Allos Therapeutics Sample Contracts

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Underwriting Agreement • March 27th, 2000 • Allos Therapeutics • Pharmaceutical preparations • New York
ALLOS THERAPEUTICS, INC., Issuer AND U.S. BANK NATIONAL ASSOCIATION, Trustee
Indenture • March 5th, 2004 • Allos Therapeutics Inc • Pharmaceutical preparations • New York

INDENTURE, dated as of [•], 2004, among ALLOS THERAPEUTICS, INC., a Delaware corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”):

OFFICE LEASE
Office Lease • August 14th, 2001 • Allos Therapeutics • Pharmaceutical preparations • Colorado
ALLOS THERAPEUTICS, INC. and , AS WARRANT AGENT
Preferred Stock Warrant Agreement • July 20th, 2009 • Allos Therapeutics Inc • Pharmaceutical preparations • New York

PREFERRED STOCK WARRANT AGREEMENT, dated as of between ALLOS THERAPEUTICS, INC., a Delaware corporation (the “COMPANY”) and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “WARRANT AGENT”).

ALLOS THERAPEUTICS, INC. and , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF
Common Stock Warrant Agreement • May 23rd, 2007 • Allos Therapeutics Inc • Pharmaceutical preparations • New York

COMMON STOCK WARRANT AGREEMENT, dated as of , between ALLOS THERAPEUTICS, INC., a Delaware corporation (the “COMPANY”) and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “WARRANT AGENT”).

And MELLON INVESTOR SERVICES LLC as Rights Agent RIGHTS AGREEMENT Dated as of May 6, 2003
Rights Agreement • May 9th, 2003 • Allos Therapeutics Inc • Pharmaceutical preparations • New York

THIS RIGHTS AGREEMENT (“Agreement”), dated as of May 6, 2003, is entered into by and between ALLOS THERAPEUTICS, INC., a Delaware corporation (the “Company”), and MELLON INVESTOR SERVICES LLC, a New Jersey limited liability company, as Rights Agent (the “Rights Agent”).

ARTICLE I DEFINITIONS
Registration Rights Agreement • April 30th, 2002 • Allos Therapeutics • Pharmaceutical preparations • Delaware
ALLOS THERAPEUTICS, INC.,
Indenture • March 5th, 2004 • Allos Therapeutics Inc • Pharmaceutical preparations • New York

INDENTURE, dated as of [•], 2004 among ALLOS THERAPEUTICS, INC., a Delaware corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”):

ALLOS THERAPEUTICS, INC. and , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF
Warrant Agreement • July 20th, 2009 • Allos Therapeutics Inc • Pharmaceutical preparations • New York

COMMON STOCK WARRANT AGREEMENT, dated as of , between ALLOS THERAPEUTICS, INC., a Delaware corporation (the “COMPANY”) and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “WARRANT AGENT”).

ALLOS THERAPEUTICS, INC. (a Delaware corporation) 14,000,000 Shares of Common Stock PURCHASE AGREEMENT
Purchase Agreement • October 7th, 2009 • Allos Therapeutics Inc • Pharmaceutical preparations • New York
Common Stock
Underwriting Agreement • January 26th, 2000 • Allos Therapeutics • New York
ALLOS THERAPEUTICS, INC. INDEMNITY AGREEMENT
Indemnity Agreement • June 25th, 2007 • Allos Therapeutics Inc • Pharmaceutical preparations • Delaware

THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of , 20 , is made by and between ALLOS THERAPEUTICS, INC., a Delaware corporation (the “Company”), and (“Indemnitee”).

ALLOS THERAPEUTICS, INC.
Deposit Agreement • July 20th, 2009 • Allos Therapeutics Inc • Pharmaceutical preparations • New York

DEPOSIT AGREEMENT, dated as of among ALLOS THERAPEUTICS, INC., a Delaware corporation, , a existing under the laws of the State of , as Depositary, and all holders from time to time of Receipts issued hereunder.

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VOTING AGREEMENT
Voting Agreement • July 22nd, 2011 • Allos Therapeutics Inc • Pharmaceutical preparations • Delaware

This VOTING AGREEMENT ("Agreement") is entered into as of July , 2011, by and between ALLOS THERAPEUTICS, INC., a Delaware corporation (the "Company"), and ("Stockholder").

OFFICE LEASE
Office Lease • January 26th, 2000 • Allos Therapeutics • Colorado
ALLOS THERAPEUTICS, INC. EMPLOYMENT AGREEMENT BRUCE K. BENNETT, JR.
Employment Agreement • September 17th, 2010 • Allos Therapeutics Inc • Pharmaceutical preparations • Colorado

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into effective as of September 16, 2010, by and between ALLOS THERAPEUTICS, INC. (the “Company”), and BRUCE K. BENNETT, JR. (“Employee”) (collectively, the “Parties”).

ALLOS THERAPEUTICS, INC. and , As Warrant Agent FORM OF PREFERRED STOCK WARRANT AGREEMENT Dated As Of
Preferred Stock Warrant Agreement • March 5th, 2004 • Allos Therapeutics Inc • Pharmaceutical preparations • New York

Preferred Stock Warrant Agreement, dated as of between Allos Therapeutics, Inc., a Delaware corporation (the “Company”) and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).

RECITALS
Employment Separation and General Release Agreement • March 14th, 2002 • Allos Therapeutics • Pharmaceutical preparations • Colorado
ALLOS THERAPEUTICS, INC. FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT PABLO J. CAGNONI, MD
Employment Agreement • May 22nd, 2009 • Allos Therapeutics Inc • Pharmaceutical preparations • Colorado

This FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “First Amendment”) is entered into effective as of May 20, 2009, by and between ALLOS THERAPEUTICS, INC. (the “Company”) and PABLO J. CAGNONI, MD (“Executive”) (collectively, the “Parties”).

TENDER AND VOTING AGREEMENT
Tender and Voting Agreement • April 6th, 2012 • Allos Therapeutics Inc • Pharmaceutical preparations • Delaware

This Tender and Voting Agreement, dated as of April 4, 2012 (this “Agreement”), is by and among SPECTRUM PHARMACEUTICALS, INC., a Delaware corporation (“Parent”), SAPPHIRE ACQUISITION SUB, INC., a Delaware corporation (“Merger Sub”), and the stockholder of ALLOS THERAPEUTICS, INC., a Delaware corporation (the “Company”), set forth on the signature page hereto (the “Stockholder”).

ALLOS THERAPEUTICS, INC. SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • February 27th, 2008 • Allos Therapeutics Inc • Pharmaceutical preparations • Colorado

This SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of December 13, 2007, by and among Allos Therapeutics, Inc., a Delaware corporation (the “Company”), and Paul L. Berns (“Employee”).

ALLOS THERAPEUTICS, INC. 2002 BROAD BASED EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT
Stock Option Agreement • March 16th, 2005 • Allos Therapeutics Inc • Pharmaceutical preparations

Pursuant to your Stock Option Grant Notice ("Grant Notice") and this Stock Option Agreement, Allos Therapeutics, Inc. (the "Company") has granted you a non-statutory stock option under its 2002 Broad Based Equity Incentive Plan (the "Plan") to purchase the number of shares of the Company's Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. Defined terms not explicitly defined in this Stock Option Agreement but defined in the Plan shall have the same definitions as in the Plan.

ALLOS THERAPEUTICS, INC. and , As Warrant Agent FORM OF DEPOSITARY SHARES WARRANT AGREEMENT Dated As Of
Warrant Agreement • May 23rd, 2007 • Allos Therapeutics Inc • Pharmaceutical preparations • New York
ALLOS THERAPEUTICS, INC. and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF ALLOS THERAPEUTICS, INC. FORM OF DEBT SECURITIES WARRANT AGREEMENT
Warrant Agreement • July 20th, 2009 • Allos Therapeutics Inc • Pharmaceutical preparations • New York

DEBT SECURITIES WARRANT AGREEMENT, dated as of , between ALLOS THERAPEUTICS, INC., a Delaware corporation (the “COMPANY”) and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “WARRANT AGENT”).

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