0000936392-09-000112 Sample Contracts

OMEPRAZOLE SUPPLY AGREEMENT AMENDMENT NO. 3
Omeprazole Supply Agreement • March 6th, 2009 • Santarus Inc • Pharmaceutical preparations

This Amendment (the “Amendment”) by and among Santarus, Inc., a Delaware corporation having a principal place of business at 3721 Valley Centre Drive, Suite 400, San Diego, CA 92130 (“SANTARUS”), Interchem Trading Corporation d/b/a Interchem Corporation, a New Jersey corporation located at 120 Route 17 North, Paramus, New Jersey 07652 (“INTERCHEM”), and Union Quimico Farmaceutica, S.A., a corporation of Spain located at Mallorca, 262, 08008, Barcelona, Spain (“UQUIFA”) is entered into as of December 17, 2008 (the “Effective Date”).

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STOCK ISSUANCE AGREEMENT
Stock Issuance Agreement • March 6th, 2009 • Santarus Inc • Pharmaceutical preparations • Delaware

This STOCK ISSUANCE AGREEMENT (the “Agreement”) is made as of the tenth day of December, 2008 (the “Effective Date”), by and between Santarus, Inc., a Delaware corporation (the “Company”), and Cosmo Technologies Limited, an Irish corporation (“Investor”). Any capitalized terms not defined in this Agreement shall have the meanings given to them in that certain License Agreement between the Company and Investor dated as of the Effective Date (the “License Agreement”).

Execution Copy LICENSE AGREEMENT
License Agreement • March 6th, 2009 • Santarus Inc • Pharmaceutical preparations

This License Agreement (the “Agreement”), effective as of December 10, 2008 (“Effective Date”), between Cosmo Technologies Limited, a company duly incorporated and existing under the laws of Ireland, with registered offices at 4243 Amiens Street, Dublin 1, Ireland (“Licensor”) and Santarus, Inc. a company duly incorporated and existing under the Laws of Delaware, USA, with offices at 3721 Valley Centre Drive, Suite 400, San Diego, California 92130 USA (“Licensee”).

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