This excerpt taken from the ELN 20-F filed Feb 28, 2008.
EXHIBIT INDEX
Exhibit
Number
Description
1.1
Memorandum and Articles of Association of Elan Corporation, plc
(incorporated by reference to Exhibit 4.1 of the Registration
Statement on Form S-8 of Elan Corporation, plc (SEC File No.
333-135185)
filed with the Commission on June 21, 2006).
2(b)(1)
Indenture dated as of November 16, 2004, among Elan Finance
public limited company, Elan Finance Corp., Elan Corporation,
plc, the Subsidiary Note Guarantors party thereto and The Bank
of New York, as Trustee (incorporated by reference to Exhibit
99.2 of the Report of Foreign Issuer on Form 6-K of Elan
Corporation, plc (SEC File No. 001-13896) filed with the
Commission on November 19, 2004).
2(b)(2)
Indenture dated as of November 22, 2006, among Elan Finance
public limited company, Elan Finance Corp., Elan Corporation,
plc, the Subsidiary Note Guarantors party thereto and The Bank
of New York, as Trustee (including Forms of Global Exchange
Notes) (incorporated by reference to Exhibit 2(b)(2) of Elan
Corporation, plc’s Annual Report on Form 20-F filed with
the Commission of February 28, 2007).
4(a)(1)
Antegren Development and Marketing Collaboration Agreement,
dated as of August 15, 2000, by and between Biogen, Inc. and
Elan Pharma International Limited (incorporated by reference to
Exhibit 4(a)(1) of Elan Corporation, plc’s Annual Report on
Form 20-F for the fiscal year ended December 31, 2002).
4(a)(2)
Amended and Restated Asset Purchase Agreement, dated as of May
19, 2003, by and among Elan Corporation, plc, Elan Pharma
International Limited, Elan Pharmaceuticals, Inc., King
Pharmaceuticals, Inc., Jones Pharma Incorporated and Monarch
Pharmaceuticals, Inc. (incorporated by reference to Exhibit
4(a)(3) of Elan Corporation, plc’s Annual Report on Form
20-F for the fiscal year ended December 31, 2002).
4(a)(3)
Research, Development and Commercialization Agreement by and
among Wyeth (formerly known as American Home Products
Corporation acting through American Home Products
Corporation’s
Wyeth-Ayerst
Laboratories Division) and Elan Pharma International Limited (by
assignment from Neuralab Limited) dated March 17, 2000,
Amendment No. 1, dated as of April 4, 2000, to Research,
Development and Commercialization Agreement, Amendment No. 2,
dated as of April 4, 2002, to Research, Development and
Commercialization Agreement, Amendment No. 3, dated as of May 1,
2005, to the Research, Development and Commercialization
Agreement, and Amendment No. 4, dated as of May 1, 2007, to the
Research, Development and Commercialization Agreement.
(Confidential Treatment has been requested for portions of this
Agreement and its Amendments, which portions have been omitted
and filed separately with the Commission).
4(b)(1)
Lease dated as of June 1, 2007 between Chamberlin Associates 180
Oyster Point Blvd., LLC and Elan Pharmaceuticals, Inc.
4(b)(2)
Lease dated as of December 17, 2007 between Chamberlin
Associates 200 Oyster Point, L.P. and Elan Pharmaceuticals, Inc.
4(c)(1)
Elan Corporation, plc 1999 Stock Option Plan (2001 Amendment)
(incorporated by reference to Exhibit 4(c)(1) of Elan
Corporation, plc’s Annual Report on Form 20-F for the
fiscal year ended December 31, 2001).
4(c)(2)
Elan Corporation, plc 1998 Long-Term Incentive Plan (2001
Restatement) (incorporated by reference to Exhibit 4(c)(2) of
Elan Corporation, plc’s Annual Report on Form 20-F for the
fiscal year ended December 31, 2001).
4(c)(3)
Elan Corporation, plc 1996 Long-Term Incentive Plan (2001
Restatement) (incorporated by reference to Exhibit 4(c)(3) of
Elan Corporation, plc’s Annual Report on Form 20-F for the
fiscal year ended December 31, 2001).
4(c)(4)
Elan Corporation, plc 1996 Consultant Option Plan (2001
Restatement) (incorporated by reference to Exhibit 4(c)(4) of
Elan Corporation, plc’s Annual Report on Form 20-F for the
fiscal year ended December 31, 2001).
4(c)(5)
Elan Corporation, plc Employee Equity Purchase Plan (U.S.), as
amended (incorporated by reference to Exhibit 4.2 of the
Registration Statement on Form S-8 of Elan Corporation, plc (SEC
File No. 333-135184) filed with the Commission on June 21, 2006).
4(c)(6)
Elan Corporation, plc Employee Equity Purchase Plan Irish
Sharesave Option Scheme (incorporated by reference to Exhibit
4(c)(6) of Elan Corporation, plc’s Annual Report on Form
20-F for the fiscal year ended December 31, 2004).
Elan Corporation, plc Employee Equity Purchase Plan U.K.
Sharesave Plan (incorporated by reference to Exhibit 4(c)(8) of
Elan Corporation, plc’s Annual Report on Form 20-F for the
fiscal year ended December 31, 2005).
4(c)(8)
Elan Corporation, plc 2004 Restricted Stock Unit Plan
(incorporated by reference to Exhibit 4(c)(8) of Elan
Corporation, plc’s Annual Report on Form 20-F for the
fiscal year ended December 31, 2005).
4(c)(9)
Letter Agreement, dated as of February 12, 2002, between John
Groom and Elan Corporation, plc (incorporated by reference to
Exhibit 10.1 of the Registration Statement on Form F-3 of Elan
Corporation, plc, Registration Statement No. 333-100252, filed
with the Commission on October 1, 2002).
4(c)(10)
Consulting Agreement, dated as of July 1, 2006, between
Dr. Dennis J. Selkoe and Elan Pharmaceuticals, Inc.
(incorporated by reference to Exhibit 4(c)(10) of Elan
Corporation, plc’s Annual Report on Form 20-F filed with
the Commission on February 28, 2007).
4(c)(11)
Employment Agreement, dated as of December 7, 2005, among Elan
Pharmaceuticals, Inc., Elan Corporation, plc and G. Kelly
Martin, (incorporated by reference to the Report of Foreign
Issuer on Form 6-K of Elan Corporation, plc, filed with the
Commission on December 7, 2005).
4(c)(12)
July 18, 2007 Letter Agreement between Dr. Lars Ekman and
Elan Pharmaceuticals, Inc.
4(c)(13)
Elan Corporation, plc Cash Bonus Plan effective January 1, 2006,
and revised as of May 22, 2006 (incorporated by reference to
Exhibit 4(c)(14) of Elan Corporation, plc’s Annual Report
on Form 20-F filed with the Commission on February 28, 2007).
4(c)(14)
Elan Corporation, plc Profit Sharing Scheme 2006 (incorporated
by reference to Exhibit 4(c)(16) of Elan Corporation, plc’s
Annual Report on Form 20-F for the fiscal year ended December
31, 2005).
4(c)(15)
Elan Corporation, plc 2006 Long Term Incentive Plan
(incorporated by reference to Exhibit 4.4 of the Registration
Statement on Form S-8 of Elan Corporation, plc (SEC File
333-13185) filed with the Commission on June 21, 2006).
4(c)(16)
Letter Agreement dated as of January 1, 2007 between Elan
Corporation, plc and Shane Cooke (incorporated by reference to
Exhibit 4(c)(17) of Elan Corporation, plc’s Annual Report
on Form 20-F filed with the Commission on February 28, 2007).
4(c)(17)
Form of Deed of Indemnity between Elan Corporation, plc and
directors and certain officers of Elan Corporation, plc
(incorporated by reference to Exhibit 99.2 of the Report of
Foreign Issuer on Form 6-K of Elan Corporation, plc filed with
the Commission on November 15, 2006).
4(c)(18)
Elan U.S. Severance Plan.
4(c)(19)
Form of Memo Agreement dated May 17, 2007 amending certain
outstanding grant agreements for restricted stock units and
stock option agreements held by senior officers who are members
of the Operating Committee of Elan Corporation, plc.
4(c)(20)
Form of Restricted Stock Unit Agreement under the Elan
Corporation, plc 2006 Long Term Incentive Plan for senior
officers who are members of the Operating Committee of Elan
Corporation, plc.
4(c)(21)
Form of Nonstatutory Stock Option Agreement under the Elan
Corporation, plc 2006 Long Term Incentive Plan for senior
officers who are members of the Operating Committee of Elan
Corporation, plc.
4(c)(22)
Form of Nonstatutory Stock Option Agreement under the Elan
Corporation, plc 2006 Long Term Incentive Plan for new members
of the Board of Directors of Elan Corporation, plc.
4(c)(23)
Form of Nonstatutory Stock Option Agreement under the Elan
Corporation, plc 2006 Long Term Incentive Plan for members of
the Board of Directors of Elan Corporation, plc.
8.1
Subsidiaries of Elan Corporation, plc.
12.1
Certification of G. Kelly Martin pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
12.2
Certification of Shane Cooke pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
13.1
Certification of G. Kelly Martin pursuant to 18 U.S.C.
Section 1350, as Adopted Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
13.2
Certification of Shane Cooke pursuant to 18 U.S.C. Section
1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002.
15.1
Consent of Independent Registered Public Accounting Firm, KPMG.
