On January 7, 2020, Tyme Technologies, Inc. entered into a Co-Promotion Agreement with Eagle Pharmaceuticals, Inc. Pursuant to the Agreement, the Company granted Eagle the non-exclusive right to co-promote SM-88 (racemetyrosine), the company's novel oral therapy, to specified medical professionals in the United States for the treatment of any and all indications for which SM-88 is approved in humans in the United States. Pursuant to the Agreement, Eagle will provide sales representatives to cover 25% of the Company's sales force requirements. The parties will agree on the initial minimum required number of Eagle sales representatives prior to filing the new drug application for SM-88.

Commencing with the fiscal quarter following the first commercial sale of SM-88 in the United States, the Company will pay Eagle a fee equal to fifteen percent of net sales of all SM-88 products sold in the United States in each fiscal quarter. As part of the Agreement, the Company granted Eagle the non-exclusive right to use the Company's trademarks and copyrights in connection with the promotion of SM-88 in the United States. The Agreement also includes a non-competition provision restricting Eagle and a mutual non-solicitation provision, each lasting until the first anniversary of the Agreement's termination date.

The Agreement also contains customary provisions regarding payment, confidentiality and indemnification. The co-promotion of SM-88 in the United States will be supervised by a joint sales operations committee composed of representatives from the Company and Eagle. Under the Agreement, the Company will retain the sole right to the strategy for development and commercialization of the product and will remain solely responsible for the costs of seeking regulatory approval of, manufacturing and distributing SM-88.

The Agreement has a ten year term, expiring on January 7, 2030. Subject to specified notice periods and limitations, either party may terminate the Agreement in the event of (i) an uncured material breach by the other party, (ii) the withdrawal of SM-88 from the market by the Company for certain specified reasons, or (iii) the filing or institution of bankruptcy, reorganization, liquidation or receivership proceedings with respect to the other party. In addition, the Company has a buyout right to terminate the Agreement and all Eagle's rights thereunder immediately upon a $200 million payment to Eagle.

Eagle may also terminate the Agreement for convenience upon twelve months' written notice given any time after the second anniversary of the first commercial sale of SM-88 product in the United States.