JOINT FILING AGREEMENTJoint Filing Agreement • August 9th, 2004 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations
Each of the undersigned hereby acknowledges and agrees, in compliance with the provisions of Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, that the Schedule 13D to which this Agreement is attached as an Exhibit (the "Schedule 13D"), and any amendments thereto, will be filed with the Securities and Exchange Commission jointly on behalf of the undersigned. This Agreement may be executed in one or more counterparts.
RECITALSInvestor Rights Agreement • August 9th, 2004 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
Auxilium Pharmaceuticals, Inc.Underwriting Agreement • January 29th, 2013 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • New York
Auxilium Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of $325,000,000 principal amount of its 1.50% Convertible Senior Notes due 2018 (the “Firm Securities”), convertible at the Company’s election into cash, shares of common stock of the Company, par value $0.01 per share (“Stock”), or a combination of cash and shares of Stock (any shares of Stock issuable upon conversion of the Securities, including, for the avoidance of doubt, any additional shares deliverable upon conversion in connection with a make-whole fundamental change, the “Underlying Shares”), and, at the election of the Underwriters, up to an aggregate of $25,000,000 additional aggregate principal amount of 1.50% Convertible Senior Notes due 2018 (the “Optional Securities”). The Fi
AUXILIUM PHARMACEUTICALS, INC. 2,000,000 Shares Common Stock ($0.01 par value per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • September 25th, 2009 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • New York
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 10th, 2009 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of August 4, 2009 (the “Effective Date”) between (i) SILICON VALLEY BANK, a California corporation with a loan production office located at 100 Matsonford Road, Building 5, Suite 555, Radnor, Pennsylvania 19087 (“Bank”), and (ii) AUXILIUM PHARMACEUTICALS, INC., a Delaware corporation (“Auxilium”) with offices located at 40 Valley Stream Parkway, Malvern, Pennsylvania 19355, AUXILIUM INTERNATIONAL HOLDINGS, INC., a Delaware corporation with offices at 1105 North Market Street, Suite 1300, P.O. Box 8985, Wilmington, Delaware 19899-8985, and AUXILIUM US HOLDINGS, LLC, a Delaware limited liability company, with offices located at 1105 North Market Street, Suite 1300, P.O. Box 8985, Wilmington, Delaware 19899-8985 (individually and collectively, jointly and severally, the “Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
AUXILIUM PHARMACEUTICALS, INC. AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee First Supplemental Indenture Dated as of January 30, 2013 to Indenture Dated as of January 30, 2013 1.50% Convertible Senior Notes due 2018First Supplemental Indenture • January 31st, 2013 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • New York
FIRST SUPPLEMENTAL INDENTURE dated as of January 30, 2013 (this “Supplemental Indenture”) between Auxilium Pharmaceuticals, Inc., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01), supplementing the Indenture, dated as of January 30, 2013, between the Company and the Trustee (the “Base Indenture” and the Base Indenture, as amended and supplemented by this Supplemental Indenture, and as it may be further amended or supplemented from time to time with respect to the Notes, the “Indenture”).
AUXILIUM PHARMACEUTICALS, INC. and BROADRIDGE CORPORATE ISSUER SOLUTIONS, INC. as Rights Agent RIGHTS AGREEMENT Dated as of September 17, 2014Rights Agreement • September 17th, 2014 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
RIGHTS AGREEMENT, dated as of September 17, 2014 (the “Agreement”), between AUXILIUM PHARMACEUTICALS, INC, a Delaware corporation (the “Company”), and BROADRIDGE CORPORATE ISSUER SOLUTIONS, INC. (the “Rights Agent”).
EMPLOYMENT AGREEMENT (Mark A. Glickman)Employment Agreement • February 29th, 2012 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Pennsylvania
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into this 3rd day of February, 2012 (the “Effective Date”), by and between Auxilium Pharmaceuticals, Inc. (the “Company”) and Mark A. Glickman (“Executive”).
CREDIT AGREEMENT among AUXILIUM PHARMACEUTICALS, INC., as Borrower, the Lenders from Time to Time Party Hereto, MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent, Collateral Agent and as Syndication Agent and MORGAN STANLEY SENIOR FUNDING,...Credit Agreement • April 29th, 2013 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS CREDIT AGREEMENT, dated as of April 26, 2013, among AUXILIUM PHARMACEUTICALS, INC., a Delaware corporation (the “Borrower”), the financial institutions or entities from time to time parties to this Agreement as lenders (the “Lenders”), MORGAN STANLEY SENIOR FUNDING, INC., as administrative agent (in such capacity, and together with its successors and assigns in such capacity, the “Administrative Agent”) and MORGAN STANLEY SENIOR FUNDING, INC., as collateral agent (in such capacity, and together with its successors and assigns in such capacity, the “Collateral Agent”).
Chesterbrook, PA 19087 Attention: Jim Fickenscher, Chief Financial Officer Telephone No.: (484) 321 – 5902 Facsimile No.: (484) 321 – 5996 Email: jfickenscher@auxilium.com Re: Additional WarrantsWarrant Agreement • January 29th, 2013 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by Auxilium Pharmaceuticals, Inc. (“Company”) to Goldman, Sachs & Co. (“Dealer”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.
EMPLOYMENT AGREEMENT (Andrew Saik)Employment Agreement • October 30th, 2014 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Pennsylvania
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into this 8th day of August, 2014, by and between Auxilium Pharmaceuticals, Inc. (the “Company”) and Andrew Saik (“Executive”).
Shares Auxilium Pharmaceuticals, Inc. Common Stock ($0.01 Par Value) EQUITY UNDERWRITING AGREEMENTEquity Underwriting Agreement • July 20th, 2004 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • New York
Auxilium Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representatives (the “Representatives”) an aggregate of shares of the Company’s Common Stock, $0.01 par value (the “Firm Shares”). The respective amounts of the Firm Shares to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Company also proposes to sell at the Underwriters’ option an aggregate of up to additional shares of the Company’s Common Stock (the “Option Shares”) as set forth below.
AUXILIUM PHARMACEUTICALS, INC. Shares of Common Stock, $0.01 par value per share PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • June 8th, 2007 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • New York
EMPLOYMENT AGREEMENT (Geraldine A. Henwood)Employment Agreement • July 2nd, 2004 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Pennsylvania
THIS EMPLOYMENT AGREEMENT (the “Agreement”) entered into as of June 5, 2004, by and between Auxilium Pharmaceuticals, Inc. (the “Company”) and Geraldine A. Henwood (“Executive”).
VOTING AGREEMENTVoting Agreement • July 7th, 2014 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
JPMorgan Chase Bank, National Association P.O. Box 161 60 Victoria Embankment London EC4Y 0JP EnglandCall Option Transaction • January 29th, 2013 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • New York
To: Auxilium Pharmaceuticals, Inc. 640 Lee Road Chesterbrook, PA 19087 Attention: Jim Fickenscher, Chief Financial Officer Telephone No.: (484) 321 – 5902 Facsimile No.: (484) 321 – 5996 Email: jfickenscher@auxilium.com
AUXILIUM PHARMACEUTICALS, INC.Nonqualified Stock Option Agreement • May 8th, 2009 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This STOCK OPTION GRANT, dated as of [ date ] (the “Date of Grant”), is delivered by Auxilium Pharmaceuticals, Inc. (the “Company”) to [ executive officer ] (the “Grantee”).
AUXILIUM PHARMACEUTICALS, INC. NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • February 26th, 2013 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
Auxilium Pharmaceuticals, Inc. (the “Company”) has granted you an option to purchase shares of common stock of the Company under the Auxilium Pharmaceuticals, Inc. 2004 Equity Compensation Plan (the “Plan”). The terms of the grant are set forth in the Nonqualified Stock Option Grant (the “Grant”) provided to you. The following provides a summary of the key terms of the Grant; however, you should read the entire Grant, along with the terms of the Plan, to fully understand the Grant.
AGREEMENT AND PLAN OF MERGER AMONG AUXILIUM PHARMACEUTICALS, INC. AND QLT INC. AND QLT HOLDING CORP. AND QLT ACQUISITION CORP. June 25, 2014Merger Agreement • June 26th, 2014 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT is made as of June 25, 2014 among Auxilium Pharmaceuticals, Inc. a corporation incorporated under the laws of the State of Delaware ("Auxilium"), QLT Inc., a corporation incorporated under the laws of British Columbia ("QLT"), QLT Holding Corp., a corporation incorporated under the laws of the State of Delaware and a wholly-owned subsidiary of QLT ("HoldCo"), and QLT Acquisition Corp., a corporation incorporated under the laws of the State of Delaware and a wholly-owned subsidiary of HoldCo ("AcquireCo").
LICENSE AGREEMENTLicense Agreement • July 2nd, 2004 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS LICENSE AGREEMENT is made as of the 31st day of May, 2001 by and between BENTLEY PHARMACEUTICALS, INC., a Delaware corporation, with offices at 65 Lafayette Road, 3rd Floor, North Hampton, New Hampshire 03862-2403 (hereinafter, “BENTLEY” or “Licensor”), and AUXILIUM A2, INC., a Delaware corporation having a principal place of business at 160 W. Germantown Pike, Suite D-5, East Norriton, Pennsylvania 19401 (hereinafter, “AUXILIUM” or” Licensee”). BENTLEY and AUXILIUM may be referred to as a “Party” or, collectively, as “Parties.”
AGREEMENT AND PLAN OF MERGER AMONG AUXILIUM PHARMACEUTICALS, INC. AND ENDO INTERNATIONAL PLC AND ENDO U.S. INC. AND AVALON MERGER SUB INC. October 8, 2014Merger Agreement • October 9th, 2014 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT is made as of October 8, 2014 among Auxilium Pharmaceuticals, Inc., a corporation incorporated under the laws of the State of Delaware (“Auxilium”), Endo International plc, a public limited company incorporated under the laws of Ireland (“Endo”), Endo U.S. Inc., a corporation incorporated under the laws of the State of Delaware (“HoldCo”), and Avalon Merger Sub Inc., a corporation incorporated under the laws of the State of Delaware (“AcquireCo”).
SUPPLY AGREEMENTSupply Agreement • August 8th, 2008 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Washington
This Agreement is made and entered into as of the last day signed below (the “Effective Date”) by and between Hollister-Stier Laboratories LLC, having a principal place of business at 3525 North Regal Street, Spokane, Washington, 99207-5788 (“Hollister-Stier”) and Auxilium Pharmaceuticals, Inc., having a principal place of business at 40 Valley Stream Parkway, Malvern, Pennsylvania 19355 (“Auxilium”). Both Hollister-Stier and Auxilium are referred to herein individually as “Party” and collectively as the “Parties.”
JPMorgan Chase Bank, National Association P.O. Box 161 60 Victoria Embankment London EC4Y 0JP EnglandBase Call Option Transaction • January 29th, 2013 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • New York
To: Auxilium Pharmaceuticals, Inc. 640 Lee Road Chesterbrook, PA 19087 Attention: Jim Fickenscher, Chief Financial Officer Telephone No.: (484) 321 – 5902 Facsimile No.: (484) 321 – 5996 Email: jfickenscher@auxilium.com
Confidential treatment requested under 17 C.F.R. §§ 200.80(b)(4) and 240.24b-2. The confidential portions of this exhibit have been omitted and are marked accordingly. The confidential portions have been filed separately with the Securities and...Co-Promotion Agreement • November 2nd, 2012 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This Co-promotion Agreement (hereafter, the “Agreement”) is entered into as of May 18, 2012, by and between Auxilium Pharmaceuticals, Inc., a Delaware corporation (“Auxilium”), and GlaxoSmithKline LLC, a Delaware limited liability company (“GSK”).
LICENSE AGREEMENTLicense Agreement • July 2nd, 2004 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS LICENSE AGREEMENT is made as of the 31st day of May, 2000 by and between BENTLEY PHARMACEUTICALS, INC., a Delaware corporation, with offices at 65 Lafayette Road, 3rd Floor, North Hampton, New Hampshire 03862-2403 (hereinafter, “BENTLEY” or “Licensor”), and AUXILIUM A2, INC., a Delaware corporation having a principal place of business at 160 W. Germantown Pike, Suite D-5, East Norriton, Pennsylvania 19401 (hereinafter, “AUXILIUM” or” Licensee”). BENTLEY and AUXILIUM may be referred to as a “Party” or, collectively, as “Parties.”
LICENSE AGREEMENTLicense Agreement • July 2nd, 2004 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS LICENSE AGREEMENT is made as of the 20th day of June, 2003 by and between Formulation Technologies, L.L.C., a Texas limited liability company, d/b/a PharmaForm with offices at 1006 East Yager Lane, Building D, Suite 101, Austin, Texas 78753 (hereinafter, “Licensor”), and AUXILIUM PHARMACEUTICALS, INC., a Delaware corporation having a principal place of business at 160 W. Germantown Pike, East Norriton, Pennsylvania 19401 (hereinafter, “AUXILIUM” or” Licensee”). Licensor and Licensee may be referred to as a “Party” -or, collectively, as “Parties.”
Distribution AgreementDistribution Agreement • July 2nd, 2004 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations
THIS DISTRIBUTION AGREEMENT is entered into by and between Auxilium Pharmaceuticals, Inc. (“Auxilium”), a company incorporated under the laws of Delaware with offices at 160 W. Germantown Pike, Norristown, PA 19401, USA, and Bayer Inc. (“Distributor”), a company incorporated under the laws of Canada with offices at 77 Belfield Road, Toronto, ON, Canada, M9W 1G6.
MASTER SECURITY AGREEMENT dated as of June 16, 2002 (“Agreement”)Master Security Agreement • June 18th, 2004 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations
THIS AGREEMENT is between General Electric Capital Corporation (together with its successors and assigns, if any, “Secured Party”) and Auxilium Pharmaceuticals, Inc. (“Debtor”). Secured Party has an office at 401 Merritt 7 Suite 23, Norwalk, CT 06851-1177. Debtor is a corporation organized and existing under the laws of the state of Delaware. Debtor’s mailing address and chief place of business is Auxilium Pharmaceuticals, 160 W. Germantown Pike, Norristown, PA 19401.
RESEARCH AND DEVELOPMENT AGREEMENTResearch and Development • July 2nd, 2004 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Texas
THIS RESEARCH AND DEVELOPMENT AGREEMENT (this “Agreement”) is made as of the 20th day of June, 2003, by and between FORMULATION TECHNOLOGIES L.L.C., d/b/a PharmaForm, with an office located at 1006 Yeager Lane, Bldg. D, Suite 101, Austin TX 78753 (“PharmaForm”), and AUXILIUM PHARMACEUTICALS, INC. with an office located at 160 W. Germantown Pike, Norristown, PA 19401 (“AUXILIUM”).
GOLDMAN, SACHS & CO. | 200 WEST STREET | NEW YORK, NEW YORK 10282-2198 |TEL: (212) 902-1000Warrant Agreement • January 29th, 2013 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • New York
To: Auxilium Pharmaceuticals, Inc. 640 Lee Road Chesterbrook, PA 19087 Attention: Jim Fickenscher, Chief Financial Officer Telephone No.: (484) 321 – 5902 Facsimile No.: (484) 321 – 5996 Email: jfickenscher@auxilium.com
First Amendment to Manufacturing Agreement between DPT Laboratories, Ltd. and Auxilium Pharmaceuticals, Inc.Manufacturing Agreement • July 2nd, 2004 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations
This First Amendment to Manufacturing Agreement (“First Amendment”) between DPT Laboratories, Ltd. (“DPT”) and Auxilium Pharmaceuticals, Inc. (“COMPANY”) is made this 28th day of May, 2002.
LICENSE AND DISTRIBUTION AGREEMENTLicense and Distribution Agreement • July 2nd, 2004 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations
THIS LICENSE AND DISTRIBUTION AGREEMENT (the “Agreement”), effective as of March 26, 2004 (the “Effective Date”) is entered into by and between Auxilium Pharmaceuticals, Inc. (“Auxilium”), a company incorporated under the laws of Delaware with offices at 160 W. Germantown Pike, Norristown, PA 19401, USA, and Ipsen Farmaceutica B.V. (“Ipsen”), a company incorporated under the laws of The Netherlands having a registered office at Hoofdweg Oostzijde 620, NL-2132 MJ Hoofddorp.
50,000,000 INCREMENTAL TERM LOAN FACILITYIncremental Assumption Agreement • September 22nd, 2014 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS INCREMENTAL ASSUMPTION AGREEMENT (this “Agreement”), dated as of September 22, 2014, is made by and among AUXILIUM PHARMACEUTICALS, INC. (the “Borrower”), the subsidiaries of the Borrower listed on the signature pages hereto (the “Guarantors”; together with the Borrower, the “Loan Parties”), each of the undersigned banks and other financial institutions party hereto as lenders (in such capacity, the “Incremental Term Loan Lenders”) and MORGAN STANLEY SENIOR FUNDING, INC., as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders under, and as defined in, the Credit Agreement (as defined below).
AUXILIUM PHARMACEUTICALS, INC.Nonqualified Stock Option Agreement • March 22nd, 2005 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This STOCK OPTION GRANT, dated as of , 2004 (the “Date of Grant”), is delivered by Auxilium Pharmaceuticals, Inc. (the “Company”) to (the “Grantee”).
AUXILIUM PHARMACEUTICALS, INC.Incentive Stock Option Agreement • March 22nd, 2005 • Auxilium Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This STOCK OPTION GRANT, dated as of , 2004 (the “Date of Grant”), is delivered by Auxilium Pharmaceuticals, Inc. (the “Company”) to (the “Grantee”).
