0000730469-05-000021 Sample Contracts

ATTENTION: THIS RESTRICTED STOCK AWARD SHALL NOT BECOME EFFECTIVE UNLESS AND UNTIL IT IS "ACCEPTED" BY THE EMPLOYEE IN THE MANNER DESCRIBED IN SECTION 1(b) BELOW. RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • March 31st, 2005 • Alpharma Inc • Pharmaceutical preparations • Delaware

This RESTRICTED STOCK AWARD Agreement (this "Agreement") is made as of the Grant Date (defined below), by and between Alpharma Inc., a Delaware (USA) corporation with an address at One Executive Drive, Fort Lee, New Jersey 07024 (the "Company"), and the Employee (defined below), pursuant and subject to the Company's 2003 Omnibus Incentive Compensation Plan (the "Plan"), on the following terms and conditions:

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ATTENTION: THIS RESTRICTED STOCK UNIT AWARD SHALL NOT BECOME EFFECTIVE UNLESS AND UNTIL IT IS "ACCEPTED" BY THE DIRECTOR IN THE MANNER DESCRIBED IN SECTION 1(b) BELOW. RESTRICTED STOCK UNIT AWARD AGREEMENT (Members of Alpharma Inc.'s Board of Directors)
Restricted Stock Unit Award Agreement • March 31st, 2005 • Alpharma Inc • Pharmaceutical preparations • Delaware

This RESTRICTED STOCK UNIT AWARD Agreement (this "Agreement") is made as of the Grant Date (defined below), by and between Alpharma Inc., a Delaware (USA) corporation with an address at One Executive Drive, Fort Lee, New Jersey 07024 (the "Company"), and the Director (defined below), pursuant and subject to the Company's 2003 Omnibus Incentive Compensation Plan (the "Plan"), on the following terms and conditions:

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ATTENTION: THIS RESTRICTED STOCK UNIT AWARD SHALL NOT BECOME EFFECTIVE UNLESS AND UNTIL IT IS "ACCEPTED" BY THE EMPLOYEE IN THE MANNER DESCRIBED IN SECTION 1(b) BELOW. RESTRICTED STOCK UNIT AWARD AGREEMENT (For Employees located outside of the United...
Restricted Stock Unit Award Agreement • March 31st, 2005 • Alpharma Inc • Pharmaceutical preparations • Delaware

This RESTRICTED STOCK UNIT AWARD Agreement (this "Agreement") is made as of the Grant Date (defined below), by and between Alpharma Inc., a Delaware (USA) corporation with an address at One Executive Drive, Fort Lee, New Jersey 07024 (the "Company"), and the Employee (defined below), pursuant and subject to the Company's 2003 Omnibus Incentive Compensation Plan (the "Plan"), on the following terms and conditions:

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Contract
Selective Waiver Agreement • March 31st, 2005 • Alpharma Inc • Pharmaceutical preparations
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ATTENTION: THIS OPTION SHALL NOT BECOME EXERCISABLE UNLESS AND UNTIL IT IS "ACCEPTED" BY THE OPTIONEE IN THE MANNER DESCRIBED IN SECTION II(b) BELOW. NON- QUALIFIED STOCK OPTION AWARD AGREEMENT
Non-Qualified Stock Option Award Agreement • March 31st, 2005 • Alpharma Inc • Pharmaceutical preparations • Delaware

This NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (this "Agreement") is made as of the Grant Date (defined below), by and between Alpharma Inc., a Delaware (USA) Corporation with an address at One Executive Drive, Fort Lee, New Jersey 07024 (the "Company"), and the Optionee (defined below), pursuant and subject to the Company's 2003 Omnibus Incentive Compensation Plan (the "Plan"), on the following terms and conditions:

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SETTLEMENT AGREEMENT
Settlement Agreement • March 31st, 2005 • Alpharma Inc • Pharmaceutical preparations • New York

THIS SETTLEMENT AGREEMENT (the "Agreement"), dated as of February 10, 2005, (the "Execution Date") is among: (i) Ivax Pharmaceuticals, Inc. ("Plaintiff") and (ii) Purepac Pharmaceutical Co. ("Purepac") and Alpharma, Inc. ("Alpharma"). Plaintiffs, Purepac and Alpharma may be individually referred to as a "Party", and collectively referred to as the "Parties."

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ATTENTION: THIS PERFORMANCE UNIT AWARD SHALL NOT BECOME EFFECTIVE UNLESS AND UNTIL IT IS "ACCEPTED" BY THE EMPLOYEE IN THE MANNER DESCRIBED IN SECTION 1(b) BELOW. PERFORMANCE UNIT AWARD AGREEMENT
Performance Unit Award Agreement • March 31st, 2005 • Alpharma Inc • Pharmaceutical preparations • Delaware

This PERFORMANCE UNIT AWARD Agreement (this "Agreement") is made as of the Grant Date (defined below), by and between Alpharma Inc., a Delaware (USA) corporation with an address at One Executive Drive, Fort Lee, New Jersey 07024 (the "Company"), and the Employee (defined below), pursuant and subject to the Company's 2003 Omnibus Incentive Compensation Plan (the "Plan"), on the following terms and conditions:

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DATED 23 SEPTEMBER 2004
Settlement and Licence Agreement • March 31st, 2005 • Alpharma Inc • Pharmaceutical preparations • England
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AMENDMENT NO. 1 TO EMPLOYMENT LETTER OF JULY 1, 1999
Employment Letter of July • March 31st, 2005 • Alpharma Inc • Pharmaceutical preparations

That certain Employment Letter (the "Agreement") dated July 1, 1999 between Alpharma Inc. (the "Company") and Einar W. Sissener (the "Chairman") was amended by recommendation of the Compensation Committee of the Company's Board of Directors at its March 23, 2004 meeting and by action of the Board of Directors at its March 23-24, 2004 meeting. This amendment increased the Chairman's annual Chairman Fee (set forth in paragraph 1 of the Agreement) from $150,000 to $200,000 effective as of March 23, 2004. All other terms and conditions of the Agreement remained unchanged and in full force and effect.

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ADMINISTRATIVE SERVICES AGREEMENT 2005
Administrative Services Agreement • March 31st, 2005 • Alpharma Inc • Pharmaceutical preparations
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AMENDMENT NO. 6 TO THE CREDIT AGREEMENT
The Credit Agreement • March 31st, 2005 • Alpharma Inc • Pharmaceutical preparations • New York

Alpharma Operating Corporation, a Delaware corporation (the "Company"), Alpharma USPD Inc., a Maryland corporation (together with the Company and the Subsidiary Borrowers party thereto, the "Borrowers"), Holdings, the Lender Parties and the Administrative Agent have entered into a Credit Agreement dated as of October 5, 2001, as amended by Amendment No. 1 dated as of December 16, 2002, Amendment No. 2 dated as of April 3, 2003, Amendment No. 3 dated as of December 18, 2003, Amendment No. 4 dated as of April 19, 2004 and Amendment No. 5 dated as of August 3, 2004 (as further amended, supplemented or otherwise modified from time to time, the "Credit Agreement"). Capitalized terms not otherwise defined in this Amendment have the same meanings as specified in the Credit Agreement. Holdings and the Required Lenders have agreed to amend the Credit Agreement as hereinafter set forth.

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MASTER DEVELOPMENT, MANUFACTURING, SUPPLY AND MARKETING AGREEMENT BY AND BETWEEN PUREPAC PHARMACEUTICAL CO. ( A WHOLLY OWNED SUBSIDIARY OF ALPHARMA INC.) AND ORCHID CHEMICALS & PHARMACEUTICALS LTD. EFFECTIVE FEBRUARY 23, 2005
Supply and Marketing Agreement • March 31st, 2005 • Alpharma Inc • Pharmaceutical preparations • New York

This MASTER DEVELOPMENT, MANUFACTURING, SUPPLY AND MARKETING AGREEMENT (this "Agreement") is entered into as of 23 February 2005 (the "Effective Date"), by and between Purepac Pharmaceutical Co, a corporation organized and existing under the laws of Delaware, US ("Alpharma"), a wholly owned subsidiary of Alpharma Inc. and Alpharma Inc., a corporation organized and existing under the laws of Delaware, US ("Alpharma Inc."), solely with regards to the guarantee in Section 14.14 and Orchid Chemicals & Pharmaceuticals, Ltd., a corporation organized and existing under the laws of India ("Orchid").

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Contract
Supply Agreement • March 31st, 2005 • Alpharma Inc • Pharmaceutical preparations
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