STRATEGIC ALLIANCE MASTER AGREEMENTStrategic Alliance Agreement |
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Abbott Laboratories | Abbott Molecular Inc | IBIS BIOSCIENCES, INC | Isis Pharmaceuticals, Inc | R Scott Falk, PC | STRATEGIC ALLIANCE. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here. |
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Exhibito 10.4
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CONFIDENTIAL TREATMENT REQUESTED |
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EXECUTION VERSION |
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UNDER 17 C.F.R §§ 200.80(b)4, AND 240.24b-2 |
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STRATEGIC ALLIANCE MASTER AGREEMENT
AMONG
IBIS BIOSCIENCES, INC.
ISIS PHARMACEUTICALS, INC.
AND
ABBOTT MOLECULAR INC.
January 30, 2008
TABLE OF CONTENTS
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Section 1. |
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Definitions |
2 |
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Section 2. |
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Financing Closing; Transaction Documents |
11 |
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Section 3. |
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Representations And Warranties. |
12 |
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3.1 |
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Representations and Warranties of Ibis and Isis |
12 |
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(a) |
Power and Authority |
12 |
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(b) |
Enforceability |
12 |
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(c) |
Governmental Authority; Consents |
12 |
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(d) |
No Conflicts |
13 |
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(e) |
Due Organization; Qualification |
13 |
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(f) |
Subsidiaries |
13 |
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(g) |
Capitalization; Voting Rights |
14 |
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(h) |
Agreements; Liabilities |
14 |
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(i) |
Obligations to Related Parties |
15 |
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(j) |
Title to Properties and Tangible Assets; Liens, Etc. |
15 |
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(k) |
Sufficiency of Assets |
15 |
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(l) |
Intellectual Property |
16 |
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(m) |
Compliance with Other Instruments |
20 |
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(n) |
Litigation |
20 |
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(o) |
Tax Matters |
20 |
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(p) |
Employees |
21 |
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(q) |
Compliance with Laws; Licenses |
23 |
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(r) |
Environment, Health and Safety |
24 |
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(s) |
Offering Valid |
24 |
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(t) |
Financial Statements |
25 |
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(u) |
Subsequent Events |
25 |
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(v) |
Brokers’ Fees |
26 |
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(w) |
Leased Real Property |
27 |
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(x) |
Contracts |
27 |
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(y) |
Insurance |
28 |
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(z) |
Customers and Suppliers |
28 |
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(aa) |
No Material Adverse Effect |
28 |
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(bb) |
Names and Locations |
28 |
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(cc) |
Directors, Officers and Bank Accounts |
28 |
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(dd) |
Regulatory Filings |
28 |
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(ee) |
Disclosure |
29 |
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3.2 |
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Representations and Warranties of AMI |
29 |
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(a) |
Power and Authority |
29 |
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(b) |
Enforceability |
29 |
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(c) |
Governmental Authority; Consents |
29 |
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(d) |
No Conflicts |
29 |
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(e) |
Due Organization; Qualification |
29 |
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