. and Japan (the “CuraGen Territory”). During the research term, the Company granted to CuraGen, on a co-exclusive basis (with the Company) and in the CuraGen Territory, a licence to all of the Company’s patents or inventions subject to patent applications that may be useful for the development, manufacture, use or sale of HDAC inhibitors, to conduct the research programme and to make and use collaboration products.CuraGen paid an up-front license fee, an annual collaboration fee for three years, all development costs agreed to in the development plan and invested a further sum in the Company through convertible notes. For each product that arose from the collaboration, CuraGen agreed to pay the Company milestone payments of up to USD 30 million per collaboration product. In addition, each company agreed to pay the other low double digit royalties on annual net sales of collaboration products in their respective territories. The collaboration successfully developed belinostat through to the end of Phase II clinical trials. On 21 April 2008 the Company entered into a transfer and termination agreement with CuraGen which provided for the Company and CuraGen to terminate the license and collaboration agreement and for the Company to purchase from CuraGen all of CuraGen’s interests in the collaboration products and in certain other rights and assets relating to HDAC inhibitors and receive certain other licenses and rights related to HDAC inhibitors sufficient to enable the Company to carry on alone the research, development and commercialisation of HDAC inhibitors including belinostat. In consideration of such termination, purchase and grant, the Company agreed to pay CuraGen USD 26 million plus 5 million Company shares and a future commercial milestone payment of up to USD 6 million payable at the rate of 10% of the first USD 60million of belinostat sales or partnership revenue received by the Company. In addition, also on 21 April 2008, a transition service agreement was entered into whereby CuraGen agreed to provide certain specified transition services to the Company in consideration of receiving an agreed fee, to enable a smooth transition to the Company of the various development activities being undertaken by CuraGen either directly or through third party contractors.
http://www.curagen.com
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