Exhibit 10.54
EXECUTION VERSION
Certain identified information has been excluded from this exhibit because such information both (i) is not material and (ii) would likely cause competitive harm if publicly disclosed. Excluded information is indicated with brackets and asterisks [*****].
SETTLEMENT AND RELEASE AGREEMENT
This Settlement and Release Agreement (the “Settlement Agreement”) is made as of 31st day of December, 2022 (“Execution Date and effective as of 31st day of December 2022 (the “Settlement Effective Date”), by and between Acorda Therapeutics, Inc., a corporation, with a place of business at 2 Blue Hill Plaza, 3rd Floor, Pearl River, New York 10965, USA (“Acorda”), and Catalent Massachusetts LLC, a Delaware limited liability company, with a place of business at 14 Schoolhouse Road, Somerset, New Jersey 08873, USA (“Catalent”).
RECITALS
AGREEMENT
In consideration of the mutual promises set forth herein, the Parties agree as follows:
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4Q CY2022 Minimum Commitment | |||
Purchase Order | Batch Number | Catalent Release Date | Shipment Date |
51911 | P4083-0013 | 11/7/2022 | 12/5/2022 |
P4083-0014 | 11/7/2022 | 12/12/2022 | |
P4083-0015 | 11/7/2022 | 12/19/2022 | |
51965 | P4081-0017 | 11/23/2022 | To be shipped in the 1Q CY 2023 |
P4081-0018 | 11/30/2022 | ||
P4081-0019 | 12/22/2022 | ||
51997 | P4081-0020 | 12/28/2022 | |
P4081-0021 | 1/18/2023 |
Such batches will be delivered to Acorda in accordance with the terms of the Agreement at no additional cost beyond the $[*****] minimum commitment identified in (c) of this Section 4.
For clarity, Acorda has no obligation to pay any interest on amounts subject to the Disputes as set forth in Section 3.2(c) of the Agreement. For the avoidance of doubt, to the extent the terms
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of Section 3.2(b) of the Agreement conflict with the terms herein, the terms herein shall supersede such conflicting terms.
Each party accepts and acknowledges that it is responsible for any and all tax payments, if any, associated with the Settlement Terms, and agrees to indemnify and hold harmless the other party and its agents, assigns and insurers from and against all claims, assessments, demands, penalties and/or interest of any nature or description, asserted by any authorized governmental taxing authority as a result of the Settlement Terms. This Settlement Agreement does not release either Party from any other financial obligations it may have under the Agreement, or any other Purchase Orders executed between Catalent and Acorda, including, without limitation, with respect to the manufacture of batches, Acorda’s products, or services performed by Catalent.
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[End of page - the next page is the signature page]
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The parties hereto have executed this Settlement Agreement as of the Execution Date.
Catalent Massachusetts, LLC Acorda Therapeutics, Inc.
By: __________________________ By: __________________________
Name: Ricky Hopson Name: Ron Cohen
Title: President, Clinical Development and Supply, Title: President and CEO
Catalent Pharma Solutions
Certain identified information has been excluded from this exhibit because such information both (i) is not material and (ii) would likely cause competitive harm if publicly disclosed. Excluded information is indicated with brackets and asterisks [*****].
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