Exhibit 10.1 EMPLOYMENT AGREEMENT This Agreement, between Bradley Pharmaceuticals, Inc., a Delaware corporation with principal executive offices located at 383 Route 46 West, Fairfield, New Jersey 07004 (the "Company"), and Ralph Landau, Ph.D....Employment Agreement • October 30th, 2007 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New Jersey
andMerger Agreement • October 30th, 2007 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
Warrant" shall mean the Warrant in the form attached hereto as Exhibit A, with such modifications --------- as the parties shall have agreed to in writing on or before the issuance thereof pursuant to Section 6.16 of the Agreement.Asset Purchase Agreement • October 15th, 1997 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New York
GUARANTYGuaranty • October 30th, 2007 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New York
EXECUTION VERSION ------------------------------------------------------------- ------------------- AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 17th, 2005 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New York
Exhibit 10.28 LOAN AND SECURITY AGREEMENT between BRADLEY PHARMACEUTICALS, INC.Loan and Security Agreement • December 2nd, 2002 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations
LOAN AND SECURITY AGREEMENT This Agreement is between the undersigned Borrower and the undersigned Lender concerning loans and other credit accommodations to be made by Lender to Borrower. SECTION 1. PARTIES ------- 1.1 The "BORROWER" is the person,...Loan Agreement • October 15th, 1997 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations
WAIVER AND AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENT THIS WAIVER AND AMENDMENT NO. 3 ("Waiver and Amendment") is entered into as of June 19, 2000, by and among LASALLE BUSINESS CREDIT, INC., a Delaware corporation ("LaSalle") and the other...Loan and Security Agreement • June 30th, 2000 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • Illinois
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 14th, 2003 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of July 24, 2003, by and between Bradley Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and UBS Securities LLC and Raymond James & Associates, Inc. (collectively, the “Initial Purchasers”), for whom UBS Securities LLC is acting as representative, pursuant to that certain Purchase Agreement, dated as of July 18, 2003 (the “Purchase Agreement”) between the Company and the Initial Purchasers.
3,700,000 Shares BRADLEY PHARMACEUTICALS, INC. Common Stock UNDERWRITING AGREEMENT December , 2003Underwriting Agreement • December 5th, 2003 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New York
This letter is delivered to you pursuant to the Underwriting Agreement (the "Underwriting Agreement") to be entered into by the Company, as issuer, and Raymond James & Associates, Inc., the representative (the "Representative") of certain underwriters (the "Underwriters") to be named therein. Upon the terms and subject to the conditions of the Underwriting Agreement, the Underwriters intend to effect a public offering of Common Stock, par value $0.01 per share, of the Company (the "Shares"), as described in and contemplated by the registration statement of the Company on Form S-3, File No. 333-110312 (the "Registration Statement"), as filed with the Securities and Exchange Commission on November 7, 2003 (the "Offering").
SECOND AMENDED AND RESTATED CREDIT AGREEMENT among BRADLEY PHARMACEUTICALS, INC., as Borrower, and CERTAIN SUBSIDIARIES OF THE BORROWER, as Guarantors, THE LENDERS PARTIES HERETO, WACHOVIA BANK, NATIONAL ASSOCIATION, as Administrative Agent, JPMORGAN...Credit Agreement • August 9th, 2007 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New York
CREDIT AGREEMENT among BRADLEY PHARMACEUTICALS, INC., as Borrower, and CERTAIN SUBSIDIARIES OF THE BORROWER, as Guarantors, THE LENDERS PARTIES HERETO, and WACHOVIA BANK, NATIONAL ASSOCIATION, as Administrative Agent Dated as of August 10, 2004...Credit Agreement • August 12th, 2004 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New York
EMPLOYMENT AGREEMENTEmployment Agreement • December 8th, 2005 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New Jersey
This Agreement, between Bradley Pharmaceuticals, Inc., a Delaware corporation with principal executive offices located at 383 Route 46 West, Fairfield, New Jersey 07004 (the “Company”), and Alan Goldstein (“Employee”), is made and entered into as of this 6th day of December, 2005 (the “Effective Date”).
PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED PORTIONS, MARKED BY [***], HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. EXCLUSIVE SUBLICENSE AGREEMENTExclusive Sublicense Agreement • March 14th, 2007 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • Illinois
This AGREEMENT (“Agreement”), dated November 7, 2006 (the “Effective Date”), is made by and between BioSante Pharmaceuticals, Inc., 111 Barclay Boulevard, Lincolnshire, IL 60069 (“BPA”), and Bradley Pharmaceuticals, Inc., 383 Route 46 West, Fairfield, New Jersey 07004-2402 (“Company”).
Exhibit 10.31 PATENTS, TRADEMARKS AND COPYRIGHTS SECURITY AGREEMENT THIS PATENTS, TRADEMARKS AND COPYRIGHTS SECURITY AGREEMENT is made on the 20th day of November, 2002 between BRADLEY PHARMACEUTICALS, INC., a corporation of the State of Delaware (the...Patents, Trademarks and Copyrights Security Agreement • December 2nd, 2002 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New Jersey
Addendum AgreementAddendum Agreement • November 9th, 2004 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations
This Addendum Agreement is made this 28 day of December 2000, between Bioglan Pharma PLC of 5, Hunting Gate, Hitchin, Hertfordshire SG4 OTJ (“Bioglan”) and Jagotec AG of Eptingerstrasse 51, CH-4132 Muttenz, Switzerland (“Jago”).
EXHIBIT A ---------Class a Common Stock Purchase Warrant • October 15th, 1997 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New Jersey
BRADLEY LETTERHEAD]Merger Agreement • January 17th, 2008 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations
As you are aware, Bradley has entered into a merger agreement with Phase Merger Sub Inc. (“Merger Sub”), a Delaware corporation and a wholly owned subsidiary of Nycomed US Inc. (“Nycomed”). Pursuant to the terms of the merger agreement, each outstanding share of Bradley common stock will be converted into the right to receive $20.00 in cash.
ContractFirst Supplemental Indenture • August 14th, 2003 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New York
Exhibit 4.1.1 BRADLEY PHARMACEUTICALS, INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY as Trustee _____________________________ FIRST SUPPLEMENTAL INDENTURE Dated as of July 24, 2003 _____________________________ 4% CONVERTIBLE SENIOR SUBORDINATED NOTES DUE 2013 FIRST SUPPLEMENTAL INDENTURE, dated as of July 24, 2003 (the “First Supplemental Indenture”), between BRADLEY PHARMACEUTICALS, INC., a Delaware corporation (the “Company”) and AMERICAN STOCK TRANSFER & TRUST COMPANY, as Trustee (herein called the “Trustee”). WHEREAS, the Company and the Trustee have entered into an Indenture dated as of June 11, 2003 (the “Indenture”) relating to the Company's 4% Convertible Senior Subordinated Notes due 2003 (the “Notes”); WHEREAS, the Company desires to increase the aggregate principal amount of Notes issuable pursuant to the Indenture by $4,000,000, such that an aggregate of $37,000,000 in aggregate principal amount of Notes are issuable pursuant to the Indenture; and WHEREAS,
DISTRIBUTION SERVICES AGREEMENTDistribution Services Agreement • March 14th, 2005 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • Ohio
This Distribution Services Agreement (“Agreement”) is entered into as of March 9, 2005 (“Execution Date”) by and between Bradley Pharmaceuticals, Inc., a Delaware corporation with its principal place of business located at 383 Route 46 West, Fairfield, New Jersey 07004 (“Customer”), and Cardinal Health* with its principal place of business located at 7000 Cardinal Place, Dublin, Ohio 43017 (“Service Supplier”).
FORBEARANCE AGREEMENTForbearance Agreement • March 22nd, 2005 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New York
This FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of March 22, 2005 (the “Closing Date”), between and among Bradley Pharmaceuticals, Inc., as Borrower (the “Borrower”), certain subsidiaries of the Borrower, as Guarantors (the “Guarantors”) and Wachovia Bank, National Association, as Administrative Agent (in such capacity, the “Agent”) for and on behalf of the various financial institutions from time to time party to the Credit Agreement referenced below (the “Lenders”). Capitalized terms used herein but not otherwise defined shall have the meanings given to such terms in the Credit Agreement (as defined below).
LICENSING AND DISTRIBUTION AGREEMENT by and between BRADLEY PHARMACEUTICALS, INC. and PAR PHARMACEUTICAL, INC. DOXYCYCLINE MONOHYDRATE DECEMBER 13, 2005Licensing and Distribution Agreement • December 19th, 2005 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New York
This LICENSING AND DISTRIBUTION AGREEMENT (this “Agreement”), dated December 13, 2005, by and between BRADLEY PHARMACEUTICALS, INC., a Delaware corporation with an address at 383 Route 46 West, Fairfield, New Jersey (“Bradley”), and PAR PHARMACEUTICAL, INC., a Delaware corporation with an address at One Ram Ridge Road, Spring Valley, New York (“Par”).
CONFIDENTIAL TREATMENT REQUESTED BY BRADLEY PHARMACEUTICALS, INC. AMENDMENT TO DISTRIBUTION SERVICES AGREEMENTDistribution Services Agreement • November 8th, 2007 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations
This amendment (“Amendment”) dated as of August 1, 2007 is entered into by and between Bradley Pharmaceuticals, Inc., a Delaware corporation with its principal place of business located at 383 Route 46 West, Fairfield, New Jersey 07004 (“Customer”), and Cardinal Health, with its principal place of business located at 7000 Cardinal Place, Dublin OH 43017 (“Service Supplier”).
THIRD AMENDMENT TO DISTRIBUTION AGREEMENTDistribution Agreement • November 9th, 2004 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New York
This Third Amendment to Distribution Agreement (this “Amendment”), dated as of April 13th, 2004, is by and between Par Pharmaceutical, Inc., a Delaware corporation (successor by merger to Par Pharmaceutical, Inc., a New Jersey corporation) (“Par”), and Quintiles Ireland Limited, a company incorporated in the Republics of Ireland (“Quintiles”).
ContractLicense and Manufacturing Agreement • November 9th, 2004 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • England and Wales
Confidential portions of this document have been omitted and filed separately with the Commission. The omitted portions have been marked as follows: “***”.
COLLABORATION AND LICENSE AGREEMENT between MediGene AG a public corporation under the laws of the Federal Republic of Germany and Bradley Pharmaceuticals, Inc. a corporation under the laws of Delaware, U.S.A.Collaboration and License Agreement • February 3rd, 2006 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations
THIS COLLABORATION AND LICENSE AGREEMENT (the “Agreement”), dated as of January 30, 2006 (the “Effective Date”), is made by and between MediGene AG, a German public corporation having its principal place of business at Lochhamer Strasse 11, 82152 Planegg/Martinsried, Germany (“MediGene”), and Bradley Pharmaceuticals, Inc., a corporation organized and existing under the laws of Delaware, having a place of business at 383 Route 46 West, Fairfield, New Jersey 07004-2402, USA (“Bradley”). All capitalized terms used, and not otherwise defined, herein, shall have the meanings assigned thereto in Section 1.
Exhibit 10.30 ACQUISITION PROMISSORY NOTE Bradley Pharmaceuticals, Inc. Doak Dermatologics, Inc. 383 Route 46 West Fairfield, New Jersey 07004 (Hereinafter referred to individually and collectively, as "Borrower") Wachovia Bank, National Association...Acquisition Promissory Note • December 2nd, 2002 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations
Bradley Pharmaceuticals, Inc. Doak Dermatologics, Inc. 383 Route 46 West Fairfield, New Jersey 07004 (Hereinafter referred to individually and collectively, as "Borrower")
McKesson Corporation Core Distribution AgreementCore Distribution Agreement • September 12th, 2005 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • California
This agreement (“Agreement”), entered into on, September 7, 2005, is between McKesson Corporation (“McKesson”), a pharmaceutical distributor, and Bradley Pharmaceuticals, Inc. (“Manufacturer”), a pharmaceutical manufacturer.
SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND WAIVERCredit Agreement • May 19th, 2006 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations
THIS SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND WAIVER, dated as of May 15, 2006 (this “Amendment”), is by and among BRADLEY PHARMACEUTICALS, INC., a Delaware corporation (the “Borrower”), those Domestic Subsidiaries of the Borrower identified as “Guarantors” on the signature pages hereto and such other Domestic Subsidiaries of the Borrower as may from time to time become a party hereto (collectively, the “Guarantors”), and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
ASSIGNMENT, SECURITY AGREEMENT AND MORTGAGE TRADEMARKS ------------------------Assignment, Security Agreement and Mortgage of Trademarks • October 15th, 1997 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • Illinois
CONFIDENTIAL TREATMENT REQUESTED BY BRADLEY PHARMACEUTICALS, INC. AMENDMENT, EXTENSION AND NOVATION OF CORE DISTRIBUTION AGREEMENT BY AND BETWEEN MCKESSON CORPORATION AND BRADLEY PHARMACEUTICALS, INC.Core Distribution Agreement • November 8th, 2007 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations
This Agreement is entered into on the last date signed below (the “Effective Date”), by and between BRADLEY PHARMACEUTICALS, INC. (“Bradley”) and MCKESSON CORPORATION (“McKesson”).
FIRST AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 12th, 2004 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations
THIS FIRST AMENDMENT (this “Amendment”) to the Asset Purchase Agreement (the “Agreement”) dated June 8, 2004, by and among Quintiles Bermuda Ltd., a Bermuda-registered company (“QBermuda”), Quintiles Ireland Limited, a company incorporated in the Republic of Ireland (“QIreland”), Bioglan Pharmaceuticals Company, a North Carolina corporation (“Bioglan”), and Bradley Pharmaceuticals, Inc., a Delaware corporation (“Buyer”), is made and dated as of the 10th day of August, 2004. Capitalized terms used herein that are not otherwise defined herein shall have the meanings given them in the Agreement.
SECOND AMENDMENT TO DISTRIBUTION AGREEMENT and FIRST AMENDMENT TO ASSIGNMENT OF DISTRIBUTION AGREEMENTDistribution Agreement • November 9th, 2004 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • New York
This Second Amendment to the Distribution Agreement and First Amendment to the Assignment of Distribution Agreement (this “Amendment”), dated as of September 11, 2003, is by and between Par Pharmaceutical, Inc., a Delaware corporation (successor by merger to Par Pharmaceutical, Inc., a New Jersey corporation) (“Par”), and Quintiles Ireland Limited, a company incorporated in the Republic of Ireland (“Quintiles”).
AGREEMENTSettlement Agreement • October 27th, 2006 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This AGREEMENT (this “Agreement”) is entered into as of this 26th day of October 2006, by and among Costa Brava Partnership III, L.P., a Delaware limited partnership (“Costa Brava”), and Bradley Pharmaceuticals, Inc., a Delaware corporation (“Bradley” or the “Company”).
CONSENT AND AGREEMENTDistribution Agreement • November 9th, 2004 • Bradley Pharmaceuticals Inc • Pharmaceutical preparations
This Consent and Agreement (this “Agreement”) is entered into as of July 9, 2004 between Par Pharmaceutical, Inc. (“Par”) and Quintiles Ireland Limited (“QIreland”).
