Common use of Introductory Clause in Contracts

Introductory. Horizon Pharma, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares of its common stock, par value $0.0001 per share (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon Pharma, Inc.Digimarc Corporation, a Delaware corporation (the “"Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] __________ shares (the "Firm ---------- Shares") of its common stockCommon Stock, par value $0.0001 0.001 per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] __________ Common Shares (the "Option Shares") as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ". BancBoston ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Inc., ▇▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ LLC and CompanyU.S. Bancorp ▇▇▇▇▇ ▇▇▇▇▇▇▇ Inc., LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-16850487501), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Shares, is called the "Prospectus"; provided, however, if the Company has, with the consent of BancBoston ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Inc., elected to rely upon Rule 434 under the Securities Act, the

Introductory. Horizon Pharma, Inc.uniQure B.V., a Delaware corporation Dutch private company with limited liability (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [·] shares of its common stockordinary shares, par nominal value $0.0001 EUR 0.05 per share (the “Ordinary Shares”). The [ [·] Ordinary Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [·] Ordinary Shares as provided in Section 2. The additional [ [·] Ordinary Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities Leerink Partners LLC (“JMPLeerink”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. Prior to the delivery of the Offered Shares under this Agreement, the following actions, among others, will be effected by execution of one or more notarial deeds: (i) the conversion of all outstanding Class A, Class B and Class C Ordinary Shares of the Company into Ordinary Shares and (ii) the conversion of uniQure B.V. into a Dutch public company with limited liability, whereby the Company will be renamed uniQure N.V. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (F-1, File No. 333-168504), 193158 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formis

Introductory. Horizon Pharma, Inc.Wave Life Sciences Ltd. (Company Registration Number: 201218209G), a Delaware corporation company incorporated under the laws of the Republic of Singapore (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”) an aggregate of [ ] shares 8,333,334 of its common stockordinary shares, no par value $0.0001 per share (the “Shares”). The [ ] 8,333,334 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 1,250,000 Shares as provided in Section 2. The additional [ ] 1,250,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & CompanyLLC, Incorporated (“Stifel”), ▇▇▇▇▇ SVB Leerink LLC and Company, Mizuho Securities USA LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)231382, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. For the avoidance of doubt, the term “Registration Statement” shall also include any post-effective amendment thereto. The preliminary prospectus supplement dated [ ]September 22, 2011 2020 describing the Offered Shares and the offering thereof is called (the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectusSupplement”), in the formtogether with

Introductory. Horizon Pharma, Inc.The shareholders of iGATE Corporation, a Delaware Pennsylvania corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (collectively, the “UnderwritersSelling Stockholders”) ), severally propose to sell to ▇▇▇▇▇▇▇▇▇ & Company, Inc. (the “Underwriter”), an aggregate of [ ] 1,500,000 shares of its the Company’s common stock, par value $0.0001 0.01 per share (the “Shares”). The [ ] 1,500,000 Shares to be sold by the Company Selling Stockholders are collectively called the “Firm Shares.” In addition, the Company has Selling Stockholders have severally granted to the Underwriters Underwriter an option to purchase up to an additional [ ] Shares 225,000 Shares, with each Selling Stockholder selling up to the amount set forth opposite such Selling Stockholder’s name in Schedule A, all as provided in Section 2. The additional [ ] 225,000 Shares to be sold by the Company Selling Stockholders pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504170042), which contains and has prepared a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the “Exchange Act”), is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. Such prospectus, in the form first used by the Underwriter to confirm sales of the Offered Shares or in the form first made available to the Underwriter by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Prospectus.” The preliminary prospectus supplement dated [ ]May 1, 2011 2012 describing the Offered Shares and the offering thereof thereof, together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon Pharma, Inc.Social Capital Suvretta Holdings Corp. IV, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the underwriter named in Schedule I hereto (the “Underwriter”), for whom you (the “Representative”) are acting as representative, to issue and sell to the Underwriter 20,000,000 Class A ordinary shares, par value $0.0001 per share, of the Company (said shares to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the several underwriters named in Schedule Underwriter, at the option of the Underwriter, an aggregate of not more than 3,000,000 additional Class A ordinary shares of the Company to cover over-allotments (the “UnderwritersOptional Securities”), if any, as set forth below. The Firm Securities and the Optional Securities are herein collectively referred to as the “Offered Securities.” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as the Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 to this agreement (this “Agreement”). As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses involving the Company. Pursuant to the securities subscription agreement, dated as of March 2, 2021, as amended and restated on May 24, 2021 (the “Securities Subscription Agreement”), by and between the Company and SCS Sponsor IV LLC, a Cayman Islands limited liability company (the “Sponsor”), the Company issued to the Sponsor an aggregate of [ ] shares of its common stock5,750,000 Class B ordinary shares, par value $0.0001 per share share, of the Company (such shares, as well as the Class A ordinary shares issuable upon conversion thereof, where applicable, the “Founder Shares”) for an aggregate purchase price of $25,000. Up to 750,000 of the Founder Shares are subject to forfeiture depending on the extent to which the Underwriter’s over-allotment option is exercised. The Founder Shares are substantially similar to the Offered Securities except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has issued a non-interest bearing, unsecured amended and restated promissory note, for an aggregate amount of $300,000, to the Sponsor, in substantially the form filed as Exhibit 10.1 to the Registration Statement (the “SharesPromissory Note”), payable on the earlier to occur of December 31, 2021 and the Closing Date (as defined herein). The [ ] Shares to be sold by Company has entered into a private placement shares purchase agreement, dated as of the Company are called date hereof (the “Private Placement Shares Purchase Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor has agreed to purchase an aggregate of 600,000 Class A ordinary shares (the “Private Placement Shares”), at a price of $10.00 per Private Placement Share. The Private Placement Shares are substantially similar to the Offered Securities, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into an investment management trust agreement, dated as of the date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which certain of the proceeds from the sale of the Private Placement Shares and the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriter and the holders of the Firm Shares.” In additionSecurities and the Optional Securities, if and when issued. The Company has entered into a registration rights agreement, dated as of the date hereof (the “Registration Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.4 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Shares, the Founder Shares and underlying Class A ordinary shares, and the Class A ordinary shares (which will be substantially similar to the Underwriters an option Private Placement Shares) that may be issued to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares andSponsor or its affiliates upon conversion of certain working capital loans, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Sharesany. The Company has prepared caused to be duly executed and filed with delivered a letter agreement, dated as of the Securities and Exchange Commission date hereof (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities ActLetter Agreement”), including any information deemed to be a part thereof at by and among the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” Sponsor and from and after the date and time of filing each of the Rule 462(b) Registration Statement Company’s officers, directors and director nominees, in substantially the term “Registration Statement” shall include form filed as Exhibit 10.2 to the Rule 462(b) Registration Statement. The preliminary prospectus Company has entered into an administrative services agreement, dated [ ], 2011 describing as of the Offered Shares and the offering thereof is called date hereof (the “Preliminary Prospectus,” and Administrative Services Agreement”), with an affiliate of the Preliminary Prospectus and any other preliminary prospectus that describes Sponsor, in substantially the Offered Shares and the offering thereof and is used prior form filed as Exhibit 10.8 to the filing Registration Statement, pursuant to which the Company will pay to such affiliate of the Prospectus (as defined below) is called a “preliminary prospectusSponsor an aggregate monthly fee of $10,000 for certain office space, administrative and support services.” The prospectus, in the form

Introductory. Horizon PharmaGalecto, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 14,473,685 shares of its common stock, par value $0.0001 0.00001 per share (the “SharesCommon Stock”). The [ ] Shares 14,473,685 shares of Common Stock to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares 2,171,052 shares of Common Stock as provided in Section 2. The additional [ ] Shares 2,171,052 shares of Common Stock to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares andand the Optional Shares, if and to the extent such option is exercised, together with the Optional Firm Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇ LLC (“▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ ”) and Company, Leerink Partners LLC (“Cowen”) and JMP Securities LLC (“JMPLeerink Partners”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)293343, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]February 10, 2011 2026 describing the Offered Shares and the offering thereof thereof, together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus supplement to the Base Prospectus in preliminary prospectus form that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formthe

Introductory. Horizon PharmaVeradermics, Inc.Incorporated, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [●] shares of its common stock, par value $0.0001 0.00001 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇▇▇▇ LLC (“▇▇▇▇▇▇▇▇▇”), Leerink Partners LLC (“Leerink Partners”), Citigroup Global Markets Inc. (“Citi”) and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ & Company, Incorporated Co. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP▇▇”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504)292657, which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formany

Introductory. Horizon Pharma, Inc.ArthroCare Corporation, a Delaware corporation (the “"Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] 1,000,000 shares (the "Firm ---------- Shares") of its common stockCommon Stock, par value $0.0001 0.001 per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 150,000 Common Shares (the "Option Shares") as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ". BancBoston ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇▇▇▇ Inc. and CompanyBear ▇▇▇▇▇▇▇ & Co., LLC (“Cowen”) and JMP Securities LLC (“JMP”) Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 S-3 (File No. 333-16850487187), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof ("Incorporated Documents") at the time of effectiveness pursuant to Rule 430A under or Rule 434 or the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder (collectively, the "Exchange Act"), is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used

Introductory. Horizon Pharma, Inc.The shareholders of iGATE Corporation, a Delaware Pennsylvania corporation (the “Company”), proposes named in Schedule A (collectively, the “Selling Stockholders”), severally propose to issue and sell to the several underwriters named in Schedule A B (the “Underwriters”) an aggregate of [ ] 4,000,000 shares of its the Company’s common stock, par value $0.0001 0.01 per share (the “Shares”). The [ ] 4,000,000 Shares to be sold by the Company Selling Stockholders are collectively called the “Firm Shares.” In addition, the Company has Selling Stockholders have severally granted to the Underwriters an option to purchase up to an additional [ ] Shares 598,756 Shares, with each Selling Stockholder selling up to the amount set forth opposite such Selling Stockholder’s name in Schedule A, all as provided in Section 2. The additional [ ] 598,756 Shares to be sold by the Company Selling Stockholders pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated Inc. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504162606), which contains and has prepared a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the “Exchange Act”), is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters

Introductory. Horizon Pharma▇▇▇▇▇ Life Sciences, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [●] shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ) and ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 333-[●] which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formform first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of

Introductory. Horizon PharmaForma Therapeutics Holdings, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [●] shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ▇▇▇▇▇ and Company, SVB Leerink LLC (“CowenSVB Leerink”) and JMP Credit Suisse Securities (USA) LLC (“JMPCredit Suisse”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 238783 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formcalled

Introductory. Horizon PharmaThis Agreement, Inc.effective as of the date first set forth above, a Delaware corporation amends and restates and replaces in its entirety the Sales Agency Agreement dated as of August 18, 2009 (the “CompanyPrior Sales Agreement”), proposes to issue between CHICAGO BRIDGE & IRON COMPANY N.V., a company with limited liability organized and sell to existing under the several underwriters named laws of The Netherlands, established in Schedule A (the “Underwriters”) an aggregate of [ ] shares of Amsterdam, having its common stockcorporate seat in The Hague and address at ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇, par value $0.0001 per share (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition▇▇▇▇ ▇▇, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ & (the “Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Credit Agricole Securities (USA) Inc., as sales agent (the “Agent”), pursuant to which the Company proposed to issue and sale up to 10,000,000 shares of the Company’s common stock, LLC par value Euro 0.01 per share (the “CowenCommon Stock”), and pursuant to which 2,448,683 shares of Common Stock were issued and sold (the “Sold Units”) thereunder. The Company proposes to issue and JMP Securities LLC sell from time to time through the Agent an offering of up to 7,551,317 shares (the “JMPShares”) have agreed of its Common Stock, by any method permitted by law deemed to act be an “at-the-market” offering as representatives defined in Rule 415 of the several Underwriters Securities Act (in such capacityas defined below), including, without limitation, sales made directly on the New York Stock Exchange (the “RepresentativesNYSE”), on any other existing trading market for the Shares or to or through a market maker (the “ATM Program”). It is understood and agreed by the parties hereto that: (a) in connection with the offering representations, warranties, agreements, indemnities and covenants applicable to the sale of the Offered SharesSold Units are limited to those as set forth in the Prior Sales Agreement, and (b) that the Shares offered hereby and hereunder are not governed by, and are in addition to and do not include the Sold Units offered pursuant to, the Prior Sales Agreement. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a an automatic shelf registration statement on Form S-1 S-3 (File No. 333-168504160852), which contains a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of securities (the Offered “Shelf Securities”), including the Shares, to be issued from time to time by the Company. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by filed with the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including the financial statements, exhibits and schedules thereto and all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the “Exchange Act”), is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement As used herein, the term “Registration StatementProspectus” shall include mean the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing supplement to the Offered Base Prospectus that describes the Shares and the offering thereof is called pursuant to the ATM Program (the “Preliminary Prospectus Supplement”), together with the Base Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon PharmaNeuroSigma, Inc., a Delaware corporation (the “Company”), proposes agrees with the several Underwriters named in Schedule A hereto (“Underwriters”) to issue and sell to the several underwriters named in Schedule A Underwriters 3,571,429 shares (the “UnderwritersFirm Securities”) an aggregate of [ ] shares of its the Company’s common stock, par value $0.0001 per share (“Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 535,714 additional shares (“Shares)Optional Securities”) of the Company’s Securities, as set forth below. The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if Securities and to the extent such option is exercised, the Optional Shares Securities are herein collectively called the “Offered Shares.” Securities”. ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & CompanyLLC agrees that up to 178,572 of the Firm Securities to be purchased by the Underwriters (the “Directed Shares”) shall be reserved for sale to certain eligible directors, Incorporated officers and employees of the Company and persons having business relationships with the Company (collectively, the “StifelParticipants”), as part of the distribution of the Offered Securities by the Underwriters (the “Directed Share Program”), subject to the terms of this Agreement, the applicable rules, regulations and interpretations of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and all other applicable laws, rule and regulations. The Directed Share Program shall be administered by ▇▇▇▇▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives LLC. To the extent that the Directed Shares are not orally confirmed for purchase by the Participants by the end of the several first business day after the date of this Agreement, such Directed Shares may be offered to the public by the Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale as part of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statementcontemplated hereby.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon Pharma, Inc.First Potomac Realty Trust, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares 3,000,000 of its common stockshares (the “Firm Shares”) of beneficial interest, par value $0.0001 .001 per share (the “Common Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 450,000 Common Shares (the “Option Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇KeyBanc Capital Markets, ▇▇▇▇▇▇▇▇ & Company, Incorporated a division of McDonald Investments Inc. (“StifelKCM”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company is the sole general partner of First Potomac Realty Investment Limited Partnership (the “Operating Partnership”), a Delaware limited partnership that serves as the Company’s primary operating partnership subsidiary. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed a registration statement on Form S-3 (File No. 333-120821), which contains a form of prospectus to be a part thereof at used in connection with the time public offering and sale of effectiveness pursuant the Shares (the “Base Prospectus”). Such registration statement, herein referred to Rule 430A under the Securities Act, is called as the “Registration Statement.,” Any registration statement shall be deemed to include all information omitted therefrom in reliance upon Rules 430A or 430B under the Securities Act and all information incorporated by reference therein. The form of final prospectus relating to the Shares first filed by the Company with the Commission pursuant to Rule 462(b424(b) under the Securities Act is called herein referred to as the “Rule 462(bProspectus.” The Base Prospectus, as supplemented by any preliminary prospectus (including any preliminary prospectus supplement) relating to the Shares used prior to the date hereof is herein referred to as a “Preliminary Prospectus.” Any reference herein to the Registration Statement,” , any Preliminary Prospectus or the Prospectus or to any amendment or supplement to any of the foregoing documents shall be deemed to refer to and from include any documents incorporated by reference therein and any supplements or amendments thereto, filed with the Commission after the date and time of filing of the Prospectus under Rule 462(b424(b) Registration Statement under the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]Securities Act, 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing termination of the Prospectus (offering of the Shares by the Underwriters. Each of the Company and the Operating Partnership hereby confirms its agreements with the Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon Pharma, Inc.Caribou Holding Company Limited, a Delaware corporation Cayman Island company (the “CompanySelling Shareholder”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 5,000,000 shares of its common stock, par value $0.0001 0.01 per share (the “Shares”) of Caribou Coffee Company Inc., a Minnesota corporation (the “Company”). The [ ] 5,000,000 Shares to be sold by the Company Selling Shareholder are called the “Firm Shares.” In addition, the Company Selling Shareholder has granted to the Underwriters an option to purchase up to an additional [ ] Shares 750,000 Shares, all as provided in Section 2. The additional [ ] 750,000 Shares to be sold by the Company Selling Shareholder pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ Jefferies & Company, Incorporated Inc. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives Representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504170634), which contains and has prepared a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the “Exchange Act”), is called the “Registration Statement.” Such prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Registration StatementProspectus.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]December 6, 2011 2010 describing the Offered Shares and the offering thereof thereof, together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus supplement to the Base Prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formOffered

Introductory. Horizon PharmaLombard Medical, Inc., a Delaware corporation Cayman Islands company (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [—] shares of its common stockthe Company’s ordinary shares, par value $0.0001 [—] per share (the “Shares”). The [ [—] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [—] Shares Shares, all as provided in Section 2. The additional [ [—] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC Barclays Capital Inc. (“JMPBarclays”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (F-1, File No. 333-168504), 333-[—] which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]prospectus, 2011 describing in the form first used by the Underwriters to confirm sales of the Offered Shares and or in the offering thereof form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formpreliminary

Introductory. Horizon Pharma, Inc.WAVE Life Sciences Ltd. (Company Registration Number: 201218209G), a Delaware corporation company incorporated under the laws of the Republic of Singapore (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”) an aggregate of [ [●] shares of its common stockordinary shares, no par value $0.0001 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ LLC and Company, Leerink Partners LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 333- 207379 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Prospectus.” The preliminary prospectus dated [ [●], 2011 2015 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus in preliminary prospectus form that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formis

Introductory. Horizon Kite Pharma, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 3,625,000 shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] 3,625,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 543,750 Shares as provided in Section 2. The additional [ ] 543,750 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC Citigroup Global Markets Inc. (“JMPCitigroup”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)208382, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]December 8, 2011 2015 describing the Offered Shares and the offering thereof is called (the “Preliminary Prospectus Supplement”), together with the Base Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formis

Introductory. Horizon Pharma, Inc.First Potomac Realty Trust, a Delaware corporation Maryland real estate investment trust (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] ____________ shares (the "Firm Shares") of its common stockbeneficial interest, par value $0.0001 .001 per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] ___________ Common Shares (the "Option Shares"), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ▇▇▇▇▇▇" Ferris, ▇▇▇Baker Watts, Incorpo▇▇▇▇▇ & Company, Incorporated (“Stifel”), "▇▇▇") ▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed ▇greed to act as representatives representative of the several Underwriters (in such capacity, the “Representatives”"Representative") in connection with the offering and sale of the Offered Shares. The Company is the sole general partner of First Potomac Realty Investment Limited Partnership (the "Operating Partnership"), a Delaware limited partnership that serves as the Company's primary operating partnership subsidiary. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 S-11 (File No. 333-168504107172), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “"Registration Statement.” " Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” " and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Shares, is called the "Prospectus." All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus or the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("EDGAR"). Each of t▇▇ ▇▇mpany and the Operating Partnership hereby confirms its agreements with the Underwriters as follows:

Introductory. Horizon PharmaEl Pollo Loco Holdings, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 7,142,857 shares of its common stock, par value $0.0001 0.01 per share (the “Shares”). The [ ] 7,142,857 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 1,071,429 Shares as provided in Section 2. The additional [ ] 1,071,429 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇ LLC (“Jefferies”) and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Company, Incorporated Co. LLC (“Stifel”), ▇▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP▇▇▇▇▇▇▇”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 197001 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Prospectus.” The preliminary prospectus dated [ ]July 14, 2011 2014 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus in preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon PharmaHanover Capital Mortgage Holdings, Inc., a Delaware Maryland corporation (the “Company”"COMPANY), proposes to issue and sell to the several underwriters named in Schedule A (the “"List of Underwriters”") attached hereto (collectively, the "UNDERWRITERS") an aggregate of [ ] 3,000,000 shares (the "FIRM OFFERED SHARES") of its common stockCommon Stock, par value $0.0001 .01 per share (the “Shares"COMMON STOCK") in accordance with the terms and conditions set forth in this Underwriting Agreement (the "AGREEMENT"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares 450,000 shares (the "OPTIONAL OFFERED SHARES") of Common Stock, as provided in Section 22 ("Purchase, Sale, and Delivery of the Offered Shares"). The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Offered Shares and, if and to the extent such option is exercised, the Optional Offered Shares are collectively called the “Offered Shares"OFFERED SHARES.” " JMP Securities LLC ("JMP") and ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”"REPRESENTATIVES") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”"COMMISSION") a registration statement on Form S-1 S-2 (File No. 333-168504333-[___]), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits exhibits, and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”"SECURITIES ACT"), including all documents incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities ActAct or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (the "EXCHANGE ACT"), is called the “Registration Statement"REGISTRATION STATEMENT.” " Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule "RULE 462(b) Registration StatementREGISTRATION STATEMENT,” " and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Offered Shares, is called the "PROSPECTUS;" provided, however, if the Company has, with the consent of JMP, elected to rely upon Rule 434 under the Securities Act, the term "PROSPECTUS" shall include the Company's prospectus subject to completion dated July ___, 2003 (each, a "PRELIMINARY PROSPECTUS"), together with the applicable term sheet (the "TERM SHEET") prepared and filed by the Company with the Commission under Rules 434 and 424(b) under the Securities Act and all references in this Agreement to the date of the Prospectus shall mean the date of the Term Sheet. All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus, the Prospectus or the Term Sheet, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("▇▇▇▇▇"). All references in this Agreement to financial statements and schedules and other information which is "contained," "included," or "stated" in the Registration Statement or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is incorporated by reference in the Registration Statement or the Prospectus, as the case may be; and all references in this Agreement to amendments or supplements to the Registration Statement or the Prospectus shall be deemed to mean and include the filing of any document under the Exchange Act which is incorporated by reference in the Registration Statement or the Prospectus, as the case may be. The Company hereby confirms its agreements with the Underwriters as follows:

Introductory. Horizon PharmaQTS Realty Trust, Inc., a Delaware Maryland corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 5,750,000 shares of its Class A common stock, par value $0.0001 0.01 per share (the “Shares”); and GA QTS Interholdco, LLC (the “Selling Stockholder”) proposes to sell to the Underwriters an aggregate of 1,250,000 Shares. The [ ] 5,750,000 Shares to be sold by the Company and the 1,250,000 Shares to be sold by the Selling Stockholder are collectively called the “Firm Shares.” In addition, the Company Selling Stockholder has granted to the Underwriters an option to purchase up to an additional [ ] Shares 1,050,000 Shares, as provided in Section 2. The additional [ ] 1,050,000 Shares to be sold by the Company Selling Stockholder pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇Deutsche Bank Securities Inc. (“Deutsche Bank”), J▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC KeyBanc Capital Markets Inc. (“JMPKeyBanc”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)199848, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]June 1, 2011 2015 describing the Offered Shares and the offering thereof (the “Preliminary Prospectus Supplement”), together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus supplement to the Base Prospectus in preliminary prospectus form that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) ), together with the Base Prospectus, is called a “preliminary prospectus.” The prospectus, in the form”

Introductory. Horizon Pharma, Inc.Gladstone Investment Corporation, a Delaware corporation (the “Company”), proposes to issue Gladstone Management Corporation, a Delaware corporation (the “Adviser”), and sell to Gladstone Administration LLC, a Delaware limited liability company (the “Administrator”) each confirms the agreement with Jefferies & Company, Inc. (“Jefferies”) and each of the several underwriters named in Schedule A (the “Underwriters”) with respect to the issuance and sale by the Company to the several underwriters of an aggregate of [ ] 1,400,000 shares of its common 7.125% Series A Cumulative Term preferred stock, par value $0.0001 .001 per share (the “Shares”). The [ ] 1,400,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 210,000 Shares as provided in Section 23. The additional [ ] 210,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have Jefferies has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company has entered into an Investment Advisory and Management Agreement, dated as of June 22, 2005 (the “Investment Advisory Agreement”), with the Adviser under the Investment Advisers Act of 1940, as amended, and the rules and regulations thereunder (collectively, the “Advisers Act”). The Company has entered into an Administration Agreement, dated as of June 22, 2005 (the “Administration Agreement”), with the Administrator. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (N-2, File No. 333-168504)160720, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formRegistration

Introductory. Horizon Pharma, Inc.Social Capital Suvretta Holdings Corp. II, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the underwriter named in Schedule I hereto (the “Underwriter”), for whom you (the “Representative”) are acting as representative, to issue and sell to the Underwriter 20,000,000 Class A ordinary shares, par value $0.0001 per share, of the Company (said shares to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the several underwriters named in Schedule Underwriter, at the option of the Underwriter, an aggregate of not more than 3,000,000 additional Class A ordinary shares of the Company to cover over-allotments (the “UnderwritersOptional Securities”), if any, as set forth below. The Firm Securities and the Optional Securities are herein collectively referred to as the “Offered Securities.” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as the Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 to this agreement (this “Agreement”). As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses involving the Company. Pursuant to the securities subscription agreement, dated as of March 2, 2021, as amended and restated on May 24, 2021 (the “Securities Subscription Agreement”), by and between the Company and SCS Sponsor II LLC, a Cayman Islands limited liability company (the “Sponsor”), the Company issued to the Sponsor an aggregate of [ ] shares of its common stock5,750,000 Class B ordinary shares, par value $0.0001 per share share, of the Company (such shares, as well as the Class A ordinary shares issuable upon conversion thereof, where applicable, the “Founder Shares”) for an aggregate purchase price of $25,000. Up to 750,000 of the Founder Shares are subject to forfeiture depending on the extent to which the Underwriter’s over-allotment option is exercised. The Founder Shares are substantially similar to the Offered Securities except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has issued a non-interest bearing, unsecured amended and restated promissory note, for an aggregate amount of $300,000, to the Sponsor, in substantially the form filed as Exhibit 10.1 to the Registration Statement (the “SharesPromissory Note”), payable on the earlier to occur of December 31, 2021 and the Closing Date (as defined herein). The [ ] Shares to be sold by Company has entered into a private placement shares purchase agreement, dated as of the Company are called date hereof (the “Private Placement Shares Purchase Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor has agreed to purchase an aggregate of 600,000 Class A ordinary shares (the “Private Placement Shares”), at a price of $10.00 per Private Placement Share. The Private Placement Shares are substantially similar to the Offered Securities, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into an investment management trust agreement, dated as of the date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which certain of the proceeds from the sale of the Private Placement Shares and the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriter and the holders of the Firm Shares.” In additionSecurities and the Optional Securities, if and when issued. The Company has entered into a registration rights agreement, dated as of the date hereof (the “Registration Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.4 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Shares, the Founder Shares and underlying Class A ordinary shares, and the Class A ordinary shares (which will be substantially similar to the Underwriters an option Private Placement Shares) that may be issued to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares andSponsor or its affiliates upon conversion of certain working capital loans, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Sharesany. The Company has prepared caused to be duly executed and filed with delivered a letter agreement, dated as of the Securities and Exchange Commission date hereof (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities ActLetter Agreement”), including any information deemed to be a part thereof at by and among the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” Sponsor and from and after the date and time of filing each of the Rule 462(b) Registration Statement Company’s officers, directors and director nominees, in substantially the term “Registration Statement” shall include form filed as Exhibit 10.2 to the Rule 462(b) Registration Statement. The preliminary prospectus Company has entered into an administrative services agreement, dated [ ], 2011 describing as of the Offered Shares and the offering thereof is called date hereof (the “Preliminary Prospectus,” and Administrative Services Agreement”), with an affiliate of the Preliminary Prospectus and any other preliminary prospectus that describes Sponsor, in substantially the Offered Shares and the offering thereof and is used prior form filed as Exhibit 10.8 to the filing Registration Statement, pursuant to which the Company will pay to such affiliate of the Prospectus (as defined below) is called a “preliminary prospectusSponsor an aggregate monthly fee of $10,000 for certain office space, administrative and support services.” The prospectus, in the form

Introductory. Horizon Pharma, Inc.This Agreement is among Whitestone REIT, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares of its common stock, par value $0.0001 per share (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, SunTrust ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company▇▇▇▇, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act Inc., acting as representatives of the several Underwriters representative (in such capacity, if and as applicable, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered several underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter hereinafter substituted as provided in Section 9 hereof), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of 7,000,000 common shares of beneficial interest, par value $0.001 per share of the Company (the “Common Shares”) and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2 hereof to purchase all or any part of 1,050,000 additional Common Shares. The aforesaid 7,000,000 shares of Common Stock (the “Firm Shares”) to be purchased by the Underwriters and all or any part of the 1,050,000 Common Shares subject to the option described in Section 2 hereof (the “Optional Shares”) are herein called, collectively, the “Shares.” The Company understands that the Underwriters propose to make a public offering of the Shares as soon as the Representative deems advisable after this Agreement has been executed and delivered. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504), which contains a form of prospectus to be used in connection with 203727) covering the public offering and sale of the Offered Shares. Such registration statement, as amendedcertain securities, including the financial statementsShares, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amendedamended (the “Securities Act”), and the rules and regulations promulgated thereunder (collectively, the “Securities ActAct Regulations”), which shelf registration statement was declared effective by the Commission on May 18, 2015. Such registration statement, as of any time, means such registration statement as amended by any post-effective amendments thereto to such time, including the exhibits and any information schedules thereto at such time, the documents incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents otherwise deemed to be a part thereof at as of such time pursuant to Rule 430B under the Securities Act Regulations (“Rule 430B”), and is referred to herein as the “Registration Statement;” provided, however, that the “Registration Statement” without reference to a time means such registration statement as amended by any post-effective amendments thereto as of the time of effectiveness the first contract of sale for the Shares, which time shall be considered the “new effective date” of such registration statement with respect to the Shares within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto as of such time, the documents incorporated or deemed incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents otherwise deemed to be a part thereof as of such time pursuant to the Rule 430B. Any preliminary prospectuses used in connection with the offering of the Shares, including the documents incorporated or deemed to be incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act, are collectively referred to herein as a “preliminary prospectus.” Promptly after execution and delivery of this Agreement, the Company will prepare and file a final prospectus relating to the Shares in accordance with the provisions of Rule 424(b) under the Securities Act Regulations (“Rule 424(b)”). The final prospectus, in the form filed with the Commission pursuant to Rule 430A 424(b) in connection with the offering of the Shares, including the documents incorporated or deemed to be incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act, is called referred to herein as the “Prospectus.” For purposes of this Agreement, all references to the Registration Statement.” Any registration statement , any preliminary prospectus, the Prospectus or any amendments or supplements to any of the foregoing shall be deemed to include the copy filed by with the Company Commission pursuant to Rule 462(bits Electronic Data Gathering, Analysis and Retrieval system (or any successor system) under the Securities Act is called the (“Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement▇▇▇▇▇”). The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is As used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formthis Agreement:

Introductory. Horizon Pharma, Global Signal Inc., a Delaware corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] 5,575,000 shares (the "Firm Common Shares") of its common stockCommon Stock, par value $0.0001 0.01 per share (the “Shares"Common Stock"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares 575,000 shares (the "Optional Common Shares") of Common Stock, as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Common Shares and, if and to the extent such option is exercised, the Optional Common Shares are collectively called the “Offered "Common Shares.” ". ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇ & CompanyCo. Incorporated, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Banc of America Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Common Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 S-11 (File No. 333-168504121576), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Common Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the form

Introductory. Horizon Pharma, Inc.Axovant Sciences Ltd., a Delaware corporation company incorporated and organized under the laws of Bermuda (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares of its 26,666,667 common stockshares, par value $0.0001 0.00001 per common share (the “Shares”). The [ ] 26,666,667 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 4,000,000 Shares as provided in Section 2. The additional [ ] 4,000,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ▇▇▇▇▇ ) and CompanyGuggenheim Securities, LLC (“Cowen”) and JMP Securities LLC (“JMPGuggenheim”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)215387, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]March 13, 2011 2019 describing the Offered Shares and the offering thereof (the “Preliminary Prospectus Supplement”), together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon Pharma, Inc.The stockholders of Gulfport Energy Corporation, a Delaware corporation (the “Company”), proposes named in Schedule B (collectively, the “Selling Stockholders”) severally propose to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 6,050,000 shares (the “Firm Shares”) of its common stock, par value $0.0001 .01 per share (the “Shares”), of the Company. The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 907,500 Shares (the “Optional Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ & Company, Incorporated L.L.C. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJRCO”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-3 (File No. 333-168504133109), which contains a form of prospectus and amendments thereto, and related preliminary prospectuses to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the prospectus, financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the “Exchange Act”), is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]prospectus, 2011 describing in the form first used by the Underwriters to confirm sales of the Offered Shares and or in the offering thereof form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Preliminary Prospectus,.” and the Preliminary Prospectus and any other Any preliminary prospectus that describes included in the Offered Shares and Registration Statement or filed with the offering thereof and is used prior Commission pursuant to Rule 424 under the filing of the Prospectus (as defined below) Securities Act is called a “preliminary prospectus.” The prospectusAs used herein, in the form“free writing

Introductory. Horizon PharmaViridian Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 7,142,858 shares of its common stock, par value $0.0001 0.01 per share (the “SharesCommon Stock”). The [ ] Shares 7,142,858 shares of Common Stock to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares 1,071,428 shares of Common Stock as provided in Section 2. The additional [ ] Shares 1,071,428 shares of Common Stock to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ LLC and Company, Leerink Partners LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)267351, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formRegistration

Introductory. Horizon PharmaKeynote Systems, Inc., a Delaware California corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] 1,750,000 shares of its common stockCommon ---------- Stock, par value $0.0001 0.001 per share (the “"Common Shares"); and the shareholders of the Company identified in Schedule B as "Principal Selling Shareholders" (the ---------- "Principal Selling Shareholders") and the shareholders of the Company identified in Schedule B as "Other Selling Shareholders" (the "Other Selling Shareholders" ---------- and, collectively, together with the Principal Selling Shareholders, the "Selling Shareholders") propose to sell to the Underwriters an aggregate of 3,750,000 Common Shares. The [ ] 1,750,000 Common Shares to be sold by the Company and the 3,750,000 Common Shares to be sold by the Selling Shareholders are collectively called the “"Firm Shares.” ". In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 825,000 Common Shares (the "Option Shares"), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares Option Shares, are collectively called the “Offered "Shares.” ". FleetBoston ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Inc., ▇▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ LLC, ▇▇▇▇ ▇▇▇▇▇▇▇▇ Incorporated, and CompanySoundView Technology Group, LLC (“Cowen”) and JMP Securities LLC (“JMP”) Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-16850494651), which contains a form of prospectus prospectus, subject to completion, to be used in connection with the public offering and sale of the Offered Shares. Each such prospectus, subject to completion, used in connection with such public offering is called a "preliminary prospectus." Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Shares, is called the "Prospectus." All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus, the Prospectus or the Term Sheet, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("▇▇▇▇▇"). The Company and each of the Selling Shareholders hereby confirms their agreements with the Underwriters as follows:

Introductory. Horizon Pharma, Inc.Affimed N.V., a Delaware corporation company incorporated under the laws of the Netherlands (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares of its 5,000,000 common stockshares, par value $0.0001 €0.01 per share (the “Common Shares”). The [ ] 5,000,000 Common Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 750,000 Common Shares as provided in Section 2. The additional [ ] 750,000 Common Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, J▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities Leerink Partners LLC (“JMPLeerink”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (F-1, File No. 333-168504), 203638 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form)

Introductory. Horizon PharmaFive Prime Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 3,410,000 shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] 3,410,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 511,500 Shares as provided in Section 2. The additional [ ] 511,500 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇Citigroup Global Markets Inc., ▇▇▇Leerink Partners LLC and ▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and CompanyFargo Securities, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. Citigroup Global Markets Inc. and Leerink Partners LLC shall be referred to herein as the “Lead Representatives.” The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-3, File No. 333-168504)200067, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formsuch

Introductory. Horizon Pharma, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Group Inc., a Delaware Texas corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 5,000,000 shares (the “Firm Shares”) of its the Company’s common stock, par value $0.0001 0.01 per share (the “Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the shareholders of the Company has named in Schedule B (collectively, the “Selling Shareholders”) have severally granted to the Underwriters an option to purchase up to an additional [ ] 750,000 Shares (the “Optional Shares”), as provided in Section 2. The additional [ ] Shares , with each Selling Shareholder selling up to be sold by the Company pursuant to amount set forth opposite such option are collectively called the “Optional Shares.” Selling Shareholder’s name in Schedule B. The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated Inc. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-3 (File No. 333-168504134448), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, and, in the event any post-effective amendment thereto becomes effective prior to the First Closing Date (as defined herein) or any applicable Option Closing Date (as defined herein), including such registration statement as so amended, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formthe

Introductory. Horizon PharmaCardiovascular Biotherapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 2,000,000 shares (the “Firm Common Shares”) of its common stockCommon Stock, par value $0.0001 0.001 per share (the “SharesCommon Stock”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares 300,000 shares (the “Optional Common Shares”) of Common Stock, as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Common Shares and, if and to the extent such option is exercised, the Optional Common Shares are collectively called the “Offered Common Shares.” ”. First ▇▇▇▇▇▇ Securities Corporation (“First ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Common Shares. The Company hereby agrees to issue and sell to the Representative warrants (the “Representative’s Warrants”) to purchase an aggregate of 75,000 shares of Common Stock (the “Warrant Shares”) for a purchase price of $.001 per warrant. The Representative’s Warrants will be exercisable for the Warrant Shares for a period of four and a half years, commencing 180 days after the effective date of the Registration Statement (as hereinafter defined) at an initial exercise price per share equal to 125% of the initial public offering price per Common Share. The Warrant Shares shall be identical to the Common Shares. The Representative’s Warrants shall be substantially in the form filed as Exhibit 10.1 to the Registration Statement. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504119199), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Common Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “Registration Statement.” ”. Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” ”, and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]Such prospectus, 2011 describing in the Offered Shares and form first used by the offering thereof Underwriters to confirm sales of the Common Shares, is called the “Preliminary Prospectus,”; provided, however, if the Company has, with the consent of First ▇▇▇▇▇▇, elected to rely upon Rule 434 under the Securities Act, the term “Prospectus” and shall mean the Preliminary Prospectus and any other preliminary Company’s prospectus that describes the Offered Shares and the offering thereof and is used prior subject to the filing of the Prospectus completion (as defined below) is called each, a “preliminary prospectus.” The ”) dated , 2005 (such preliminary prospectus is called the “Rule 434 preliminary prospectus”), together with the applicable term sheet (the “Term Sheet”) prepared and filed by the Company with the Commission under Rules 434 and 424(b) under the Securities Act, and all references in this Agreement to the date of the Prospectus shall mean the date of the Term Sheet. All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus, in the formProspectus or the Term Sheet, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“▇▇▇▇▇”). The Company hereby confirms its agreements with the Underwriters as follows:

Introductory. Horizon PharmaPPL Capital Funding, Inc., a Delaware corporation (the “Company”), a subsidiary of PPL Corporation, a Pennsylvania corporation (the “Guarantor”), proposes to issue and sell to sell, and the several underwriters Underwriters named in Schedule A Section 3 hereof (the “Underwriters”) an aggregate of [ ] shares of its common stock, par value $0.0001 per share (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act for whom you are acting as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with propose, severally and not jointly, to purchase, upon the offering terms and sale conditions set forth herein, $500,000,000 aggregate principal amount of the Offered SharesCompany’s 2007 Series A Junior Subordinated Notes due 2067 (the “Notes”) to be issued under a Subordinated Indenture, dated as of March 1, 2007, among the Company, the Guarantor and The Bank of New York, as trustee thereunder (the “Trustee”), as supplemented by Supplemental Indenture No. 1 thereto relating to the Notes, dated as of March 1, 2007 (“Supplemental Indenture No. 1”) (as so supplemented, the “Indenture”). The Notes will be fully and unconditionally guaranteed as to payment of principal, interest and any premium by the Guarantor on a subordinated basis pursuant to guarantees of the Guarantor (the “Guarantees”). The Company has prepared and the Guarantor have filed with the Securities and Exchange Commission (the “Commission”) a joint automatic shelf registration statement on Form S-1 S-3 (File NoNos. 333-168504132574 and 333-132574-02), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statementsrelated preliminary prospectus or prospectuses, exhibits which registration statement became effective upon filing under Rule 462(e) (“Rule 462(e)”) of the rules and schedules thereto, in the form in which it was declared effective by regulations of the Commission (the “Securities Act Regulations”) under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder amended (collectively, the “Securities Act”). Such registration statement covers the registration of the Notes and the Guarantees under the Securities Act. Promptly after the date of this Agreement, the Company and the Guarantor will prepare and file a prospectus in accordance with the provisions of Rule 430B (“Rule 430B”) of the Securities Act Regulations and paragraph (b) of Rule 424 (“Rule 424(b)”) of the Securities Act Regulations. Any information included in such prospectus that was omitted from such registration statement at the time it became effective but that is deemed to be part of and included in such registration statement pursuant to Rule 430B is referred to as “Rule 430B Information.” Each prospectus used in connection with the offering of the Notes that omitted Rule 430B Information (other than a “free writing prospectus” as defined in Rule 405 of the Securities Act Regulations that has not been approved in writing by the Company, the Guarantor and the Representatives) is herein called a “preliminary prospectus.” Such registration statement, at any given time, including the amendments thereto to such time, the exhibits and any information schedules thereto at such time, the documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act at such time and the documents otherwise deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under or included therein by the Securities ActAct Regulations, is herein called the “Registration Statement.” Any registration statement filed The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The final prospectus in the form first furnished to the Underwriters for use in connection with the offering of the Notes, including the documents incorporated by the Company reference therein pursuant to Rule 462(b) Item 12 of Form S-3 under the Securities Act as of the date hereof and any preliminary prospectuses that form a part thereof, is herein called the “Rule 462(b) Prospectus.” For purposes of this Agreement, all references to the Registration Statement, any preliminary prospectus, the Prospectus or any amendment or supplement to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval system (“E▇▇▇▇”). All references in this Agreement to financial statements and schedules and other information which is “contained,” and from and after “included” or “stated” in the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” , any preliminary prospectus or the Prospectus (or other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is incorporated by reference in or otherwise deemed by the Rule 462(b) Securities Act Regulations to be a part of or included in the Registration Statement. The , any preliminary prospectus dated [ ]or the Prospectus, 2011 describing as the Offered Shares case may be; and all references in this Agreement to amendments or supplements to the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and Registration Statement, any other preliminary prospectus that describes or the Offered Shares Prospectus shall be deemed to mean and the offering thereof and is used prior to include the filing of any document under the Prospectus Securities Exchange Act of 1934 (as defined belowthe “Exchange Act”) which is called incorporated by reference in or otherwise deemed by the Securities Act Regulations to be a “preliminary prospectus.” The prospectus, part of or included in the formRegistration Statement, such preliminary prospectus or the Prospectus, as the case may be.

Introductory. Horizon PharmaAcadia Healthcare Company, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (collectively, the “Underwriters”) an aggregate of [ ] 8,250,000 shares of its common stock, par value $0.0001 0.01 per share (the “Shares”). The [ ] 8,250,000 Shares to be sold by the Company are collectively called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 1,237,500 Shares as provided in Section 2. The additional [ ] 1,237,500 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇Citigroup Global Markets Inc. (“Citi”), ▇▇▇▇▇▇▇▇ & CompanyLynch, Incorporated (“Stifel”)Pierce, ▇▇▇▇▇▇ and Company, LLC & ▇▇▇▇▇ Incorporated (“Cowen▇▇▇▇▇▇▇ ▇▇▇▇▇”) and JMP Securities LLC Jefferies & Company, Inc. (“JMPJefferies”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 181025 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formform first used by the

Introductory. Horizon Pharma, ALX Oncology Holdings Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) (i) an aggregate of [ ] 76,979,112 shares (the “Shares”) of its common stock, par value $0.0001 0.001 per share (the “SharesCommon Stock”) and (ii) pre-funded warrants of the Company to purchase an aggregate of 18,574,120 Shares (the “Pre-Funded Warrants”). The [ ] 76,979,112 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and together with the Pre-Funded Warrants, are referred to the extent such option is exercised, the Optional Shares are collectively called herein as the “Offered SharesSecurities.” ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇ & Company, Incorporated Co. (“Stifel”), ▇▇▇▇▇ ▇▇▇▇▇▇▇”), UBS Securities LLC (“UBS”) and Company▇▇▇▇▇ Fargo Securities, LLC (“Cowen”) and JMP Securities LLC (“JMP▇▇▇▇▇ Fargo”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Securities. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. As used herein, “Warrant Shares” means the Shares issuable upon exercise of the Pre-Funded Warrants. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)285620, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered SharesSecurities in the form first used to confirm sales of the Offered Securities (or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act). Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formpromulgated

Introductory. Horizon PharmaPresbia PLC, Inc., a Delaware corporation an Irish incorporated public limited company (registered no. 539137) (the “Company”), proposes proposes, subject to the terms and conditions set forth herein, to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [—] shares of its common stockordinary shares, par value $0.0001 .001 per share (the “Shares”). The [ [—] Shares to be sold issued by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase subscribe for up to an additional [ [—] Shares as provided in Section 2. The additional [ [—] Shares to be sold by the Company issued pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering offering, issue and onward sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean you, as Underwriter, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 333- 194713 which contains a form of prospectus to be used in connection with the public offering and sale the issue of the Offered Shares. Such registration statement, as amended, including the financial statements, statements and exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and issue of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The Company has prepared and filed, in accordance with Section 12 of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”), a registration statement (as amended, the “Exchange Act Registration Statement”) on Form 8-A (File No. [—]) under the Exchange Act to register, under Section 12(b) of the Exchange Act, the class of securities consisting of the Shares. The prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Prospectus.” The preliminary prospectus dated [ ], 2011 [—] describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus in preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon PharmaMirati Therapeutics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 2,250,000 shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] 2,250,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 337,500 Shares as provided in Section 2. The additional [ ] 337,500 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇Citigroup Global Markets Inc., ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ Barclays Capital Inc. and Company, Leerink Partners LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)198678, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formto

Introductory. Horizon Pharma, Inc.First Potomac Realty Trust, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares 4,800,000 of its common stockshares (the “Firm Shares”) of beneficial interest, par value $0.0001 .001 per share (the “Common Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 720,000 Common Shares (the “Option Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇KeyBanc Capital Markets, ▇▇▇▇▇▇▇▇ & Company, Incorporated a division of McDonald Investments Inc. (“StifelKCM”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company is the sole general partner of First Potomac Realty Investment Limited Partnership (the “Operating Partnership”), a Delaware limited partnership that serves as the Company’s primary operating partnership subsidiary. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-11 (File No. 333-168504115958), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]Such prospectus, 2011 describing in the Offered Shares and form first used by the offering thereof Underwriters to confirm sales of the Shares, is called the “Preliminary Prospectus,.” All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus or the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“E▇▇▇▇”). Each of the Company and the Preliminary Prospectus and any other preliminary prospectus that describes Operating Partnership hereby confirms its agreements with the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon PharmaSesen Bio, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 20,410,000 shares (the “Shares”) of its common stock, par value $0.0001 0.001 per share (the “Common Stock”) and warrants to purchase 20,410,000 shares of Common Stock (the “Warrants,” and together with the Shares), the “Securities”) on the terms and conditions set forth in the Warrant. The [ ] Shares shares of Common Stock underlying the Warrants are referred to be sold by the Company are called herein as the “Firm Warrant Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, Canaccord Genuity LLC (“CowenCanaccord”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered SharesSecurities. To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)223750, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered SharesSecurities. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Securities is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary ProspectusJune 18,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon PharmaForma Therapeutics Holdings, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [●] shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ▇▇▇▇▇ and Company, SVB Leerink LLC (“CowenSVB Leerink”) and JMP Credit Suisse Securities (USA) LLC (“JMPCredit Suisse”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 333-[●] which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formcalled

Introductory. Horizon Pharma, Inc.Susser Holdings Corporation, a Delaware corporation (the “Company”), proposes ) confirms its agreement to issue and sell to ▇▇▇▇▇▇▇ Lynch, Pierce, ▇▇▇▇▇▇ & ▇▇▇▇▇ Incorporated (“▇▇▇▇▇▇▇ ▇▇▇▇▇”) and the other several underwriters Underwriters named in Schedule A (the “Underwriters”) an aggregate ), acting severally and not jointly, the respective number of [ ] shares of its common stockCommon Stock, par value $0.0001 0.01 per share share, of the Company (“Common Stock”) set forth in Schedule A hereto and the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 525,000 additional shares of Common Stock to cover overallotments, if any. The aforesaid 3,500,000 shares of Common Stock (the “Shares). The [ ] Shares Initial Securities”) to be sold purchased by the Company are called Underwriters and all or any part of the 525,000 shares of Common Stock subject to the option described in Section 2(b) hereof (the “Firm Shares.” In additionOption Securities”) are herein called, collectively, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered SharesSecurities.” ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives the representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered SharesSecurities. The Company understands that the Underwriters propose to make a public offering of the Securities as soon as the Representative deems advisable after this Agreement has been executed and delivered. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504), which contains a form of prospectus to be used in connection with 333- 177265) covering the public offering and sale of the Offered Shares. Such registration statement, as amendedcertain securities, including the financial statementsSecurities, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amendedamended (the “Securities Act”), and the rules and regulations promulgated thereunder (collectively, the “Securities ActAct Regulations”), which shelf registration statement has been declared effective by the Commission. The Registration Statement contains a prospectus referred to herein as the “Base Prospectus.” Such registration statement, as of any time, means such registration statement as amended by any post-effective amendments thereto to such time, including the exhibits and any information schedules thereto at such time, the documents incorporated or deemed to be incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents otherwise deemed to be a part thereof at the as of such time of effectiveness pursuant to Rule 430A 430B under the Securities ActAct Regulations (“Rule 430B”), and is called referred to herein as the “Registration Statement.;” provided, however, that the “Registration Statement” without reference to a time means such registration statement as amended by any post-effective amendments thereto as of the time of the first contract of sale for the Securities, which time shall be considered the “new effective date” of such registration statement with respect to the Securities within the meaning of paragraph (f)(2) of Rule 430B, including the exhibits and schedules thereto as of such time, the documents incorporated or deemed incorporated by reference therein at such time pursuant to Item 12 of Form S-3 under the Securities Act and the documents otherwise deemed to be a part thereof as of such time pursuant to Rule 430B. Any registration statement filed by the Company pursuant to Rule 462(b) under of the Securities Act Regulations is herein called the “Rule 462(b) Registration Statement,” and from and and, after the date and time of filing of the Rule 462(b) Registration Statement such filing, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The Each preliminary prospectus dated [ ], 2011 describing supplement to the Offered Shares and Base Prospectus used in connection with the offering thereof is called of the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used Securities prior to the filing of the Prospectus (as defined below) is called ), including the documents incorporated or deemed to be incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act, together with the Base Prospectus, are collectively referred to herein as a “preliminary prospectus.” Promptly after execution and delivery of this Agreement, the Company will prepare and file a final prospectus supplement to the Base Prospectus relating to the Securities in accordance with the provisions of Rule 424(b) under the Securities Act Regulations (“Rule 424(b)”). The prospectusfinal prospectus supplement, in the formform first furnished or made available to the Underwriters for use in connection with the offering of the Securities, including the documents incorporated or deemed to be incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act, together with the Base Prospectus, are collectively referred to herein as the “Prospectus.” For purposes of this Agreement, all references to the Registration Statement, any preliminary prospectus, the Prospectus or any amendment or supplement to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval system (or any successor system) (“▇▇▇▇▇”). As used in this Agreement:

Introductory. Horizon PharmaEquillium, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [●] shares of its common stock, par value $0.0001 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇▇▇▇ LLC (“Jefferies”), Leerink Partners LLC (“Leerink”) and ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 333-[●] which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formcalled

Introductory. Horizon Pharma, Inc.PPL Corporation, a Delaware Pennsylvania corporation (the “Company”) proposes to issue and sell, and the several Underwriters named in Section 3 hereof (the “Underwriters”), for whom you are acting as representatives (the “Representatives”) propose, severally and not jointly, to purchase, upon the terms and conditions set forth herein, an aggregate of 80,000,000 shares of its Common Stock, $0.01 par value (the “Underwritten Securities”). Additionally, the Company proposes to issue and sell to the several underwriters named Underwriters, for the sole purpose of covering over-allotments in Schedule A (connection with the “sale of the Underwritten Securities, at the option of the Underwriters”) an aggregate of [ ] shares of its common stock, par value $0.0001 per share (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 212,000,000 shares of its Common Stock, $0.01 par value (the “Option Securities”). The additional [ ] Shares Underwritten Securities and any Option Securities are herein referred to be sold by the Company pursuant to such option are collectively called as the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“StifelSecurities”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a joint automatic shelf registration statement on Form S-1 S-3 (File NoNos. 333-168504158200 and 333-158200-03), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statementsrelated preliminary prospectus or prospectuses, exhibits which registration statement became effective upon filing under Rule 462(e) (“Rule 462(e)”) of the rules and schedules thereto, in the form in which it was declared effective by regulations of the Commission (the “Securities Act Regulations”) under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder amended (collectively, the “Securities Act”). Such registration statement covers the registration of the Securities under the Securities Act. Promptly after the date of this Agreement, the Company will prepare and file a prospectus in accordance with the provisions of Rule 430B (“Rule 430B”) of the Securities Act Regulations and paragraph (b) of Rule 424 (“Rule 424(b)”) of the Securities Act Regulations. Any information included in such prospectus that was omitted from such registration statement at the time it became effective but that is deemed to be part of and included in such registration statement pursuant to Rule 430B is referred to as “Rule 430B Information.” Each prospectus used in connection with the offering of the Securities that omitted Rule 430B Information (other than a “free writing prospectus” as defined in Rule 405 of the Securities Act Regulations that has not been approved in writing by the Company and the Representatives) and includes the documents incorporated by reference therein pursuant to Item 12 of Form S-3 is herein called a “preliminary prospectus.” Such registration statement, at any given time, including the amendments thereto to such time, the exhibits and any information schedules thereto at such time, the documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act at such time and the documents otherwise deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under or included therein by the Securities ActAct Regulations, is herein called the “Registration Statement.” Any registration statement filed The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The final prospectus in the form first furnished to the Underwriters for use in connection with the offering of the Securities, including the documents incorporated by the Company reference therein pursuant to Rule 462(b) Item 12 of Form S-3 under the Securities Act as of the date hereof and any preliminary prospectuses that form a part thereof, is herein called the “Rule 462(b) Prospectus.” For purposes of this Agreement, all references to the Registration Statement, any preliminary prospectus, the Prospectus or any amendment or supplement to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval system (“▇▇▇▇▇”). All references in this Agreement to financial statements and schedules and other information which is “contained,” and from and after “included” or “stated” in the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” , any preliminary prospectus or the Prospectus (or other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is incorporated by reference in or otherwise deemed by the Rule 462(b) Securities Act Regulations to be a part of or included in the Registration Statement. The , any preliminary prospectus dated [ ]or the Prospectus, 2011 describing as the Offered Shares case may be; and all references in this Agreement to amendments or supplements to the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and Registration Statement, any other preliminary prospectus that describes or the Offered Shares Prospectus shall be deemed to mean and the offering thereof and is used prior to include the filing of any document under the Prospectus Securities Exchange Act of 1934, as amended (as defined belowthe “Exchange Act”) which is called incorporated by reference in or otherwise deemed by the Securities Act Regulations to be a “preliminary prospectus.” The prospectus, part of or included in the formRegistration Statement, such preliminary prospectus or the Prospectus, as the case may be.

Introductory. Horizon Pharma, Inc.Gladstone Land Corporation, a Delaware Maryland corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”) an aggregate of [ ] 900,000 shares (the “Shares”) of its common stockCommon Stock, par value $0.0001 0.001 per share (the “SharesCommon Stock”). The [ ] Company is the indirect general partner of Gladstone Land Limited Partnership (the “Operating Partnership”), a Delaware limited partnership that serves as the Company’s primary operating partnership subsidiary. The 900,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted agreed to sell to the Underwriters an option Underwriters, subject to purchase the terms and conditions stated herein, up to an additional [ ] 135,000 Shares as provided in Section 2to cover the over-allotment by the Underwriters, if any. The additional [ ] 135,000 Shares to be sold by the Company pursuant to such over-allotment option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such over-allotment option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇ ▇, ▇▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJanney”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A hereto, the term “Representative” as used herein shall mean you, as Underwriter, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)194539, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]December 10, 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form2015

Introductory. Horizon Pharma, Inc.Vical Incorporated, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters Underwriters named in on Schedule A hereto (the “Underwriters”) an aggregate of [ ] 15,000,000 shares of its common stock, par value $0.0001 0.01 per share (the “Shares”). The [ ] 15,000,000 Shares to be sold by the Company are collectively called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 22,250,000 Shares. The additional [ ] 2,250,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ Jefferies & Company, Incorporated Inc. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504164476), which contains and has prepared a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the “Exchange Act”), is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]September 23, 2011 2010 describing the Offered Shares and the offering thereof is called thereof, together with the “Preliminary Base Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon Pharma, Urstadt ▇▇▇▇▇▇ Properties Inc., a Delaware Maryland corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ [4,000,000] shares (the "Firm Common Shares") of its Class A common stock, par value $0.0001 .01 per share (the “Shares"Class A Common Stock"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [600,000] Shares shares (the "Optional Common Shares") of Class A Common Stock, as provided in Section 23. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Common Shares and, if and to the extent such option is exercised, the Optional Common Shares are collectively called the “Offered "Common Shares.” " ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ & Company▇▇, Incorporated (“Stifel”"FBW"), J.J.B. ▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇, Inc. ("▇▇▇▇▇▇▇▇ and Company, LLC (“Cowen”▇▇▇▇▇") and JMP Securities LLC Advest, Inc. (“JMP”"Advest") have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Common Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 S-2 (File No. 333-16850469858), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Common Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” " Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” " and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the form

Introductory. Horizon PharmaAmerican Capital Strategies, Inc.Ltd., a Delaware corporation (the “"Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] __________ shares (the "Firm Shares") of its common stockCommon Stock, par value $0.0001 .01 per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] __________ Common Shares (the "Option Shares") as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have ". [ ] has agreed to act as representatives representative of the several Underwriters (in such capacity, the “Representatives”"Representative") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus pursuant to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”") and the Investment Company Act of 1940, as amended, and the rules and regulations promulgated thereunder (the "Investment Company Act"), including any information deemed a registration statement (No. 333-79377) on Form N-2 for the offer and sale of the Shares, which registration statement has become effective and copies of which have heretofore been delivered to be a part thereof at you. Such registration statement meets the time of effectiveness requirements set forth in Rule 415(a)(1) under the Securities Act and complies in all other material respects with such Rule. The Company proposes to file with the Commission pursuant to Rule 430A 424 and/or Rule 497, as applicable, under the Securities Act a supplement, dated the date specified in Schedule C hereto, to the prospectus, dated the date specified in Schedule C hereto, relating to the Shares and the method of distribution thereof and has previously advised you of all further information (financial and other) with respect to the Shares set forth therein. Such registration statement, including the exhibits thereto, as amended at the date hereof is hereinafter called the "Registration Statement"; such prospectus, in the form in which it will be filed with the Commission pursuant to Rule 424 and/or Rule 497, as applicable, under the Securities Act, is hereinafter called the “Registration Statement.” Any registration statement "Basic Prospectus"; such supplement to the Basic Prospectus, in the form in which it will be filed by with the Company Commission pursuant to Rule 462(b) 424 and/or Rule 497, as the case may be, under the Securities Act Act, is hereinafter called the “Rule 462(b) "Prospectus Supplement"; and the Basic Prospectus and the Prospectus Supplement together are hereinafter called the "Prospectus". All references in this Agreement to the Registration Statement,” and from and after , a Preliminary Prospectus, the date and time of filing Prospectus, or any amendments or supplements to any of the Rule 462(b) foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("▇▇▇▇▇"). All references in this Agreement to financial statements and schedules and other information which is "contained," "included" or "stated" in the Registration Statement or the term “Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is or is deemed to be incorporated by reference in the Registration Statement” Statement or the Prospectus, as the case may be; and all references in this Agreement to amendments or supplements to the Registration Statement or the Prospectus shall be deemed to mean and include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of any document under the Prospectus Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (as defined belowthe "Exchange Act") which is called a “preliminary prospectus.” The prospectus, or is deemed to be incorporated by reference in the formRegistration Statement or the Prospectus, as the case may be. The Company hereby confirms its agreements with the Underwriters as follows:

Introductory. Horizon Pharma, Inc.First Potomac Realty Trust, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares 2,500,000 of its common stockshares (the “Firm Shares”) of beneficial interest, par value $0.0001 .001 per share (the “Common Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 375,000 Common Shares (the “Option Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated KeyBanc Capital Markets Inc. (“StifelKCM”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company is the sole general partner of First Potomac Realty Investment Limited Partnership (the “Operating Partnership”), a Delaware limited partnership that serves as the Company’s primary operating partnership subsidiary. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed on April 16, 2007 a registration statement on Form S-3, which was subsequently amended on August 19, 2008 and August 22, 2008 (File No. 333-142147), which contains a form of prospectus to be a part thereof at used in connection with the time public offering and sale of effectiveness pursuant the Shares (the “Base Prospectus”). Such registration statement, herein referred to Rule 430A under the Securities Act, is called as the “Registration Statement.,” Any registration statement shall be deemed to include all information omitted therefrom in reliance upon Rules 430A or 430B under the Securities Act and all information incorporated by reference therein. The form of final prospectus relating to the Shares first filed by the Company with the Commission pursuant to Rule 462(b424(b) under the Securities Act is called herein referred to as the “Rule 462(bProspectus.” The Base Prospectus, as supplemented by any preliminary prospectus (including any preliminary prospectus supplement) relating to the Shares used prior to the date hereof is herein referred to as a “Preliminary Prospectus.” Any reference herein to the Registration Statement,” , any Preliminary Prospectus or the Prospectus or to any amendment or supplement to any of the foregoing documents shall be deemed to refer to and from include any documents incorporated by reference therein and any supplements or amendments thereto, filed with the Commission after the date and time of filing of the Prospectus under Rule 462(b424(b) Registration Statement under the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]Securities Act, 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing termination of the Prospectus (offering of the Shares by the Underwriters. Each of the Company and the Operating Partnership hereby confirms its agreements with the Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon PharmaNPS Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters Underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 6,880,000 shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] 6,880,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 1,032,000 Shares as provided in Section 2. The additional [ ] 1,032,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ Jefferies & Company, Incorporated Inc. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC (“JMP”) Canaccord Genuity Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504), which contains 159321) including a form of base prospectus to (the “Base Prospectus”) that will be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness (“Effective Time”) pursuant to Rule 430A 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of the filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]September 15, 2011 2010 describing the Offered Shares and the offering thereof thereof, together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus supplement to the Base Prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formthe

Introductory. Horizon Pharma, Inc.ATP Oil & Gas Incorporation, a Delaware Texas corporation (the “Company”), proposes to issue confirms its agreement with ▇▇▇▇▇▇▇ ▇▇▇▇ & Company L.L.C. and sell to the several underwriters named in Schedule A ▇▇▇▇▇▇ ▇▇▇▇ Incorporated (the “Underwriters”) ), with respect to the issue and sale by the Company and the purchase by the Underwriters of an aggregate of [ ] 5,000,000 shares (the “Firm Shares”) of its the common stock, par value $0.0001 0.001 per share (the “Shares”), of the Company. The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, T. ▇▇▇▇ ▇▇▇▇▇▇▇ (the Company “Selling Shareholder”) has granted to the Underwriters Underwriter an option to purchase up to an additional [ ] 750,000 Shares (the “Optional Shares”), as provided in Section 23. The additional [ ] Firm Shares to be sold purchased by the Company pursuant to such option are collectively called Underwriters, together with the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercisedpurchased, the Optional Shares are hereinafter collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504146588), which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, prospectus and exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the “Exchange Act”), is called the “Registration Statement.” Any registration statement The prospectus supplement to be filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and promptly after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 hereof describing the Offered Shares and the offering thereof is called (the “Preliminary Prospectus Supplement”), together with the Base Prospectus,” and , in the Preliminary Prospectus and any other preliminary prospectus that describes form first made available to the Underwriters by the Company to confirm sales of the Offered Shares and or in the offering thereof and is used prior form first made available to the filing Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Prospectus (Securities Act, is referred to herein as defined below) is called a the “preliminary prospectusProspectus.” The As used herein, “Applicable Time” is 11:00 AM (New York time) on November 15, 2007. As used herein, “free writing prospectus” has the meaning set forth in Rule 405 under the Securities Act, in the formand “Time of Sale Prospectus” means the

Introductory. Horizon PharmaThe stockholders of Red ▇▇▇▇▇ Gourmet Burgers, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (collectively, the “UnderwritersSelling Stockholders”) severally propose to sell to Wachovia Capital Markets, LLC (the “Underwriter”) an aggregate of [ ] 1,937,543 shares of its common stockCommon Stock, par value $0.0001 .001 per share (the “SharesCommon Stock”), of the Company. The [ ] Shares 1,937,543 shares of Common Stock to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option Selling Stockholders are collectively called the “Optional Common Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-3 (File No. 333-168504115707), which contains a form of prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Common Shares, and has filed with, or shall promptly hereafter file with, the Commission a final prospectus supplement (the “Prospectus Supplement”) relating to the Common Shares pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the “Securities Act”). As used herein, the term “Securities Act” shall mean to include the rules and regulations thereunder. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein as well as any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act or the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder (collectively, the “Exchange Act”), is called the “Registration Statement.” ”. Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” ”, and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The As used herein, the term “Prospectus” means the Base Prospectus and the Prospectus Supplement (as well as any preliminary prospectus dated [ ]supplement). All references in this Agreement to the Registration Statement, 2011 describing the Offered Shares Rule 462(b) Registration Statement, a preliminary prospectus, or the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and the offering thereof Retrieval System (“▇▇▇▇▇”). All references in this Agreement to financial statements and schedules and other information which is called the “Preliminary Prospectuscontained,” “included” or “stated” in the Registration Statement or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is or is deemed to be incorporated by reference in the Preliminary Registration Statement or the Prospectus, as the case may be; and all references in this Agreement to amendments or supplements to the Registration Statement or the Prospectus shall be deemed to mean and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to include the filing of any document under the Prospectus (as defined below) Exchange Act which is called a “preliminary prospectus.” The prospectus, or is deemed to be incorporated by reference in the formRegistration Statement or the Prospectus, as the case may be. The Company and each of the Selling Stockholders hereby confirm their respective agreements with the Underwriter as follows:

Introductory. Horizon Pharma, Inc.Social Capital Suvretta Holdings Corp. I, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the underwriter named in Schedule I hereto (the “Underwriter”), for whom you (the “Representative”) are acting as representative, to issue and sell to the Underwriter 20,000,000 Class A ordinary shares, par value $0.0001 per share, of the Company (said shares to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the several underwriters named in Schedule Underwriter, at the option of the Underwriter, an aggregate of not more than 3,000,000 additional Class A ordinary shares of the Company to cover over-allotments (the “UnderwritersOptional Securities”), if any, as set forth below. The Firm Securities and the Optional Securities are herein collectively referred to as the “Offered Securities.” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as the Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 to this agreement (this “Agreement”). As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses involving the Company. Pursuant to the securities subscription agreement, dated as of March 2, 2021, as amended and restated on May 24, 2021 (the “Securities Subscription Agreement”), by and between the Company and SCS Sponsor I LLC, a Cayman Islands limited liability company (the “Sponsor”), the Company issued to the Sponsor an aggregate of [ ] shares of its common stock5,750,000 Class B ordinary shares, par value $0.0001 per share share, of the Company (such shares, as well as the Class A ordinary shares issuable upon conversion thereof, where applicable, the “Founder Shares”) for an aggregate purchase price of $25,000. Up to 750,000 of the Founder Shares are subject to forfeiture depending on the extent to which the Underwriter’s over-allotment option is exercised. The Founder Shares are substantially similar to the Offered Securities except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has issued a non-interest bearing, unsecured amended and restated promissory note, for an aggregate amount of $300,000, to the Sponsor, in substantially the form filed as Exhibit 10.1 to the Registration Statement (the “SharesPromissory Note”), payable on the earlier to occur of December 31, 2021 and the Closing Date (as defined herein). The [ ] Shares to be sold by Company has entered into a private placement shares purchase agreement, dated as of the Company are called date hereof (the “Private Placement Shares Purchase Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor has agreed to purchase an aggregate of 600,000 Class A ordinary shares (the “Private Placement Shares”), at a price of $10.00 per Private Placement Share. The Private Placement Shares are substantially similar to the Offered Securities, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into an investment management trust agreement, dated as of the date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which certain of the proceeds from the sale of the Private Placement Shares and the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriter and the holders of the Firm Shares.” In additionSecurities and the Optional Securities, if and when issued. The Company has entered into a registration rights agreement, dated as of the date hereof (the “Registration Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.4 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Shares, the Founder Shares and underlying Class A ordinary shares, and the Class A ordinary shares (which will be substantially similar to the Underwriters an option Private Placement Shares) that may be issued to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares andSponsor or its affiliates upon conversion of certain working capital loans, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Sharesany. The Company has prepared caused to be duly executed and filed with delivered a letter agreement, dated as of the Securities and Exchange Commission date hereof (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities ActLetter Agreement”), including any information deemed to be a part thereof at by and among the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” Sponsor and from and after the date and time of filing each of the Rule 462(b) Registration Statement Company’s officers, directors and director nominees, in substantially the term “Registration Statement” shall include form filed as Exhibit 10.2 to the Rule 462(b) Registration Statement. The preliminary prospectus Company has entered into an administrative services agreement, dated [ ], 2011 describing as of the Offered Shares and the offering thereof is called date hereof (the “Preliminary Prospectus,” and Administrative Services Agreement”), with an affiliate of the Preliminary Prospectus and any other preliminary prospectus that describes Sponsor, in substantially the Offered Shares and the offering thereof and is used prior form filed as Exhibit 10.8 to the filing Registration Statement, pursuant to which the Company will pay to such affiliate of the Prospectus (as defined below) is called a “preliminary prospectusSponsor an aggregate monthly fee of $10,000 for certain office space, administrative and support services.” The prospectus, in the form

Introductory. Horizon Pharma, (a) Alcoa Inc., a Delaware Pennsylvania corporation (the “Company”), proposes (1) to issue and sell to the several underwriters named in Schedule A I hereto (the “Underwriters”), for whom you (the “Representatives”) an aggregate of [ ] are acting as representatives, 150,000,000 shares of its common stock, par value $0.0001 1.00 per share (the “Shares). The [ ] Shares Firm Securities”) and (2) to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to grant the Underwriters an option to purchase purchase, severally and not jointly, up to an additional [ ] Shares as provided in Section 222,500,000 shares of its common stock, par value $1.00 per share, to cover over-allotments (the “Additional Securities” and, together with the Firm Securities, the “Securities”). The additional [ ] Shares shares of the Company’s common stock, par value $1.00 per share, to be sold outstanding after giving effect to the sales contemplated hereby are hereinafter referred to as the “Common Stock”. (b) At or prior to the time when sales of the Securities were first made (the “Time of Sale”), the Company had prepared the following information (collectively, the “Time of Sale Information”): the Preliminary Prospectus Supplement dated March 16, 2009 and accompanying base prospectus dated March 10, 2008 (together the “Preliminary Prospectus”), as filed by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”Rule 424(b)(3) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated of the Securities and Exchange Commission (the “Commission”) thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness and each “free writing prospectus” (as defined pursuant to Rule 430A 405 under the Securities Act) identified in Schedule IIA hereto, is called including any final term sheet filed with the “Registration Statement.” Any registration statement filed by the Company Commission pursuant to Rule 462(b) 433 under the Securities Act is called and attached hereto as Schedule III (the “Rule 462(bFinal Term Sheet”). (c) Registration Statement,” The Company acknowledges and from and after agrees that the date and time Underwriters are acting solely in the capacity of filing an arm’s length contractual counterparty to the Company with respect to the offering of Securities contemplated hereby (including in connection with determining the terms of the Rule 462(boffering) Registration Statement and not as a financial advisor or a fiduciary to, or an agent of, the term “Registration Statement” shall include Company or any other person. Additionally, neither the Rule 462(b) Registration StatementRepresentatives nor any other Underwriter is advising the Company or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The preliminary prospectus dated [ ]Company shall consult with its own advisors concerning such matters and shall be responsible for making its own independent investigation and appraisal of the transactions contemplated hereby, 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior Underwriters shall have no responsibility or liability to the filing Company with respect thereto. Any review by the Underwriters of the Prospectus (as defined below) is called a “preliminary prospectusCompany, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriters and shall not be on behalf of the Company.” The prospectus, in the form

Introductory. Horizon PharmaHanwha SolarOne Co., Inc.Ltd., a Delaware corporation company incorporated organized under the laws of the Cayman Islands (the “Company”), proposes agrees with Credit Suisse Securities (USA) LLC (the “Manager”) to issue and sell from time to time through the several underwriters named in Schedule A Manager, as sales agent, on the terms set forth herein, American Depositary Shares (the “UnderwritersADSs”) an aggregate of [ ] shares of its common stock), each representing five ordinary shares, par value $US$0.0001 per share share, of the Company (the “Ordinary Shares”) having an aggregate offering price of up to US$70 million (the “Offered ADSs”) to be issued pursuant to the Deposit Agreement, dated as of December 11, 2006 (the “Deposit Agreement”) among the Company, The Bank of New York Mellon, as depositary (the “Depositary”), and all owners and holders from time to time of the ADSs. The [ ] Shares Manager agrees that whenever the Company determines to be sold sell any Offered ADSs through the Manager, acting as sales agent, the Manager will send to the Company a notice (a “Transaction Notice”), confirming the agreed terms of such proposed transaction and the Company shall promptly indicate its acceptance thereof by countersigning and returning such Transaction Notice by the Company are called the “Firm Shares.” In additionmeans set forth in Section 8 hereof or by sending an email confirming acceptance of such Transaction Notice (provided, that following such email confirming acceptance, the Company has granted will also promptly return the countersigned Transaction Notice to the Underwriters an option to purchase up to an additional [ ] Shares as provided Manager by the means set forth in Section 28 hereof), in each case in accordance with Section 3 of this Agreement. The additional [ ] Shares Company agrees that whenever it determines to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and sell any Offered ADSs directly to the extent such option is exercisedManager, the Optional Shares are collectively called the as principal, it will enter into a separate agreement (a “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “RepresentativesTerms Agreement”) in connection with form and substance satisfactory to the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, Manager and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed Company relating to be a part thereof at the time such sale in accordance with Section 3 of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statementthis Agreement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon Pharma, Inc.NewLink Genetics Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 4,000,000 shares of its common stock, par value $0.0001 0.01 per share (the “Shares”). The [ ] 4,000,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 600,000 Shares as provided in Section 2. The additional [ ] 600,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” Jefferies & Company, Inc. (“Jefferies”) and ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. This Agreement is effective as of January 30, 2013 (the “Agreement Date”). The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)333‑185721, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]January 29, 2011 2013 describing the Offered Shares and the offering thereof (the “Preliminary Prospectus Supplement”), together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus supplement to the Base Prospectus in preliminary prospectus form that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formto

Introductory. Horizon Pharma, Inc.Addus HomeCare Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 1,075,267 shares (the “Primary Firm Shares”) of its common stock, par value $0.0001 0.001 per share (the “Shares”); and the stockholder of the Company named in Schedule B (the “Selling Stockholder”) propose to sell to the Underwriters an aggregate of 1,024,733 Shares (the “Secondary Offered Shares”). The [ ] Primary Firm Shares to be sold by the Company and the Secondary Offered Shares to be sold by the Selling Stockholder are collectively called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 315,000 Shares (the “Optional Shares”), as provided in Section 2. The additional [ ] Primary Firm Shares and, if and to be sold by the Company pursuant to extent such option is exercised, the Optional Shares are collectively called the “Optional Primary Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇▇▇▇ LLC (“Jefferies”), ▇RBC Capital Markets, LLC (“RBC”) and ▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company& Associates, LLC Inc. (“Cowen▇▇▇▇▇▇▇ ▇▇▇▇▇”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)214988, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formis

Introductory. Horizon PharmaEndocyte, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 17,857,143 shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] 17,857,143 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 2,678,571 Shares as provided in Section 2. The additional [ ] 2,678,571 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ▇▇▇▇▇ and CompanyFargo Securities, LLC (“Cowen”) and JMP Deutsche Bank Securities LLC (“JMP”) Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)220920, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]February 27, 2011 2018 describing the Offered Shares and the offering thereof (the “Preliminary Prospectus Supplement”), together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus supplement to the Base Prospectus in preliminary prospectus form that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) ), together with the Base Prospectus, is called a “preliminary prospectus.” The prospectus, in the formAs used

Introductory. Horizon Pharma, Inc.Wave Life Sciences Ltd. (Company Registration Number: 201218209G), a Delaware corporation company incorporated under the laws of the Republic of Singapore (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”) (i) an aggregate of [ ] shares 23,125,001 of its common stockordinary shares, no par value $0.0001 per share (the “Shares”) and (ii) pre-funded warrants, substantially in the form of Exhibit C hereto, to purchase up to an aggregate of 1,875,023 Shares (the “Pre-Funded Warrants”). The [ ] 23,125,001 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 3,750,000 Shares as provided in Section 2. The additional [ ] 3,750,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” The Shares issuable upon exercise of the Pre-Funded Warrants are referred to herein as the “Warrant Shares.” The Offered Shares, the Pre-Funded Warrants and the Warrant Shares are collectively referred to herein as the “Offered Securities.” ▇.▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) and Leerink Partners LLC have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered SharesSecurities. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)263251, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered SharesSecurities. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Securities is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formRegistration

Introductory. Horizon PharmaAquinox Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [—] shares of its common stock, par value $0.0001 0.000001 per share (the “Shares”). The [ [—] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [—] Shares as provided in Section 2. The additional [ [—] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ) and ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 193615 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Prospectus.” The preliminary prospectus dated [ ], 2011 [—] describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus in preliminary prospectus form that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The As used herein, “Applicable Time” is [—][a.m.][p.m.] (New York City time) on [—]. As used herein, “free writing prospectus, ” has the meaning set forth in the formRule 405 under the

Introductory. Horizon PharmaMarinus Pharmaceuticals, Inc., Inc. a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 5,000,000 shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] 5,000,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 750,000 Shares as provided in Section 2. The additional [ ] 750,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ▇▇▇▇▇ ) and CompanyRBC Capital Markets, LLC (“Cowen”) and JMP Securities LLC (“JMPRBC”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)206351, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]November 5, 2011 2015 describing the Offered Shares and the offering thereof is called (the “Preliminary Prospectus Supplement”), together with the Base Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon Pharma, Inc.Gladstone Commercial Corporation, a Delaware Maryland corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”) an aggregate of [ ] 4,000,000 shares (the “Shares”) of its common stock6.00% Series G Cumulative Redeemable Preferred Stock, par value $0.0001 0.001 per share (the “SharesPreferred Stock”). The [ ] Shares to be sold by Company is the Company are called indirect general partner of Gladstone Commercial Limited Partnership (the “Firm Shares.” In additionOperating Partnership”), a Delaware limited partnership that serves as the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2Company’s primary operating partnership subsidiary. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Co. LLC and Company▇. ▇▇▇▇▇ Securities, LLC (“Cowen”) and JMP Securities LLC (“JMP”) Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A hereto, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)236143, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement Statement, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]June 21, 2011 2021 describing the Offered Shares and the offering thereof (the “Preliminary Prospectus Supplement”), together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus supplement to the Base Prospectus in preliminary prospectus form that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) ), together with the Base Prospectus, is called a “preliminary prospectus.” The prospectusAs used herein, in the formterm “Prospectus” shall mean the final prospectus supplement to the

Introductory. Horizon PharmaInverness Medical Innovations, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 11,834,302 shares of its common stock, par value $0.0001 .001 per share (the “Shares”). ; and the stockholders of the Company named in Schedule B (collectively, the "Selling Stockholders”) severally propose to sell to the Underwriters an aggregate of 165,698 Shares, with each Selling Stockholder selling up to the amount set forth opposite such Selling Stockholder’s name in Schedule B. The [ ] 11,834,302 Shares to be sold by the Company and the 165,698 Shares to be sold by the Selling Stockholders are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 21,800,000 Shares. The additional [ ] 1,800,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” UBS Securities LLC (“UBS”), J▇▇▇▇▇▇▇▇ & Company, Inc. (“Jefferies”), M▇▇▇▇▇▇ L▇▇▇▇ & Co. and Merrill, Lynch, P▇▇▇▇▇, ▇▇▇▇▇▇ & S▇▇▇ & Company▇▇, Incorporated (“Stifel”), M▇▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMPL▇▇▇▇”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504138919), which contains and has prepared a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) 430B under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formor the

Introductory. Horizon PharmaARMO BioSciences, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [•] shares of its common stock, par value $0.0001 per share (the “Shares”). The [ [•] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [•] Shares as provided in Section 2. The additional [ [•] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, Jefferies LLC (“CowenJefferies”) and JMP Securities Leerink Partners LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 333-[•] which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Prospectus.” The preliminary prospectus dated [ [•], 2011 2018 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formthe

Introductory. Horizon Pharma, Inc.Echelon Corporation, a Delaware corporation (the “"Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ [___] shares (the "Firm Common Shares") of its common stockCommon Stock, par value $0.0001 .01 per share (the “Shares"Common Stock"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [___] Shares shares (the "Optional Common Shares") of Common Stock, as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Common Shares and, if and to the extent such option is exercised, the Optional Common Shares are collectively called the “Offered "Common Shares.” ". NationsBanc ▇▇▇▇▇▇, ▇▇▇▇ Securities LLC ("NMSL"), BancAmerica ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Common Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-168504333-[___]), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Common Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Common Shares, is called the "Prospectus"; provided, however, that if the Company has, with the consent of NMSL, elected to rely upon Rule 434 under the Securities Act,

Introductory. Horizon PharmaCareDx, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 2,000,000 shares (the “Shares”) of its common stock, par value $0.0001 0.001 per share (the “SharesCommon Stock”). The [ ] 2,000,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 300,000 Shares as provided in Section 2. The additional [ ] 300,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇ LLC (“Jefferies”) and ▇▇▇▇▇ ▇▇▇▇▇▇▇ & Company, Incorporated Co. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMPPiper”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)227168, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]November 13, 2011 2018 describing the Offered Shares and the offering thereof is called (the “Preliminary Prospectus,” and Prospectus Supplement”), together with the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formBase

Introductory. Horizon Pharma, Inc.(a) TriMas Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named Purchasers listed in Schedule A 1 hereto (the “UnderwritersPurchasers”) an aggregate of [ ] shares of its common stock), par value $0.0001 per share for whom you are acting as representative (the “SharesRepresentative”), $ principal amount of its % [Senior] [Subordinated] Notes due (the “Offered Securities”). The [ ] Shares Offered Securities will be issued pursuant to an Indenture to be sold by the Company are called dated as of , 200 (the “Firm Shares.” In additionIndenture”) among the Company, the Company has granted to the Underwriters an option to purchase up to an additional [ [list guarantors][the guarantors listed in Schedule 2 hereto] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called (the “Optional Shares.” The Firm Shares andGuarantors”) and [trustee], if and to the extent such option is exercised, the Optional Shares are collectively called as trustee (the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“StifelTrustee”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives may be guaranteed on an unsecured [senior][subordinated] basis by each of the several Underwriters Guarantors (in such capacity, the “RepresentativesGuarantees”). (b) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated of the Commission thereunder (collectively, the “Securities Act”), a registration statement on Form S-3 (File No. 333-172525), including any information a prospectus, relating to the Offered Securities. Such registration statement, as amended at the time it becomes effective, including the information, if any, deemed pursuant to Rule 430A, 430B or 430C under the Securities Act to be a part thereof of the registration statement at the time of its effectiveness (“Rule 430 Information”), is referred to herein as the “Registration Statement”; and as used herein, the term “Preliminary Prospectus” means each prospectus included in such registration statement (and any amendments thereto) before it becomes effective, any prospectus filed with the Commission pursuant to Rule 430A 424(a) under the Securities Act and the prospectus included in the Registration Statement at the time of its effectiveness that omits Rule 430 Information, and the term “Prospectus” means the prospectus in the form first used (or made available upon request of purchasers pursuant to Rule 173 under the Securities Act, is called ) in connection with confirmation of sales of the “Registration Statement.” Any Offered Securities. If the Company has filed an abbreviated registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called (the “Rule 462(b) 462 Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement ”), then any reference herein to the term “Registration Statement” shall be deemed to include the such Rule 462(b) 462 Registration Statement. The preliminary prospectus dated [ ]Any reference in this Agreement to the Registration Statement, 2011 describing any Preliminary Prospectus or the Offered Shares Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act, as of the effective date of the Registration Statement or the date of such Preliminary Prospectus or the Prospectus, as the case may be and any reference to “amend”, “amendment” or “supplement” with respect to the Registration Statement, any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include any documents filed after such date under the Securities Exchange Act of 1934, as amended, and the offering thereof is called rules and regulations of the Commission thereunder (collectively, the “Preliminary Prospectus,” Exchange Act”) that are deemed to be incorporated by reference therein. Capitalized terms used but not defined herein shall have the meanings given to such terms in the Registration Statement and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used Prospectus. At or prior to the filing time when sales of the Offered Securities were first made (the “Applicable Time”), the following information shall have been prepared (collectively, the “General Disclosure Package”): a Preliminary Prospectus dated , 20 , and each “free-writing prospectus” (as defined belowpursuant to Rule 405 under the Securities Act, “Free Writing Communication”) is called a “preliminary prospectus.” listed on Annex B hereto as constituting part of the General Disclosure Package. The prospectus, Company and the Guarantors acknowledge and agree that the Purchasers are acting solely in the formcapacity of an arm’s length contractual counterparty to the Company and the Guarantors with respect to the offering of Offered Securities contemplated hereby (including in connection with determining the terms of the offering) and not as financial advisors or fiduciaries to, or agents of, the Company, the Guarantors or any other person. Additionally, neither the Representative nor any other Purchaser is advising the Company, the Guarantors or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Company and the Guarantors shall consult with their own advisors concerning such matters and shall be responsible for making their own independent investigation and appraisal of the transactions contemplated hereby, and neither the Representative nor any other Purchasers shall have any responsibility or liability to the Company or the Guarantors with respect thereto. Any review by the Representative or any Purchaser of the Company, the Guarantors, and the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Representative or such Purchaser, as the case may be, and shall not be on behalf of the Company, the Guarantors or any other person.. Each of the Company and each of the Guarantors hereby agrees with the several Purchasers as follows:

Introductory. Horizon PharmaProgenics Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 8,500,000 shares of its common stock, par value $0.0001 0.0013 per share (the “Shares”). The [ ] 8,500,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 1,275,000 Shares as provided in Section 2. The additional [ ] 1,275,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean you, as Underwriter, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)176244, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]June 19, 2011 2013 describing the Offered Shares and the offering thereof (the “Preliminary Prospectus Supplement”), together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus supplement to the Base Prospectus in preliminary prospectus form that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) ), together with the Base Prospectus, is called a “preliminary prospectus.” The prospectusAs used herein, in the formterm “Prospectus” shall mean the final prospectus supplement

Introductory. Horizon Pharma, Inc.First Potomac Realty Trust, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares of its common stockshares (the “Firm Shares”) of beneficial interest, par value $0.0001 .001 per share (the “Common Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Common Shares (the “Option Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇KeyBanc Capital Markets, ▇▇▇▇▇▇▇▇ & Company, Incorporated a division of McDonald Investments Inc. (“StifelKCM”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company is the sole general partner of First Potomac Realty Investment Limited Partnership (the “Operating Partnership”), a Delaware limited partnership that serves as the Company’s primary operating partnership subsidiary. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-11 (File No. 333-168504115958), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]Such prospectus, 2011 describing in the Offered Shares and form first used by the offering thereof Underwriters to confirm sales of the Shares, is called the “Preliminary Prospectus,.” All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus or the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“E▇▇▇▇”). Each of the Company and the Preliminary Prospectus and any other preliminary prospectus that describes Operating Partnership hereby confirms its agreements with the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon Pharma, Inc.PHH Corporation, a Delaware Maryland corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares of its common stock, par value $0.0001 per share (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”) "), and the Commission declared effective on March 2, 1998, a registration statement on Form S-1 S-3 (File Registration No. 333-16850445373, hereinafter called the "Registration Statement"), which contains a form of prospectus covering up to be used in connection with the public offering and sale U.S. $3,000,000,000 aggregate principal amount of the Offered SharesCompany's debt securities (the "Securities"). Such registration statementAny reference herein to the term "Registration Statement" shall be deemed to refer, as amendedunless the context otherwise indicates, to the Registration Statement, including the form of final prospectus, financial statementsstatements and other documents included or incorporated by reference therein and all exhibits included therein, exhibits as from time to time amended, and schedules theretothe term "Prospectus" shall be deemed to refer collectively, unless the context otherwise indicates, to the final prospectus in the form in which it was declared effective by filed with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, 1933 (the "Act") and each prospectus as amended, and supplemented mailed to the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness Commission pursuant to Rule 430A 424(c) under the Securities Act, including documents incorporated by reference therein, as from time to time amended or supplemented (exclusive of any supplements relating solely to Securities that are not Offered Securities as hereinafter defined). The Securities will be issued under one or more indentures (the "Indentures") identified and described in the Registration Statement between the Company and one or more commercial banks, as trustees (the "Trustees"). One class of Securities that the Company is called authorized to issue under the “Registration Statement.” Any registration statement filed Indentures is Medium-Term Notes (the "Offered Securities"). Without limitation on the Company's right to sell all other classes of Securities through underwriters (which may include any or all of you) or dealers, or directly to one or more institutional investors, or through agents (which may include any or all of you), and without limitation on the Company's right to sell Offered Securities through other agents as provided in Section 3(a) hereof, the Company confirms its agreement with you with respect to the issue and sale by the Company pursuant of up to Rule 462(bU.S. $3,000,000,000 (or the equivalent in foreign currency or currency units) principal amount of the Offered Securities issued under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing Indentures, subject to reduction as a result of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any concurrent sale of other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing Securities of the Prospectus (as defined below) is called a “preliminary prospectusCompany.” The prospectus, in the form

Introductory. Horizon Pharma, Inc.Unilife Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 11,000,000 shares of its common stock, par value $0.0001 0.01 per share (the “Shares”). The [ ] 11,000,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 1,650,000 Shares as provided in Section 2. The additional [ ] 1,650,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇ LLC (“Jefferies”) and ▇▇▇▇▇ ▇▇▇▇▇▇▇ & Company, Incorporated Co. (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMPPiper”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)197122, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formRegistration

Introductory. Horizon MEI Pharma, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 17,500,000 shares of its common stock, par value $0.0001 0.00000002 per share (the “Shares”). The [ ] 17,500,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 2,625,000 Shares as provided in Section 2. The additional [ ] 2,625,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇▇▇▇ LLC (“Jefferies”), ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ) and ▇▇▇▇▇ and CompanyFargo Securities, LLC (“Cowen”) and JMP Securities LLC (“JMP▇▇▇▇▇ Fargo”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)238056, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formto

Introductory. Horizon Pharma, Inc.Kentucky Utilities Company, a Delaware corporation organized under the laws of the Commonwealth of Kentucky and the Commonwealth of Virginia (the “Company”), proposes to issue and sell to sell, and the several underwriters Underwriters named in Schedule A Section 3 hereof (the “Underwriters”) an aggregate of [ ] shares of its common stock, par value $0.0001 per share (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act for whom you are acting as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with ), propose, severally and not jointly, to purchase, upon the offering terms and sale conditions set forth herein, $700,000,000 aggregate principal amount of the Offered SharesCompany’s First Mortgage Bonds, 5.850% Series due 2055 (the “Bonds”) to be issued under an Indenture, dated as of October 1, 2010 (the “Original Indenture”), between the Company and The Bank of New York Mellon, as trustee thereunder (the “Trustee”), as previously amended and supplemented and as to be further amended and supplemented by Supplemental Indenture No. 11 thereto relating to the Bonds, to be dated as of August 1, 2025 (the “Supplemental Indenture,” and the Original Indenture as so amended and supplemented, the “Indenture”). The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a an automatic shelf registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended277140-01) on Form S-3, including the financial statementsrelated preliminary prospectus or prospectus, exhibits which registration statement became effective upon filing under Rule 462(e) (“Rule 462(e)”) of the rules and schedules thereto, in the form in which it was declared effective by regulations of the Commission (the “Securities Act Regulations”) under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder amended (collectively, the “Securities Act”). Such registration statement covers the registration of the Bonds under the Securities Act. Promptly after the date of this Agreement, the Company will prepare and file a prospectus in accordance with the provisions of Rule 430B (“Rule 430B”) of the Securities Act Regulations and paragraph (b) of Rule 424 (“Rule 424(b)”) of the Securities Act Regulations. Any information included in such prospectus that was omitted from such registration statement at the time it became effective but that is deemed to be part of and included in such registration statement pursuant to Rule 430B is referred to as “Rule 430B Information.” Each prospectus used in connection with the offering of the Bonds that omitted Rule 430B Information (other than a “free writing prospectus” as defined in Rule 405 of the Securities Act Regulations (“Rule 405”) that has not been approved in writing by the Company and the Representatives), including any information related prospectus supplement and the documents incorporated by reference therein pursuant to Item 12 of Form S-3, is herein called a “preliminary prospectus.” Such registration statement, at any given time, including the amendments or supplements thereto to such time, the exhibits and any schedules thereto at such time, the documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Securities Act at such time and the documents otherwise deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under or included therein by the Securities ActAct Regulations, is herein called the “Registration Statement.” Any registration statement filed The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement.” The final prospectus in the form first furnished to the Underwriters for use in connection with the offering of the Bonds, including the related prospectus supplement and the documents incorporated by the Company reference therein pursuant to Rule 462(b) Item 12 of Form S-3 under the Securities Act as of the date hereof, is herein called the “Rule 462(b) Prospectus.” For purposes of this Agreement, all references to the Registration Statement, any preliminary prospectus, the Prospectus or any amendment or supplement to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval (“▇▇▇▇▇”) system. All references in this Agreement to financial statements and schedules and other information which is “contained,” and from and after “included” or “stated” in the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” , any preliminary prospectus or the Prospectus (or other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is incorporated by reference in or otherwise deemed by the Rule 462(b) Securities Act Regulations to be a part of or included in the Registration Statement. The , any preliminary prospectus dated [ ]or the Prospectus, 2011 describing as the Offered Shares case may be; and all references in this Agreement to amendments or supplements to the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and Registration Statement, any other preliminary prospectus that describes or the Offered Shares Prospectus shall be deemed to mean and the offering thereof and is used prior to include the filing of any document under the Prospectus Securities Exchange Act of 1934, as amended (as defined belowthe “Exchange Act”) which is called incorporated by reference in or otherwise deemed by the Securities Act Regulations to be a “preliminary prospectus.” The prospectus, part of or included in the formRegistration Statement, such preliminary prospectus or the Prospectus, as the case may be.

Introductory. Horizon PharmaChesapeake Energy Corporation, Inc., a Delaware an Oklahoma corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”) 20,000,000 shares (“Firm Securities”) of its Common Stock (“Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of [ ] not more than 3,000,000 additional shares (“Optional Securities”) of its common stock, par value $0.0001 per share (the “Shares)Securities as set forth below. The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if Securities and to the extent such option is exercised, the Optional Shares Securities are herein collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“StifelSecurities”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed filed, in accordance with the provisions of the Securities Act of 1933, as amended, and the rules and regulations (the “Rules and Regulations”) thereunder (collectively, the “Act”), with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-3 (File No. 333-168504130196) under the Act (the “registration statement”). Amendments to such registration statement, which contains a form of prospectus to be used in connection if necessary or appropriate, have been similarly prepared and filed with the public offering and sale of Commission in accordance with the Offered SharesAct. Such registration statement, as so amended, has become automatically effective under the Act upon filing with the Commission. Except where the context otherwise requires, “Registration Statement,” as used herein, means the registration statement, as amended at the time of such registration statement’s effectiveness for purposes of Section 11 of the Act, as such section applies to the respective Underwriters (the “Effective Time”), including (i) all documents filed as a part thereof or incorporated or deemed to be incorporated by reference therein and (ii) any information contained or incorporated by reference in a prospectus filed with the financial statementsCommission pursuant to Rule 424(b) under the Act, exhibits to the extent such information is deemed, pursuant to Rule 430B or Rule 430C under the Act, to be part of the registration statement at the Effective Time. The Company has furnished to the Underwriters, for use by the Underwriters and schedules theretoby dealers in connection with the offering of the Offered Securities, copies of one or more “preliminary prospectus supplements” relating to the Offered Securities. Except where the context otherwise requires, “Pre-Pricing Prospectus,” as used herein, means each such preliminary prospectus supplement relating to the Offered Securities, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”)so furnished, including any information deemed basic prospectus (whether or not in preliminary form) furnished by the Company to be a part thereof at the time Underwriters and attached to or used with such preliminary prospectus supplement. Except where the context otherwise requires, “Basic Prospectus,” as used herein, means any basic prospectus furnished by the Company to the Underwriters in connection with the offering of effectiveness pursuant the Offered Securities and attached to Rule 430A under or used with the Securities ActProspectus Supplement (as defined below). Except where the context otherwise requires, is called “Prospectus Supplement,” as used herein, means the “Registration Statement.” Any registration statement final prospectus supplement relating to the Offered Securities, filed by the Company with the Commission pursuant to Rule 462(b424(b) under the Securities Act is called on or before the “Rule 462(b) Registration Statement,” and from and second business day after the date hereof (or such earlier time as may be required under the Act), in the form furnished by the Company to the Underwriters for use by the Underwriters and time of filing by dealers in connection with the offering of the Rule 462(b) Registration Statement Offered Securities. Except where the term context otherwise requires, “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is as used prior to the filing of herein, means the Prospectus (as defined below) is called a “preliminary prospectusSupplement together with the Basic Prospectus attached to or used with the Prospectus Supplement.” The prospectus, in the form

Introductory. Horizon PharmaRedwood Trust, Inc., a Delaware Maryland corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A attached hereto (the “Underwriters”) an aggregate of [ ] 1,000,000 shares (the “Firm Shares”) of its common stockCommon Stock, par value $0.0001 0.01 per share (the “Common Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 150,000 Common Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called (the “Optional Option Shares.” ”). The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called referred to herein as the “Offered Shares.” ▇▇▇▇▇▇, JMP Securities LLC and J▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed Inc. hereby agree to act as the representatives of the several Underwriters (in such capacity, the “Representatives”) of the Underwriters in connection with the public offering and sale of the Offered SharesFirm Shares and Option Shares contemplated by this Agreement. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-3 (File No. 333-16850425643), which contains a form of prospectus prospectus, subject to completion, to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein (the “Incorporated Documents”) and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the “Exchange Act, ”) is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]Such prospectus, 2011 describing in the Offered Shares and form first used by the offering thereof Underwriters to confirm sales of the Shares, is called the “Preliminary Prospectus.” All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“E▇▇▇▇”). All references in this Agreement to financial statements and schedules and other information which is “contained,” “included” or “stated” in the Registration Statement or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is or is deemed to be incorporated by reference in the Preliminary Registration Statement or the Prospectus, as the case may be; and all references in this Agreement to amendments or supplements to the Registration Statement or the Prospectus shall be deemed to mean and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to include the filing of any document under the Prospectus (as defined below) Exchange Act which is called a “preliminary prospectus.” The prospectus, or is deemed to be incorporated by reference in the formRegistration Statement or the Prospectus, as the case may be. The Company hereby confirms its agreements with the Underwriters as follows:

Introductory. Horizon PharmaRamaco Resources, Inc., a Delaware corporation (the “Company”), ) proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”) an aggregate of [ ] shares of its common stock), par value $0.0001 per share for whom Lucid Capital Markets, LLC is acting as representative (the “SharesRepresentative”), $57,000,000 aggregate principal amount of its 8.250% Senior Notes due 2030 (the “Firm Securities”), to be issued pursuant to the provisions of an Indenture, dated July 13, 2021 (the “Base Indenture”) between the Company and Wilmington Savings Fund Society, FSB, as trustee (the “Trustee”), as supplemented by a Third Supplemental Indenture to be dated as of the Closing Date between the Company and the Trustee (the “Third Supplemental Indenture” and, together with the Base Indenture, the “Indenture”). The [ ] Shares Company also proposes to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted issue and sell to the several Underwriters an option to purchase up to not more than an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called $8,000,000 aggregate principal amount of its 8.250% Senior Notes due 2030 (the “Optional Shares.” The Firm Shares andSecurities”), if and to the extent such option is exercisedthat the Representative shall have elected to exercise, on behalf of the Underwriters, the right to purchase Optional Shares Securities pursuant to the option granted to the Underwriters in Section 3 hereof. The Firm Securities and the Optional Securities are hereinafter collectively called referred to as the “Offered SharesSecurities.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504274324), which contains registration statement included a form of related base prospectus (the “Base Prospectus”), relating to be used in connection with certain securities, including the public offering and sale of the Offered SharesSecurities. Such registration statement, including any amendments thereto filed prior to the Applicable Time (as amendeddefined below), including the financial statements, exhibits and schedules thereto, in the form in which it was has been declared effective by the Commission under the Securities Act of 1933, as amended, amended (the “Act”) and the rules and regulations promulgated thereunder thereunder. The Company will prepare a prospectus in accordance with the provisions of paragraph (collectively, b) of Rule 424 (“Rule 424(b)”) of the Rules and Regulations and shall file such prospectus with the Commission prior to 5:30 p.m. (Eastern Time) on the second SEC Business Day following the date of this Underwriting Agreement (this “Securities ActAgreement”), including any . Any information included in such prospectus that was omitted from such registration statement at the time it became effective but that is deemed to be a part thereof at the time of effectiveness and included in such registration statement pursuant to Rule 430A under 430B of the Securities Act, Act (“Rule 430B”) is called the referred to as “Registration StatementRule 430B Information.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary Each prospectus dated [ ], 2011 describing the Offered Shares and used in connection with the offering thereof of Securities that omitted Rule 430B Information is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is herein called a “preliminary prospectus.” The prospectusExcept where the context otherwise requires, the shelf registration statement on Form S-3 filed by the Company with the Commission (No. 333-274324), on each date and time that such registration statement and any post-effective amendment or amendments thereto became or becomes effective (each, an “Effective Time”), including all documents filed as part thereof or incorporated by reference therein, including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) and deemed part of such registration statement, collectively, are herein called the “Registration Statement,” and the Base Prospectus, as supplemented by the final prospectus supplement, in the formform first used by the Company in connection with confirmation of sales of the Securities, is herein called the “Prospectus.” Any reference in this Agreement to the Registration Statement, the General Disclosure Package (defined below), the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 under the Act, as of each Effective Time or the Execution Time (defined below) or the date of the Prospectus, as the case may be (it being understood that the several specific references in this Agreement to documents incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus are for clarifying purposes only and are not meant to limit the inclusiveness of any other definition herein). For purposes of this Agreement, all references to the Registration Statement, any preliminary prospectus, the Prospectus or any amendment or supplement to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to its Electronic Data Gathering Analysis and Retrieval system (or any successor system) (“E▇▇▇▇”). All references in this Agreement to financial statements and schedules and other information which is “contained,” “included,” “stated” or “described” in the Registration Statement, the General Disclosure Package or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is or is deemed to be incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, as the case may be, and all references in this Agreement to amendments or supplements to the Registration Statement, the General Disclosure Package or the Prospectus shall be deemed to include the filing of any document under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations of the Commission promulgated thereunder, which is or is deemed to be incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus, as the case may be. Any reference herein to the Registration Statement, the General Disclosure Package, the Prospectus or any Permitted Free Writing Prospectus (as defined below) shall, unless otherwise stated, be deemed to refer to and include the documents, if any, incorporated, or deemed to be incorporated, by reference therein. For purposes of this Agreement:

Introductory. Horizon PharmaArdelyx, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 12,500,000 shares of its common stock, par value $0.0001 per share (the “Shares”). The [ ] 12,500,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 1,875,000 Shares as provided in Section 2. The additional [ ] 1,875,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities Leerink Partners LLC (“JMPLeerink”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)205631, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus supplement dated [ ]May 21, 2011 2018 describing the Offered Shares and the offering thereof (the “Preliminary Prospectus Supplement”), together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form

Introductory. Horizon PharmaAegerion Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 3,400,000 shares of its common stock, par value $0.0001 0.001 per share (the “SharesCommon Stock”). The [ ] Shares 3,400,000 shares of Common Stock to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares 510,000 shares of Common Stock, as provided in Section 2. The additional [ ] Shares 510,000 shares of Common Stock to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇ & Company, Inc. (“Jefferies”) and ▇.▇. ▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMPJPMorgan”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 S-3 (File No. 333-168504177967), which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formRule

Introductory. Horizon Pharma, Inc.First Potomac Realty Trust, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares 3,000,000 of its common stockshares (the “Firm Shares”) of beneficial interest, par value $0.0001 .001 per share (the “Common Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 450,000 Common Shares (the “Option Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇KeyBanc Capital Markets, ▇▇▇▇▇▇▇▇ & Company, Incorporated a division of McDonald Investments Inc. (“StifelKCM”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company is the sole general partner of First Potomac Realty Investment Limited Partnership (the “Operating Partnership”), a Delaware limited partnership that serves as the Company’s primary operating partnership subsidiary. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed a registration statement on Form S-3 (File No. 333-120821), which contains a form of prospectus to be a part thereof at used in connection with the time public offering and sale of effectiveness pursuant the Shares. Such registration statement, herein referred to Rule 430A under the Securities Act, is called as the “Registration Statement.,” Any registration statement shall be deemed to include all information omitted therefrom in reliance upon Rule 430A and all information incorporated by reference therein. The form of final prospectus first filed by the Company with the Commission pursuant to Rule 462(b424(b) under the Securities Act is called herein referred to as the “Rule 462(b) Prospectus.” Each preliminary prospectus included in the Registration Statement,Statement is herein referred to as a “Preliminary Prospectus.” Any reference herein to any Preliminary Prospectus or the Prospectus shall be deemed to refer to and from include the documents incorporated by reference therein and any supplements or amendments thereto filed with the Commission as of the date of such Preliminary Prospectus or Prospectus, as the case may be, and any supplements or amendments thereto, filed with the Commission after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (under Rule 424(b) or 430A, and prior to the termination of the offering of the Shares by the Underwriters. Each of the Company and the Operating Partnership hereby confirms its agreements with the Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon PharmaQTS Realty Trust, Inc., a Delaware Maryland corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 5,500,000 shares of its Class A common stock, par value $0.0001 0.01 per share (the “Shares”). The [ ] 5,500,000 Shares to be issued and sold by the Company are being hereinafter called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares 825,000 Shares, as provided in Section 2. The additional [ ] 825,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” M▇▇▇▇▇▇ Lynch, Pierce, F▇▇▇▇▇ & S▇▇▇▇ Incorporated (“Merrill”), J.▇. ▇▇▇▇▇▇ Securities LLC (“J.▇. ▇▇▇▇▇▇”) and S▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a an automatic shelf registration statement on Form S-1 (S-3, File No. 333-168504)210425, which contains including a form base prospectus dated March 28, 2016 (including the documents incorporated or deemed to be incorporated by reference therein prior to the time of prospectus the execution of this Agreement pursuant to Item 12 of Form S-3 under the Securities Act (as defined below) the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein pursuant to Item 12 of Form S-3 and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Such Registration Statement became effective upon filing under Rule 462(b462(e) under of the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration StatementAct. The preliminary prospectus supplement dated [ ]March 28, 2011 2016 describing the Offered Shares and the offering thereof (the “Preliminary Prospectus Supplement”), together with the Base Prospectus, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other prospectus supplement to the Base Prospectus in preliminary prospectus form that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) ), together with the Base Prospectus, is called a “preliminary prospectus.” The prospectus, in the form”

Introductory. Horizon Pharma, Inc.First Potomac Realty Trust, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 7,500,000 shares (the “Firm Shares”) of its common stockbeneficial interest, par value $0.0001 .001 per share (the “Common Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 1,125,000 Common Shares (the “Option Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered Shares.” ▇F▇▇▇▇▇, B▇▇▇▇ W▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenFBW”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company is the sole general partner of First Potomac Realty Investment Limited Partnership (the “Operating Partnership”), a Delaware limited partnership that serves as the Company’s primary operating partnership subsidiary. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-11 (File No. 333-168504107172), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]Such prospectus, 2011 describing in the Offered Shares and form first used by the offering thereof Underwriters to confirm sales of the Shares, is called the “Preliminary Prospectus,.” All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus or the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“E▇▇▇▇”). Each of the Company and the Preliminary Prospectus and any other preliminary prospectus that describes Operating Partnership hereby confirms its agreements with the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon PharmaXeris Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [●] shares of its common stock, par value $0.0001 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, Jefferies LLC (“CowenJefferies”) and JMP Securities SVB Leerink LLC (“JMPSVB Leerink”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 333-[●] which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]prospectus, 2011 describing in the form first used by the Underwriters to confirm sales of the Offered Shares and or in the offering thereof form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formpreliminary

Introductory. Horizon Pharma▇▇▇▇▇▇▇▇▇▇ Electronics, Inc.Ltd., a Delaware corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] 3,000,000 shares (the "Firm Shares") of its common stockCommon Stock, par value $0.0001 .05 per share (the “"Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 450,000 Shares (the "Optional Shares"), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “"Offered Shares.” " ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated Inc. (“Stifel”"Jefferies"), ▇▇▇▇▇▇▇ and ▇▇▇▇▇ & Company, LLC (“Cowen”) L.L.C. and JMP Securities LLC (“JMP”) KeyBanc Capital Markets, a division of McDonald Investments Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-168504113568), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” " Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” " and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The Such prospectus, in the form first used by the Underwriters to confirm sales of the Offered Shares, is called the "Prospectus"; provided, however, if the Company has, with the consent of Jefferies, elected to rely upon Rule 434 under the Securities Act, the term "Prospectus" shall mean the Company's prospectus subject to completion (each, a "preliminary prospectus prospectus") dated [ ], 2011 describing 2004 (such preliminary prospectus is called the "Rule 434 preliminary prospectus"), together with the applicable term sheet (the "Term Sheet") prepared and filed by the Company with the Commission under Rules 434 and 424(b) under the Securities Act and all references in this Agreement to the date of the Prospectus shall mean the date of the Term Sheet. All references in this Agreement to (i) the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus, the Prospectus or the Term Sheet, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis, and Retrieval system ("▇▇▇▇▇") and (ii) the Prospectus shall be deemed to include the "electronic Prospectus" provided for use in connection with the offering of the Offered Shares and as contemplated by Section 3(k) of this Agreement. The Company hereby confirms its agreements with the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon PharmaPatriot Capital Funding, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A F▇▇▇▇▇, B▇▇▇▇ W▇▇▇▇, Incorporated (the “UnderwritersUnderwriter”) an aggregate of [ ] 2,100,000 shares of its common stock, par value $0.0001 0.01 per share (the “Shares”). The [ ] 2,100,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters Underwriter an option to purchase up to an additional [ ] 315,000 Shares (the “Optional Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 N-2 (File No. 333-168504137856), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such The registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information contained in a prospectus subsequently filed with the Commission pursuant to Rule 497 under the Securities Act and deemed to be a part thereof of the registration statement at the time of effectiveness pursuant to Rule 430A 430C under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus, dated as of December 15, 2006, included in the Registration Statement at the time it became effective on December 15, 2006, is hereinafter referred to as the “Base Prospectus.” The prospectus supplement, dated [ ]January 22, 2011 describing 2007, filed with the Commission pursuant to Rule 497 under the Securities Act relating to the Offered Shares is hereinafter referred to as the “Preliminary Prospectus Supplement” (and together with the offering thereof is called Base Prospectus, the “Preliminary Prospectus,”). The Preliminary Prospectus, together with the information set forth in the oral pricing script attached as Exhibit A (“Pricing Information”) is hereinafter referred to as the “Disclosure Package.” The prospectus supplement to be filed with the Commission pursuant to Rule 497 and used by the Underwriter to confirm sales of Offered Shares is hereinafter referred to as the “Prospectus Supplement” (and together with the Base Prospectus, the “Prospectus”). All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, the Preliminary Prospectus and or the Prospectus, or any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior amendments or supplements to the filing any of the Prospectus foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis, and Retrieval system (“E▇▇▇▇”). The Company hereby confirms its agreement with the Underwriter as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon PharmaCorium International, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [5,500,000] shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ [5,500,000] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [825,000] Shares as provided in Section 2. The additional [ [825,000] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, Jefferies LLC (“CowenJefferies”) and JMP Securities Leerink Partners LLC (“JMPLeerink”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 194279 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]prospectus, 2011 describing in the form first used by the Underwriters to confirm sales of the Offered Shares and or in the offering thereof form first made available to the Underwriters by the Company to meet requests of purchasers pursuant to Rule 173 under the Securities Act, is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formpreliminary

Introductory. Horizon Pharma, Inc.National Storage Affiliates Trust, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A each of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC (“▇▇▇▇▇▇ ▇▇▇▇▇▇▇”), Citigroup Global Markets Inc. (“Citigroup”), and BofA Securities, Inc. (“BofA”) (the “Underwriters”) an aggregate of [ ] 8,800,000 common shares of its common stockbeneficial interest, par value $0.0001 0.01 per share (the “Shares)”) of the Company. The [ ] 8,800,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 1,320,000 Shares as provided in Section 2. The additional [ ] 1,320,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)253663, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formfiling

Introductory. Horizon Pharma, Inc.U-Store-It Trust, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 28,000,000 shares (the “Firm Shares”) of the Company’s common shares of its common stockbeneficial interest, par value $0.0001 .01 per share (the “Common Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 4,200,000 Common Shares (the “Optional Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called called, the “Offered Shares.” ▇▇▇▇▇▇▇ Lynch, Pierce, ▇▇▇▇▇▇ & ▇▇▇▇▇ Incorporated (“▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel▇▇▇▇▇”), ) and ▇▇▇▇▇ and CompanyFargo Securities, LLC (“Cowen”) and JMP Securities LLC (“JMP▇▇▇▇▇ Fargo”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The terms Representatives and Underwriters shall mean either the singular or plural as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-3 (File No. 333-168504)156463) on December 24, 2008, which contains a form of base prospectus (the “Base Prospectus”), to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission at each time of effectiveness under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any required information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (the “Exchange Act”), is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The Any preliminary prospectus dated [ ], 2011 describing the Offered Shares and supplement used in connection with the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formthe

Introductory. Horizon Pharma, Inc.La Jolla Pharmaceutical Company, a Delaware California corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 2,550,000 shares of its common stock, par value $0.0001 per share (the “Shares”). The [ ] 2,550,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares 382,500 Shares, as provided in Section 2. The additional [ ] 382,500 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ) and ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)197092, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form)

Introductory. Horizon PharmaNuvelo, Inc., a Delaware Nevada corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A JMP Securities LLC (the “UnderwritersUnderwriter”) an aggregate of [ ] 10,000,000 shares (the “Firm Offered Shares”) of its common stockCommon Stock, par value $0.0001 0.001 per share (the “SharesCommon Stock”) in accordance with the terms and conditions set forth in this Underwriting Agreement (the “Agreement”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters Underwriter an option to purchase up to an additional [ ] Shares 1,500,000 shares (the “Optional Offered Shares”) of Common Stock, as provided in Section 22 (the “Purchase, Sale, and Delivery of the Offered Shares”). The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Offered Shares and, if and to the extent such option is exercised, the Optional Offered Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 S-3 (File No. 333-168504106873), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits exhibits, and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act or the Securities Exchange Act of 1934, as amended and the rules and regulations promulgated thereunder (collectively, the “Exchange Act”), is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement Statement, the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ]as amended or supplemented, 2011 describing including the documents incorporated by reference therein, in the form first used by the Underwriter to confirm sales of the Offered Shares and the offering thereof Shares, is called the “Preliminary Prospectus.” All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, the Prospectus or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“▇▇▇▇▇”). All references in this Agreement to financial statements and schedules and other information which is “contained,” “included,” or “stated” in the Registration Statement or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is or is deemed to be incorporated by reference in the Preliminary Registration Statement or the Prospectus, as the case may be; and all references in this Agreement to amendments or supplements to the Registration Statement or the Prospectus shall be deemed to mean and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to include the filing of any document under the Prospectus (as defined below) Exchange Act which is called a “preliminary prospectus.” The prospectus, or is deemed to be incorporated by reference in the formRegistration Statement or the Prospectus, as the case may be. The Company hereby confirms its agreements with the Underwriter as follows:

Introductory. Horizon PharmaPreview Systems, Inc., a Delaware corporation (the “"Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ [___] shares (the "Firm Shares") ---------- of its common stockCommon Stock, par value $0.0001 0.0002 per share (the “"Common Shares"). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [___] Common Shares (the "Option Shares") as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered "Shares.” ". BancBoston ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇▇▇▇ Inc., ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, SoundView Technology Group, Inc. and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) E*OFFERING Corp. have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-168504333-[ ]), which contains a form of prospectus subject to be completion used in connection with the public offering and sale of the Offered Shares. Each such prospectus subject to completion used in connection with such public offering is called a "preliminary prospectus." Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Shares, is called the "Prospectus." All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus or the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("▇▇▇▇▇"). The Company hereby confirms its agreements with the Underwriters as follows:

Introductory. Horizon PharmaBellicum Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [•] shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ [•] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [•] Shares as provided in Section 2. The additional [ [•] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC Citigroup Global Markets Inc. (“JMPCiti”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 200328 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the any such Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formform first used by the Underwriters to confirm sales of the Offered Shares or in the form first made available to the Underwriters by the Company to meet requests of

Introductory. Horizon Pharma, Inc.SQZ Biotechnologies Company, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ [●] shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ [●] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ [●] Shares as provided in Section 2. The additional [ [●] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” BofA Securities, Inc. (“BofA”), Evercore Group L.L.C. (“Evercore”) and ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (S-1, File No. 333-168504), 249422 which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act in connection with the offer and sale of the Offered Shares is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formRule

Introductory. Horizon PharmaPieris Pharmaceuticals, Inc., a Delaware Nevada corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 5,500,000 shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] 5,500,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 825,000 Shares as provided in Section 2. The additional [ ] 825,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated Jefferies LLC (“StifelJefferies”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”) Evercore Group, L.L.C. have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)211844, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A 430B under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the form)

Introductory. Horizon Pharma, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate The shareholders of [ ] shares of its common stock, par value $0.0001 per share (the “Shares). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] Shares as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇ Lang LaSalle Incorporated, a Maryland corporation (the "Company"), named in Schedule B (collectively, the "Selling Shareholders") severally propose to sell to NationsBanc ▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“Cowen”) and JMP Securities LLC (“JMP”the "Underwriter") have agreed to act as representatives an aggregate of 750,000 shares (the "Common Shares") of Common Stock, par value $0.01 per share (the "Common Stock"), of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered SharesCompany. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 S-3 (File No. 333-16850470969), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Common Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including all documents incorporated or deemed to be incorporated by reference therein and including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act or the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder (collectively, the "Exchange Act"), is called the “"Registration Statement.” " Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” " and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriter to confirm sales of the Common Shares, is called the "Prospectus." All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus or the Prospectus, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("▇▇▇▇▇"). All references in this Agreement to financial statements and schedules and other information which is "contained," "included" or "stated" in the Registration Statement or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is or is deemed to be incorporated by reference in the Registration Statement or the Prospectus, as the case may be; and all references in this Agreement to amendments or supplements to the Registration Statement or the Prospectus shall be deemed to mean and include the filing of any document under the Exchange Act which is or is deemed to be incorporated by reference in the Registration Statement or the Prospectus, as the case may be. The Company and each of the Selling Shareholders hereby confirm their respective agreements with the Underwriter as follows:

Introductory. Horizon Pharma, Inc.Arrowhead Research Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] 5,500,000 shares of its common stock, par value $0.0001 0.001 per share (the “Shares”). The [ ] 5,500,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 825,000 Shares as provided in Section 2. The additional [ ] 825,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated LLC (“StifelJefferies”), ▇▇▇▇▇ and Company, LLC Barclays Capital Inc. (“CowenBarclays”) and JMP Deutsche Bank Securities LLC Inc. (“JMPDeutsche Bank”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representatives” as used herein shall mean you, as Underwriters, and the term “Underwriters” shall mean either the singular or the plural, as the context requires. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-1 (S-3, File No. 333-168504)193748, which contains including a form of base prospectus (the “Base Prospectus”) to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared became effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including all documents incorporated or deemed to be incorporated by reference therein and any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The prospectus, in the formto

Introductory. Horizon Pharma, Inc.First Potomac Realty Trust, a Delaware corporation Maryland real estate investment trust (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares 4,000,000 of its common stock7.750% Series A Cumulative Redeemable Perpetual Preferred Shares (the “Firm Shares”) of beneficial interest, par value $0.0001 .001 per share (the “Preferred Shares”). The [ ] Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 600,000 Preferred Shares (the “Option Shares”), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered Shares.” ▇▇▇▇▇▇▇ Fargo Securities, ▇▇▇LLC (“▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenFargo”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives the representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered Shares. The Company is the sole general partner of First Potomac Realty Investment Limited Partnership, a Delaware limited partnership (the “Operating Partnership”), that serves as the Company’s primary operating partnership subsidiary. The Company has prepared and filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-1 (File No. 333-168504), which contains a form of prospectus to be used in connection with the public offering and sale of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information on April 16, 2007 a registration statement on Form S-3, which was subsequently amended on August 19, 2008 and August 22, 2008 (File No. 333-142147), which contains a form of prospectus to be used in connection with the public offering and sale of the Shares (the “Base Prospectus”). Such registration statement, herein referred to as the “Registration Statement,” shall be deemed to be a part include all information omitted therefrom in reliance upon Rules 430A or 430B under the Securities Act and all information incorporated by reference therein. The form of final prospectus supplement to the Base Prospectus relating to the Shares and the offering thereof at filed by the time of effectiveness Company with the Commission pursuant to Rule 430A 424(b) under the Securities Act and first used by the Underwriters to confirm sales of the Shares is herein referred to as the “Prospectus.” The Base Prospectus, as supplemented by the preliminary prospectus (including any preliminary prospectus supplement) relating to the Shares and the offering thereof most recently filed by the Company with the Commission pursuant to Rule 424(b) and used prior to the date hereof is herein referred to as a “Preliminary Prospectus.” Any reference herein to the Registration Statement, any Preliminary Prospectus or the Prospectus or to any amendment or supplement to any of the foregoing documents shall be deemed to refer to and include any documents incorporated by reference therein and any supplements or amendments thereto, filed with the Commission after the date of filing of the Prospectus under Rule 424(b) under the Securities Act, is called the “Registration Statement.” Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing termination of the Prospectus (offering of the Shares by the Underwriters. Each of the Company and the Operating Partnership hereby confirms its agreements with the Underwriters as defined below) is called a “preliminary prospectus.” The prospectus, in the formfollows:

Introductory. Horizon Pharma, Inc.Compugen Ltd., a Delaware corporation organized under the laws of the State of Israel (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of [ ] shares 6,000,000 (the “Firm Shares”) of its common stockthe Company’s ordinary shares, par nominal (par) value $0.0001 NIS 0.01 per share (the “Ordinary Shares”). The [ ] respective amounts of the Firm Shares to be sold purchased by each of the Company several Underwriters are called the “Firm Shares.” set forth opposite their names on Schedule A hereto. In addition, the Company has granted proposes to grant to the Underwriters an option to purchase up to an additional [ ] 900,000 Ordinary Shares as provided in Section 2. The additional [ ] Shares to be sold by (the “Option Shares”) from the Company pursuant to such option are collectively called for the “Optional sole purpose of covering over-allotments in connection with the sale of the Firm Shares.” . The Firm Shares and, if and to the extent such option is exercised, the Optional Option Shares are collectively called the “Offered SharesSecurities.” ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ and Company, LLC (“CowenJefferies”) and JMP Securities LLC (“JMP”) have has agreed to act as representatives representative of the several Underwriters (in such capacity, the “RepresentativesRepresentative”) in connection with the offering and sale of the Offered SharesSecurities. The Company has prepared and filed in conformity with the requirements of the Securities Act of 1933, as amended (the “Securities Act”), and the published rules and regulations thereunder (the “Rules”) adopted by the Securities and Exchange Commission (the “Commission”) a “shelf” registration statement on Form S-1 F-3 (File No. 333-168504185910), which contains became effective as of January 16, 2013, including a form of base prospectus (the “Base Prospectus”) relating to be used in connection with the public offering Ordinary Shares and sale other securities of the Offered Shares. Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective Company that may be sold from time to time by the Commission under the Securities Act Company in accordance with Rule 415 of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the “Securities Act”), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A under the Securities Act, is called and such amendments thereof as may have been required to the “date of this Agreement. Copies of such Registration Statement.” Any registration statement filed Statement (including all amendments thereof and all documents deemed incorporated by reference therein) and of the related Base Prospectus have heretofore been delivered by the Company pursuant or are otherwise available to Rule 462(b) under the Securities Act is called the “Rule 462(b) Registration Statement,” and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “Registration Statement” shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectusyou.” The prospectus, in the form

Introductory. Horizon PharmaKeynote Systems, Inc., a Delaware California corporation (the “"Company”"), proposes to issue and sell to the several underwriters named in Schedule A (the “"Underwriters”") an aggregate of [ ] 1,000,000 shares of its common stockCommon ---------- Stock, par value $0.0001 0.001 per share (the “"Common Shares"); and the shareholders of the Company identified in Schedule B as "Principal Selling Shareholders" (the ---------- "Principal Selling Shareholders") and the shareholders of the Company identified in Schedule B as "Other Selling Shareholders" (the "Other Selling Shareholders" ---------- and, collectively, together with the Principal Selling Shareholders, the "Selling Shareholders") propose to sell to the Underwriters an aggregate of Common Shares. The [ ] 1,000,000 Common Shares to be sold by the Company and the 3,750,000 Common Shares to be sold by the Selling Shareholders are collectively called the “"Firm Shares.” ". In addition, the Company has granted to the Underwriters an option to purchase up to an additional [ ] 712,500 Common Shares (the "Option Shares"), as provided in Section 2. The additional [ ] Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares Option Shares, are collectively called the “Offered "Shares.” ". FleetBoston ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Inc., ▇▇▇▇▇▇▇▇▇ & Company, Incorporated (“Stifel”), ▇▇▇▇▇ LLC, ▇▇▇▇ ▇▇▇▇▇▇▇▇ Incorporated, and CompanySoundView Technology Group, LLC (“Cowen”) and JMP Securities LLC (“JMP”) Inc. have agreed to act as representatives of the several Underwriters (in such capacity, the “"Representatives”") in connection with the offering and sale of the Offered Shares. The Company has prepared and filed with the Securities and Exchange Commission (the “"Commission”") a registration statement on Form S-1 (File No. 333-16850494651), which contains a form of prospectus prospectus, subject to completion, to be used in connection with the public offering and sale of the Offered Shares. Each such prospectus, subject to completion, used in connection with such public offering is called a "preliminary prospectus." Such registration statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, 1933 and the rules and regulations promulgated thereunder (collectively, the “"Securities Act”"), including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act, is called the “"Registration Statement.” ". Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the “"Rule 462(b) Registration Statement,” ", and from and after the date and time of filing of the Rule 462(b) Registration Statement the term “"Registration Statement” " shall include the Rule 462(b) Registration Statement. The preliminary prospectus dated [ ], 2011 describing the Offered Shares and the offering thereof is called the “Preliminary Prospectus,” and the Preliminary Prospectus and any other preliminary prospectus that describes the Offered Shares and the offering thereof and is used prior to the filing of the Prospectus (as defined below) is called a “preliminary prospectus.” The Such prospectus, in the formform first used by the Underwriters to confirm sales of the Shares, is called the "Prospectus." All references in this Agreement to the Registration Statement, the Rule 462(b) Registration Statement, a preliminary prospectus, the Prospectus or the Term Sheet, or any amendments or supplements to any of the foregoing, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System ("▇▇▇▇▇"). The Company and each of the Selling Shareholders hereby confirms their agreements with the Underwriters as follows: