EX-10.42





 Exhibit 10.42 

 

					
	 Exova
 2395 Speakman Dr.

Mississauga
 Ontario

Canada
 L5K 1B3
	  	 T: + 1 (905) 822-4111

F: + 1 (905) 823-1446
 E:
sales@exova.com
 W: www@exova.com
	  	





 Testing. Calibrating. Advising 

[*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and
Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. 

Analytical Testing Partnership Program 2018 - 2020 
  

			
	Quotation to:	  	 Intersect ENT
 1049 Elwell Court

Palo Alto CA 94303
 USA

		
	Attention:	  	 Xiaoyi Hu
 Manager CMC and Analytical
Services
 650-641-2111

xhu@intersectENT.com
  

Rich Kaufman
 Chief Operating Officer

650-641-2107

rkaufman@intersectENT.com

		
	Quotation Number:	  	18-011-541531
		
	Date:	  	April 05, 2018














  

			
	Analytical Testing Partnership Program 2018- 2020	  	Page 2 of 5
	For Intersect ENT	  	Quotation No.: 18-011-541531

  

 

 EXECUTIVE SUMMARY 

Exova’s Health Sciences group has developed a strong relationship with Intersect ENT during the past decade. Over this period, services provided have
included method development, method and process validation, contaminant and unknown Investigation, characterization of Impurities, raw material and finished product testing, and stability program services. 

Intersect ENT has had major success in product development, clinical efficacy and approval of its novel stent products. The company continues to experience
rapid growth and Exova has made Investments to Increase our capacity in tandem, so that Intersect ENT can continue to rely on Exova as the vendor of choice for analytical support and development. We appreciate your regular feedback and this has been
very valuable in making changes and Improvements so that our final product meets your expectations. 
 Exova is committed to working with Intersect ENT to
manage costs and to extend our mutually beneficial and cost effective long term partnership through 2020. 
 We are looking forward to continuing to support
Intersect ENT for analytical testing development and stability needs. 
  

					
	Approved by:	 		  	
			
	 /s/ Eric Lindsay
	 	04.05.18	  	 /s/ John McNelli

	 Eric Lindsay
 General Manager

Health Sciences Santa Fe Springs
	 		  	 John McNelli, M.Sc., C. Chem.
 Director
Pharmaceutical Development
 Health Sciences Americas



 

	
	 /s/ Ben Vanasse

	 Ben Vanasse
 General Manager

Health Sciences Mississauga



  
 [*] = Certain confidential information
contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. 














  

			
	Analytical Testing Partnership Program 2018- 2020	  	Page 3 of 5
	For Intersect ENT	  	Quotation No.: 18-011-541531

  

 

 PRICING 

Table 1 
 Custom Analyses
Exova Santa Fe Springs 
  

									
	 Test Method
	  	Price Structure
[*]	 	 	Price Structure
[*]	 
	 [*]
	  	 	[	*] 	 	 	[	*] 

 The pricing indicated in the above table is quoted for [*] turnaround (please note: turnaround time is defined as delivery of
the final Certificate of Analysis by 5:00 PM PT on the day promised). 24 and 72 hour priority service will be accompanied by a surcharge of [*]% and [*]%, respectively. 
  

	 	(1)	 To assist Exova in making compressed timing commitments, Intersect ENT will work to provide pre-notification whenever possible of upcoming sample submission schedules. 


  

	 	(2)	 Raw Data packages are [*]% of the total analytical cost, $[*] minimum and $[*] maximum. 



  
 [*] = Certain confidential information
contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. 














  

			
	Analytical Testing Partnership Program 2018- 2020	  	Page 4 of 5
	For Intersect ENT	  	Quotation No.: 18-011-541531

  

 

 Table 2 

Custom Analyses Exova Mississauga 
  

					
	 Test Method
	  	Price Structure
[*]	 
	 [*]
	  	 	[	*] 

  

	 	(1)	 [*], to ensure that [*] turnaround commitments are consistently met, Intersect ENT will provide [*] forewarning
of upcoming sample submissions and batch samples shipments whenever possible. If [*] requiring [*], timeline should be discussed and agreed upon between Exova and Intersect ENT. When [*] is requested for [*], additional samples will be requested by
Exova and the results available in less than [*] from sample receipt. 


  

	 	(2)	 This test includes [*] as part of the listed fee as this data will be acquired in [*]. 



 

	 	(3)	 No cost for set up will be applied if [*]. If [*], a set up cost of $[*] will be applied.



  

	 	(4)	 The pricing indicated in the above table is quoted for [*] turnaround (turnaround time is defined as delivery
of the final Certificate of Analysis by 5:00 PM PT on the day promised). 


 24 and 72 hour priority service will be
accompanied by a surcharge of [*]% and [*]%, respectively. 

  
 [*] = Certain confidential information
contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. 














  

			
	Analytical Testing Partnership Program 2018- 2020	  	Page 5 of 5
	For Intersect ENT	  	Quotation No.: 18-011-541531

  

 

 Table 3 

USP/NF/EP/Custom Monograph Testing 
  

									
	 Test Method
	  	Price Structure
[*]	 	 	Price Structure
[*]	 
	 [*]
	  	 	[	*] 	 	 	[	*] 

  

	*	 Raw Data packages are [*]% of the total analytical cost, $[*] minimum and $[*] maximum. The pricing indicated
in the above table is quoted for [*] turnaround (please note; turnaround time is defined as delivery of the final certificate of analysis by 5:00 PM PT on the day promised). 24 and 72 hour priority service will be accompanied by a surcharge of [*]%
and [*]%, respectively. 


  

	 	(1)	 To ensure that turnaround commitments are consistently met, intersectENT will provide five to ten days
forewarning of upcoming sample submissions and batch sample shipments whenever possible. 


 TERMS AND CONDITIONS 

This quotation is open for acceptance until March 15, 2018, and these prices will be in effect until December 31, 2020. It can be accepted on or
before this date by signing and returning to Exova. At the beginning of 2018, the cost adjustment was applied for year 2018 and [*]% increase will be applied at the beginning of 2019 and 2020. After the validity date, Exova reserves the right to
revise and/or withdraw the quotation as appropriate. This quotation has been prepared exclusively on behalf of Exova and is provided in confidence. The contents of this quotation including pricing information is for the sole consideration of
Intersect ENT and cannot be divulged to a third party without the expressed written consent of Exova. 
 This quotation and the services are governed by the
terms and conditions (“the Conditions”) as attached. This quotation may be accepted by signing the enclosed copy in the space provided below and returning it, for receipt by Exova within the time for acceptance given above. It will then
constitute an agreement between us (the “Contract”). Please be advised that a purchase order is acceptable for billing purposes only, and the work is governed by the attached terms and conditions. 

Accepted by Intersect ENT: 
  

							
	 /s/ NK 
	  	 Richard Kaufman
	  	 Chief Operating Officer
	  	 4/26/18

	Signature	  	Name	  	Title	  	Date


  
 [*] = Certain confidential information
contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.