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INSM > SEC Filings for INSM > Form 8-K on 11-Feb-2014All Recent SEC Filings

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Form 8-K for INSMED INC


Entry into a Material Definitive Agreement

Item 1.01. Entry Into a Material Definitive Agreement.

On February 10, 2014, Insmed Incorporated (the "Company") entered into a Contract Manufacturing Agreement (the "Agreement") with Therapure Biopharma Inc. ("Therapure") for the manufacture of the Company's product ARIKACETM, liposomal amikacin for inhalation, ("Arikace"). Pursuant to the Agreement, the Company and Therapure will collaborate to construct a production and quality control area for the manufacture and testing of Arikace in Therapure's existing manufacturing facility in Mississauga, Ontario, Canada. Therapure will manufacture Arikace for the Company on a non-exclusive basis.

The Agreement has an initial term of five (5) years from the first date on which Therapure delivers Arikace to the Company after the Company obtains permits related to the manufacture of Arikace, and will renew automatically for successive periods of two (2) years each, unless terminated by either party by providing the required two years' prior written notice to the other party. Notwithstanding the foregoing, the parties have rights and obligations under the Agreement prior to the commencement of the initial term. The Agreement allows for termination by either party upon the occurrence of certain events, including, (i) the material breach by the other party of any provision of the Agreement or the Quality Agreement expected to be entered into between the parties, or (ii) the default or bankruptcy of the other party. In addition, the Company may terminate the Agreement for any reason upon no fewer than one hundred eighty (180) days' advance notice.

This description of the Agreement is a summary only and is qualified in its entirety by the full and complete terms of the Agreement, which the Company expects will be filed as an exhibit to the Company's next quarterly report on Form 10-Q.

Other than with respect to the Agreement, there is no material relationship between the Company and Therapure.

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