INDENTURE dated as of April 15, 2008 by and between TCD ROYALTY SUB LLC, a Delaware limited liability company, as issuer of the Notes described herein, and U.S. BANK NATIONAL ASSOCIATION, as initial trustee of the Notes described hereinIndenture • February 8th, 2011 • Supernus Pharmaceuticals Inc • Pharmaceutical preparations • New York
This INDENTURE, dated as of April 15, 2008, is by and between TCD ROYALTY SUB LLC, a Delaware limited liability company, as issuer of the Notes described herein, and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as initial trustee of the Notes described herein.
GUANFACINE LICENSE AGREEMENTGuanfacine License Agreement • February 8th, 2011 • Supernus Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS GUANFACINE LICENSE AGREEMENT (“Agreement”), effective on the 22nd day of December, 2005, (“Effective Date”) is entered into by and between Supernus Pharmaceuticals, Inc. (“Supernus”), a corporation incorporated under the laws of Delaware with its principal place of business at 1550 East Gude Drive, Rockville, Maryland; Shire LLC, (Shire”) a limited liability company organized under the laws of Kentucky with its principal place of business in Florence, Kentucky; and Shire plc, a company incorporated in England and Wales (“Guarantor”).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • February 8th, 2011 • Supernus Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS PURCHASE AND SALE AGREEMENT is made as of June 9, 2006 (the “Effective Date”) by and between Supernus Pharmaceuticals Inc, a Delaware corporation with principal offices located at 1550 East Gude Drive, Rockville, Maryland 20850 (“Supernus”) and Rune Healthcare Limited, an English corporation, with principal offices located at 9a Magdala Road, Nottingham NG3 5DE, United Kingdom (“RH”).
ContractSupernus Pharmaceuticals Inc • February 8th, 2011 • Pharmaceutical preparations • Delaware
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
June 6, 2006 EXCLUSIVE LICENSE AGREEMENT Between SUPERNUS PHARMACEUTICALS INC. and UNITED THERAPEUTICS CORPORATIONExclusive License Agreement • February 8th, 2011 • Supernus Pharmaceuticals Inc • Pharmaceutical preparations • Maryland
[**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission.
EXCLUSIVE OPTION AND LICENSE AGREEMENTExclusive Option and License Agreement • February 8th, 2011 • Supernus Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS EXCLUSIVE OPTION AND LICENSE AGREEMENT is made as of April 27, 2006 (the “Effective Date”) by and between Supernus Pharmaceuticals Inc, a Delaware corporation with principal offices located at 1550 East Gude Drive, Rockville, Maryland 20850 (“Supernus”) and Afecta Pharmaceuticals, Inc. a California corporation with principal offices located at 2102 Business Center Drive, Irvine, California 92612 (“Afecta”).
ASSET PURCHASE AND CONTRIBUTION AGREEMENT dated as of December 22, 2005 among SUPERNUS PHARMACEUTICALS, INC., SHIRE LABORATORIES INC. and SHIRE PLCAsset Purchase and Contribution Agreement • February 8th, 2011 • Supernus Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
AGREEMENT dated as of December 22, 2005 among Supernus Pharmaceuticals, Inc., a Delaware corporation (“Supernus”), Shire Laboratories Inc., a Delaware corporation (“SLI”) and Shire plc, a company incorporated under the laws of England and Wales (“Guarantor”).
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • February 8th, 2011 • Supernus Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS EXCLUSIVE LICENSE AGREEMENT is made as of November 2, 2007 (the “Effective Date”) by and between Supernus Pharmaceuticals Inc, a Delaware corporation with principal offices located at 1550 East Gude Drive, Rockville, Maryland 20850 (“Supernus”) and Afecta Pharmaceuticals, Inc. a California corporation with principal offices located at 2102 Business Center Drive, Irvine, California 92612 (“Afecta”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 8th, 2011 • Supernus Pharmaceuticals Inc • Pharmaceutical preparations
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of January 26, 2011 (the “Effective Date”) among OXFORD FINANCE CORPORATION, a Delaware corporation with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, the “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including Oxford in its capacity as a Lender (each a “Lender” and collectively, the “Lenders”), and SUPERNUS PHARMACEUTICALS, INC., a Delaware corporation with offices located at 1550 East Gude Drive, Rockville, Maryland 20850 (“Borrower”), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as follows:
