0000936392-06-001121 Sample Contracts

LICENSE AND COLLABORATION AGREEMENT
License and Collaboration Agreement • December 15th, 2006 • Halozyme Therapeutics Inc • Biological products, (no disgnostic substances) • California

THIS LICENSE AND COLLABORATION AGREEMENT (“Agreement”) dated as of December 5, 2006 (“Effective Date”), is entered into between HALOZYME, INC., a California corporation (“Halozyme”), having a place of business at 11588 Sorrento Valley Road, Suite 17, San Diego, California 92121, USA, on the one hand, and F. HOFFMANN-LA ROCHE LTD, a Swiss corporation (“Roche Basel”), having a place of business at Grenzacherstrasse 124, CH-4070 Basel, Switzerland, and HOFFMANN-LA ROCHE INC., a New Jersey corporation (“Roche Nutley”) (Roche Basel and Roche Nutley, collectively, “Roche”), having a place of business at 340 Kingsland Street, Nutley, New Jersey 07110, USA, on the other hand, with respect to the following facts:

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STOCK PURCHASE AGREEMENT Dated as of December 5, 2006 by and among HALOZYME THERAPEUTICS, INC. and ROCHE FINANCE LTD
Stock Purchase Agreement • December 15th, 2006 • Halozyme Therapeutics Inc • Biological products, (no disgnostic substances) • California

This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of December 5, 2006, is entered into by and between Halozyme Therapeutics, Inc., a Nevada corporation (the “Company”), and Roche Finance Ltd, a Swiss company (the “Purchaser”), for the purchase and sale of 3,385,000 shares of the Company’s Common Stock, par value $.001 per share (the “Shares”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 15th, 2006 • Halozyme Therapeutics Inc • Biological products, (no disgnostic substances) • California

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 5, 2006, by and between (i) Halozyme Therapeutics, Inc., a Nevada corporation (the “Company”), and (ii) Roche Finance Ltd, a Swiss company (the “Investor”).

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