LEASE AGREEMENTLease Agreement • May 15th, 2003 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • Connecticut
Exhibit 10.1 PENWEST PHARMACEUTICALS CO. SECURITIES PURCHASE AGREEMENT AUGUST 4, 2003Securities Purchase Agreement • August 6th, 2003 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • New York
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. LICENSE AGREEMENT This Agreement is dated the 17th day of December, 1997, and is made between SYNTHELABO 22, Avenue Galilee...License Agreement • June 22nd, 1998 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • London
RECITALSServices Agreement • June 22nd, 1998 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • Washington
PURCHASE AGREEMENTPurchase Agreement • November 5th, 2002 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • New York
If the registration statement relating to the Shares has been declared effective under the Act by the Commission, the Company will prepare and promptly file with the Commission the information omitted from the registration statement pursuant to Rule...Underwriting Agreement • November 10th, 1997 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • California
SUPPLY AGREEMENTSupply Agreement • June 22nd, 1998 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • London
AND RIGHTS AGENTRights Agreement • July 17th, 1998 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • Washington
EXECUTION COPY Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. AMENDMENT AGREEMENT This amendment (this "2007 Amendment") to the Amended and Restated Strategic Alliance...Amendment Agreement • February 15th, 2007 • Penwest Pharmaceuticals Co • Pharmaceutical preparations
AGREEMENTConfidentiality Agreement • October 21st, 1997 • Penwest Pharmaceuticals Co • Stockholm
EXHIBIT 10.22 PENWEST PHARMACEUTICALS CO. Nonstatutory Stock Option Agreement Entered into Pursuant to the 1997 Equity Incentive Plan 1. This agreement evidences the grant by Penwest Pharmaceuticals Co., a Washington corporation (the "Company") on...Nonstatutory Stock Option Agreement • March 16th, 2005 • Penwest Pharmaceuticals Co • Pharmaceutical preparations
ANDStrategic Alliance Agreement • August 14th, 2002 • Penwest Pharmaceuticals Co • Pharmaceutical preparations
RECITALSEmployee Benefits Agreement • June 22nd, 1998 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • Washington
Exhibit 10.1 Termination Agreement This Termination Agreement is entered into effective as of the 1st day of February, 2007 (the "Effective Date"), by and between Anand Baichwal ("Baichwal") and Penwest Pharmaceuticals Co., a Washington corporation...Termination Agreement • February 5th, 2007 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • New York
RECITALSSeparation and Distribution Agreement • June 22nd, 1998 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • Washington
Exhibit 10.28 PENWEST PHARMACEUTICALS CO. Executive Retention Agreement THIS EXECUTIVE RETENTION AGREEMENT by and between Penwest Pharmaceuticals Co., a Washington corporation (the "Company"), and [__________] (the "Executive") is made as of December...Executive Retention Agreement • March 16th, 2006 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • Washington
1 Exhibit 10.2 CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERISKS DENOTE SUCH OMISSIONS. PRODUCT DEVELOPMENT AND SUPPLY AGREEMENT THIS AGREEMENT is entered into as of the 3rd day of August, 1995,...Product Development and Supply Agreement • July 31st, 1998 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • New York
RIGHTS AGREEMENT between Penwest Pharmaceuticals Co. and Mellon Investor Services LLC, as Rights Agent Dated March 11, 2009Rights Agreement • March 12th, 2009 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • New York
RIGHTS AGREEMENT, dated March 11, 2009 (the “Agreement”), between Penwest Pharmaceuticals Co., a Washington corporation (the “Company”), and Mellon Investor Services LLC, a New Jersey limited liability company, as Rights Agent (the “Rights Agent”).
1 Exhibit 10.16 TAX ALLOCATION AGREEMENT THIS TAX ALLOCATION AGREEMENT (the "Agreement") is made as of ____________, 1998, by and among Penford Corporation, a Washington corporation ("Parent" and, together with its subsidiaries existing immediately...Tax Allocation Agreement • June 22nd, 1998 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • Washington
RECITALSServices Agreement • November 10th, 1997 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • Washington
MANUFACTURE AND SUPPLY AGREEMENT BETWEENManufacture and Supply Agreement • March 16th, 2007 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • Quebec
1 Exhibit 10.4 CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERISKS DENOTE SUCH OMISSIONS. SALES AND DISTRIBUTION AGREEMENT This Agreement is entered into this 3rd day of January, 1997 by and between:Sales and Distribution Agreement • December 17th, 1997 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • New York
AS LENDER) ANDFinancing Agreement • May 15th, 2001 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • New York
RECITALSSeparation Agreement • November 10th, 1997 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • Washington
1. DEFINITIONSCustom Manufacturing Agreement • March 21st, 2000 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • New York
Exhibit 10.4 SEVERANCE AND SETTLEMENT AGREEMENT AND RELEASE This AGREEMENT is entered into by and between Penwest Pharmaceuticals Co. (the "Company") and ALAN JOSLYN (the "Employee"). WHEREAS, the parties wish to resolve amicably the Employee's...Severance Agreement • May 10th, 2007 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • Connecticut
RECITALS:Excipient Supply Agreement • June 22nd, 1998 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • Washington
CONFIDENTIALITY AGREEMENTConfidentiality Agreement • August 20th, 2010 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • Pennsylvania
THIS AGREEMENT is entered into as of the 30th of July 2010 and shall be deemed to be effective as of July 23, 2010 between Endo Pharmaceuticals Inc., whose main offices are located at 100 Endo Boulevard, Chadds Ford, Pennsylvania 19317, for itself and its subsidiaries, each of which shall be bound by this Agreement as if each had separately executed this Agreement (collectively “Endo”), and Penwest Pharmaceuticals Co. located at 2981 Route 22, Patterson, NY 12563 ( “Penwest”).
LETTER OF CONSENTLetter of Consent • October 21st, 1997 • Penwest Pharmaceuticals Co • Stockholm
Exhibit 2.2 AMENDMENT TO PURCHASE AGREEMENT Agreement made as of February 26, 2003, among Penwest Pharmaceuticals Co., a Washington corporation with its principal office at 2981 Route 22, Patterson, New York 12563-9970 (the "Company"), Josef...Purchase Agreement • February 28th, 2003 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • New York
AGREEMENT AND PLAN OF MERGER BY AND AMONG ENDO PHARMACEUTICALS HOLDINGS INC. WEST ACQUISITION CORP. AND PENWEST PHARMACEUTICALS CO. DATED AS OF AUGUST 9, 2010Merger Agreement • August 10th, 2010 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of August 9, 2010, is by and among Endo Pharmaceuticals Holdings Inc., a Delaware corporation (“Parent”), West Acquisition Corp., a Delaware corporation and an indirect, wholly-owned Subsidiary of Parent (“Merger Sub”), and Penwest Pharmaceuticals Co., a Washington corporation (the “Company”).
SECOND AMENDMENT TO THE AMENDED AND RESTATED STRATEGIC ALLIANCE AGREEMENT BY AND BETWEEN PENWEST PHARMACEUTICALS CO AND ENDO PHARMACEUTICALS INCStrategic Alliance Agreement • November 10th, 2008 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • New York
This Second Amendment (this “Amendment”) to the Amended and Restated Strategic Alliance Agreement dated as of April 2, 2002, and as amended by the Amendment Agreement dated January 7, 2007 (the “Agreement”) is entered into by and between Penwest Pharmaceuticals Co (“Penwest”) and Endo Pharmaceuticals Inc. (“Endo”), effective as of July 14, 2008.
SIXTH AMENDMENTStrategic Alliance Agreement • August 10th, 2010 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • New York
This Sixth Amendment (the “Sixth Amendment”), dated as of August 9, 2010, but effective as set forth in Paragraph 10 below, to the Amended and Restated Strategic Alliance Agreement (as amended) is entered into by and between PENWEST PHARMACEUTICALS CO., a corporation organized and existing under the laws of the State of Washington, with its principal place of business at 39 Old Ridgebury Road, Danbury, Connecticut 06810 (“Penwest”), and ENDO PHARMACEUTICALS INC., a corporation organized and existing under the laws of the State of Delaware, with its principal place of business at 100 Painters Drive, Chadds Ford, Pennsylvania 19317 (“Endo”) (each, a “Party” and collectively, the “Parties”).
AMENDMENT NO. 3 TO RIGHTS AGREEMENTRights Agreement • April 23rd, 2008 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • New York
This AMENDMENT NO. 3 TO RIGHTS AGREEMENT (the “Amendment”) is entered into as of April 18, 2008, between Penwest Pharmaceuticals Co., a Washington corporation (the “Company”), and Mellon Investor Services LLC, a New Jersey limited liability company, as Rights Agent (the “Rights Agent”). Capitalized terms not otherwise defined herein shall have the meanings given them in the Rights Agreement dated as of July 27, 1998, as amended by Amendment No. 1 and Amendment No. 2 thereto (the “Rights Agreement”), between the parties hereto.
THIRD AMENDMENT TO THE AMENDED AND RESTATED STRATEGIC ALLIANCE AGREEMENT BY AND BETWEEN PENWEST PHARMACEUTICALS CO. AND ENDO PHARMACEUTICALS INC.Strategic Alliance Agreement • May 11th, 2009 • Penwest Pharmaceuticals Co • Pharmaceutical preparations • New York
This Third Amendment (this “Amendment”) to the Amended and Restated Strategic Alliance Agreement dated as of April 2, 2002, and as amended by the Amendment Agreement dated January 7, 2007 and further amended by the Second Amendment dated as of July 14, 2008 (the “Agreement”) is entered into by and between Penwest Pharmaceuticals Co. (“Penwest”) and Endo Pharmaceuticals Inc. (“Endo”), effective as of January 1, 2009.
