Full Press Release Details
ASSIGNMENT AND NOVATION AGREEMENT
THIS ASSIGNMENT AND NOVATION AGREEMENT (this Agreement ) is made as of July 29, 2020 ( Assignment Date ), by and among
Vir Biotechnology, Inc., a Delaware corporation having a principal place of business at 499 Illinois Street, Suite 500, San Francisco, CA 94158 U.S.A ( Assignor ), GlaxoSmithKline Trading Services Limited, a company
registered in Ireland under company number 406466 having a principal place of business at 980 Great West Road, Brentford, Middlesex, TW8 9GS, England, ( Assignee ), and WuXi Biologics (Hong Kong) Limited with offices located
at Flat/RM826, 8/F Ocean Centre Harbour City, 5 Canton Road TST, Hong Kong ( Provider ). Assignor, Assignee and Provider are hereinafter referred to individually as a Party and collectively as the
WHEREAS, the Assignor and Provider entered into a binding letter of intent dated June 15, 2020 (the
Letter Agreement ) as further set out in Appendix A, with respect to, inter alia, capacity reservation, development, commercial manufacturing and supply of drug substance by Provider, and minimum take or pay
obligations by Assignor, for Assignor s SARS-Cov-2 monoclonal antibody (the Product ) and Assignor and Provider agreed the terms of the
Letter Agreement shall be incorporated into a definitive master services agreement for commercial manufacturing of drug substance;
WHEREAS, Assignor and Assignee entered into a definitive collaboration agreement dated June 9, 2020 (the Collaboration
Agreement ), concerning, inter alia, the discovery, development and commercialization preventatives and treatment products for diseases caused by SARS-COV-2 and
other coronaviruses including the Product;
WHEREAS, Assignee and Provider have entered into a certain definitive master services
agreement for commercial manufacturing of drug substance (the MSA ) with an effective date of July 29, 2020;
WHEREAS, Assignor and Assignee agree that, in connection with the Collaboration Agreement and the MSA, it is necessary for Assignor to
transfer and assign to Assignee all of Assignor s rights, duties, and obligations under the Letter Agreement;
desires to be released and discharged from all liabilities and obligations under the Letter Agreement; and
WHEREAS, Provider is
willing to release and discharge Assignor from all liabilities and obligations under the Letter Agreement and to consent to Assignee assuming such liabilities and obligations.
NOW THEREFORE, in consideration of the mutual covenants contained herein and in furtherance of the terms and conditions under the MSA, the
Parties agree as follows:
NEXT PAGE IS THE SIGNATURE PAGE]
[Signature Page to Assignment and Novation Agreement]
IN WITNESS WHEREOF, the Parties hereto have executed this Assignment Agreement as of the Assignment Date.
| GLAXOSMITHKLINE TRADING | VIR BIOTECHNOLOGY, INC. SERVICES LIMITED | |||||||
| By: | /s/ Jonathan Box | By: | /s/ George Scangos | |||||
| Name: | Jonathan Box | Name: | George Scangos | |||||
| Title: | SVP Pharma Finance | Title: | President & Chief Executive Officer |
| WUXI BIOLOGICS (HONG KONG) LIMITED | ||
| By: | /s/ Zhisheng Chen | |
| Name: | Zhisheng Chen | |
| Title: | CEO |
Letter of intent dated
June 15, 2020 between Vir Biotechnology, Inc. and WuXi Biologics (Hong Kong) Ltd.