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Research and Development Agreement

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Title:

Research and Development Agreement

Entities:

Constar International Inc.; Crown Cork & Seal Company, Inc.; CarnaudMetalbox plc

Date:

2002

Size:

Preview shows 4KB of 50KB total

Price:

$36

ID:

#125879

► Licensing ► Development ► Research & Development Agreements
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RESEARCH AND DEVELOPMENT AGREEMENT

This RESEARCH AND DEVELOPMENT AGREEMENT (this Agreement) is entered into as of November 20, 2002 between CarnaudMetalbox plc, a public limited company formed under the laws of England and Wales (Carnaud), Crown Cork & Seal Technologies Corporation (Crown Technologies and, collectively with Carnaud, the Crown Entities) and Constar, Inc., a Delaware corporation (Constar, Inc.).

BACKGROUND

A. The Crown Entities currently provide certain research and development services to Constar, Inc.

B. Crown Cork & Seal Company, Inc. (Crown) and Constar International Inc. (Constar) are contemplating that an initial public offering will be made of all of the capital stock of Constar (the Initial Public Offering), and Crown and Constar, Inc. both desire for the Crown Entities to continue to provide certain services to Constar, Inc. following the Initial Public Offering.

C. The Crown Entities and Constar, Inc. desire to enter into this Agreement to set forth the roles and responsibilities with regard to research and development services to be provided by the Crown Entities to Constar, Inc. following the Initial Public Offering.

TERMS

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Crown Entities and Constar, Inc., for themselves and their successors and assigns, and intending to be legally bound hereby, hereby agree as follows:

1. Definitions. Capitalized terms not defined in this Agreement shall have the meanings ascribed to them in the Corporate Agreement, dated as of the date hereof, between Crown and Constar. As used in this Agreement, the following terms shall have the respective meanings set forth below:

1.1. AAA shall have the meaning set forth in Section 13.5.

1.2. Additional Services shall have the meaning set forth in Section 2.4 below.

1.3. Benefits Allocation Agreement shall mean the Benefits Allocation Agreement, dated as of the date hereof, between Crown and Constar.

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