EXHIBIT 10.23 AMENDMENT TO EMPLOYMENT AGREEMENT WHEREAS, on January 1, 2000, the Company entered into certain Employment Agreements with Mahendra G. Shah, Ph.D., R. Brent Dixon, Balaji Venkataraman, Robert D. Godfrey, Jr. and William G. Campbell; and...Employment Agreement • March 13th, 2001 • First Horizon Pharmaceutical Corp • Pharmaceutical preparations
COMMON STOCKUnderwriting Agreement • May 4th, 2000 • First Horizon Pharmaceutical Corp • Pharmaceutical preparations • California
COGNEX(R)Asset Purchase Agreement • May 24th, 2000 • First Horizon Pharmaceutical Corp • Pharmaceutical preparations • New York
1 2 of this Agreement, the term "Affiliate" shall not include subsidiaries in which a Party or its Affiliates owns a majority of the ordinary voting power to elect a majority of the board of directors but is restricted from electing such majority by...License Agreement • February 18th, 2000 • First Horizon Pharmaceutical Corp
1 EXHIBIT 10.16Indemnification Agreement • February 18th, 2000 • First Horizon Pharmaceutical Corp • Delaware
December 18, 2001Separation Agreement • March 5th, 2002 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries
RECITALS:Loan and Security Agreement • May 4th, 2000 • First Horizon Pharmaceutical Corp • Pharmaceutical preparations • Illinois
EXHIBIT 4.1 CREDIT AGREEMENTCredit Agreement • February 25th, 2003 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries
EXHIBIT 10.2 CONFIDENTIAL TREATMENT REQUESTED Confidential Portions of this Agreement Which Have Been Redacted Are Marked with Brackets ([***]). The Omitted Material Has Been Filed With The Securities and Exchange Commission. SUPPLY AGREEMENTSupply Agreement • January 7th, 2002 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries • Ohio
WITNESSETH:Employment Agreement • March 13th, 2001 • First Horizon Pharmaceutical Corp • Pharmaceutical preparations • Georgia
EXHIBIT 10.33 CONFIDENTIAL TREATMENT REQUESTED Confidential Portions Of This Agreement Which Have Been Redacted Are Marked With Brackets ([* * *]). The Omitted Material Has Been Filed Separately With The Securities And Exchange Commission. ASSET...Asset Purchase Agreement • March 5th, 2002 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
FORM OF EMPLOYMENT AGREEMENTEmployment Agreement • March 5th, 2002 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries • Georgia
RECITALS:Loan and Security Agreement • May 4th, 2000 • First Horizon Pharmaceutical Corp • Pharmaceutical preparations • Illinois
COMMON STOCKUnderwriting Agreement • May 9th, 2001 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries • California
Exhibit 10.3 CONFIDENTIAL TREATMENT REQUESTED Confidential Portions of This Agreement Which Have Been Redacted Are Marked With Brackets ([***]). The Omitted Material Has Been Filed Separately With The Securities And Exchange Commission. MANUFACTURING...Manufacturing Agreement • November 14th, 2001 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries • New York
1 EXHIBIT 10.7 COVER PAGELease Agreement • February 18th, 2000 • First Horizon Pharmaceutical Corp
1 EXHIBIT 10.21 AMENDMENT TO COLLABORATION AGREEMENTCollaboration Agreement • May 24th, 2000 • First Horizon Pharmaceutical Corp • Pharmaceutical preparations
1 EXHIBIT 1 UNDERWRITING AGREEMENT FleetBoston Robertson Stephens Inc. Banc of America Securities LLC Chase H&Q As Representatives of the several Underwriters c/o BancBoston Robertson Stephens Inc. 555 California Street, Suite 2600 San Francisco, CA...Underwriting Agreement • February 18th, 2000 • First Horizon Pharmaceutical Corp • New York
CONFIDENTIAL TREATMENT REQUESTED CONFIDENTIAL PORTIONS OF THIS AGREEMENT WHICH HAVE BEEN REDACTED ARE MARKED WITH BRACKETS "[***]." THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.Exclusive License Agreement • November 12th, 2002 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries • New Jersey
1 EXHIBIT 10.14 CONFIDENTIAL TREATMENT REQUESTED Confidential Portions of This Agreement Which Have Been Redacted Are Marked With Brackets ([***]). The Omitted Material Has Been Filed Separately With The Securities And Exchange Commission. LICENSE...License Agreement • May 24th, 2000 • First Horizon Pharmaceutical Corp • Pharmaceutical preparations
1 EXHIBIT 4.2 AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Amended and Restated LOAN AND SECURITY AGREEMENT dated as of December 22, 1998 (the "Agreement"), is entered into between HORIZON PHARMACEUTICAL CORPORATION, a Delaware corporation...Loan and Security Agreement • May 4th, 2000 • First Horizon Pharmaceutical Corp • Pharmaceutical preparations • Illinois
1 EXHIBIT 10.15 CONFIDENTIAL TREATMENT REQUEST ------------------------------ Confidential Portions Of This Agreement Which Have Been Redacted Are marked With Brackets ("[***]"). The Omitted Material Has Been Filed Separately With The Securities And...Distribution Agreement • February 18th, 2000 • First Horizon Pharmaceutical Corp
CONFIDENTIAL TREATMENT REQUESTED CONFIDENTIAL PORTIONS OF THIS AGREEMENT WHICH HAVE BEEN REDACTED ARE MARKED WITH BRACKETS "[***]." THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.Exclusive Distribution Agreement • November 12th, 2002 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries • Colorado
EXHIBIT 4 SHAREHOLDER PROTECTION RIGHTS AGREEMENT DATED AS OF JULY 12, 2002Shareholder Protection Rights Agreement • July 16th, 2002 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries • Delaware
PONSTEL(R)Asset Purchase Agreement • May 4th, 2000 • First Horizon Pharmaceutical Corp • Pharmaceutical preparations • New York
ARTICLE 1 DEFINITIONSDistributorship Agreement • March 5th, 2002 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries
Common StockEquity Underwriting Agreement • March 5th, 2002 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries • Maryland
EXHIBIT 10.3 HORIZON PHARMACEUTICAL CORPORATION UNDER 1997 NONQUALIFIED STOCK OPTION PLAN NONQUALIFIED STOCK OPTION AGREEMENT Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Option Agreement....Nonqualified Stock Option Agreement • February 18th, 2000 • First Horizon Pharmaceutical Corp
THIS AGREEMENT made and effective this 1st day of January, 2000, by and between Jame Fine Chemicals, Inc., having a place of business at 100 West Main Street, Bound Brook, New Jersey 08805 (hereinafter referred to as "Licensor"). and Horizon...Exclusive Patent License Agreement • May 24th, 2000 • First Horizon Pharmaceutical Corp • Pharmaceutical preparations • New Jersey
ARTICLE 1 DEFINITIONSManufacturing and Supply Agreement • December 13th, 2001 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries • Georgia
ARTICLE I SALE AND PURCHASE OF ASSETS AND ASSUMPTION OF LIABILITIESAsset Purchase Agreement • November 14th, 2001 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries • New York
1 EXHIBIT 10.13 CONFIDENTIAL TREATMENT REQUESTED Confidential Portions Of This Agreement Which Have Been Redacted Are Marked With Brackets ([***]). The Omitted Material Has Been Filed Separately With The Securities And Exchange Commission. PRODUCT...Product Supply Agreement • May 24th, 2000 • First Horizon Pharmaceutical Corp • Pharmaceutical preparations
1 EXHIBIT 10.8 CONFIDENTIAL TREATMENT REQUESTED Confidential Portions of This Agreement Which Have Been Redacted Are Marked With Brackets ("[***]"). The Omitted Material Has Been Filed Separately With The Securities and Exchange Commission. PRODUCT...Product Development and Supply Agreement • May 24th, 2000 • First Horizon Pharmaceutical Corp • Pharmaceutical preparations • New York
REGISTRATION RIGHTS AGREEMENT Dated as of March 8, 2004 by and between FIRST HORIZON PHARMACEUTICAL CORPORATION as the Company, and DEUTSCHE BANK SECURITIES INC., and UBS SECURITIES LLC as the Initial Purchasers 1.75% Contingent Convertible Senior...Registration Rights Agreement • May 26th, 2004 • First Horizon Pharmaceutical Corp • Wholesale-drugs, proprietaries & druggists' sundries • New York
This Registration Rights Agreement (this "Agreement") is dated as of March 8, 2004, by and between First Horizon Pharmaceutical Corporation, a Delaware corporation (the "Company"), and Deutsche Bank Securities Inc. and UBS Securities LLC (together, the "Initial Purchasers").
CREDIT AGREEMENT dated as of September 18, 2006, among SCIELE PHARMA, INC., as the US Borrower, SCIELE PHARMA CAYMAN LTD., as the Cayman Borrower THE OTHER GUARANTORS PARTY HERETO, as Guarantors, THE LENDERS PARTY HERETO and UBS SECURITIES LLC, as...Credit Agreement • October 27th, 2006 • Sciele Pharma, Inc. • Pharmaceutical preparations • New York
THIS CREDIT AGREEMENT (this “Agreement”) dated as of September 18, 2006, among SCIELE PHARMA, INC., a Delaware corporation (“US Borrower”), SCIELE PHARMA CAYMAN LTD., an exempted company incorporated under Cayman Islands law (“Cayman Borrower”; and together with the US Borrower, “Borrowers”, and each individually a “Borrower”), the Guarantors (such term and each other capitalized term used but not defined herein having the meaning given to it in Article I), the Lenders, UBS SECURITIES LLC and LASALLE BANK NATIONAL ASSOCIATION, as joint lead arrangers (in such capacity, “Arrangers”), LASALLE BANK NATIONAL ASSOCIATION as syndication agent (in such capacity, “Syndication Agent”), and UBS LOAN FINANCE LLC, as swingline lender (in such capacity, “Swingline Lender”), and UBS AG, STAMFORD BRANCH, as issuing bank (in such capacity, “Issuing Bank”), as administrative agent (in such capacity, “Administrative Agent”) for the Lenders and as collateral agent (in such capacity, “Collateral Agent”) f
