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INSM > SEC Filings for INSM > Form 8-K on 11-Jul-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 July 8, 2014, Insmed Incorporated (the "Company") entered into a Commercialization Agreement (the "Agreement") with PARI Pharma GmbH ("PARI") for the manufacture and supply of eFlow nebulizer systems and related accessories (the "Device") as optimized for use with the Company's proprietary liposomal amikacin for inhalation. The Agreement has an initial term of fifteen (15) years from the first commercial sale of the Device (the "Initial Term"). The term of the Agreement may be extended by the Company for an additional five
(5) years by providing written notice to PARI at the least one (1) year prior to the expiration of the Initial Term. Notwithstanding the foregoing, the parties have certain 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, (ii) the default or bankruptcy of the other party, or (iii) upon termination by the Company of the License Agreement between the parties.

The 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 quarterly report on Form 10-Q for the quarter ended September 30, 2014. The Company intends to seek confidential treatment for certain portions of the Agreement pursuant to a confidential treatment request that it intends to submit to the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended.

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