0001047469-11-001847 Sample Contracts

Tranzyme, Inc. [ ]Shares Common Stock ($0.00001 par value) Underwriting Agreement
Underwriting Agreement • March 8th, 2011 • Tranzyme Inc • Pharmaceutical preparations • New York

Citigroup Global Markets Inc. BMO Capital Markets Corp. Canaccord Genuity Inc. Stifel, Nicolaus & Company, Incorporated As Representatives of the several Underwriters,

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AMENDED AND RESTATED AGREEMENT OF EMPLOYMENT
Agreement of Employment • March 8th, 2011 • Tranzyme Inc • Pharmaceutical preparations • North Carolina

THIS AMENDED AND RESTATED AGREEMENT OF EMPLOYMENT (the “Agreement”) is made as of the 20th day of February, 2007 (the “Effective Date”), by and between Vipin K. Garg (hereinafter referred to as the “Employee”), and Tranzyme, Inc., a corporation organized and existing under the laws of the State of Delaware (hereinafter referred to as the “Company”).

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TRANZYME, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 8th, 2011 • Tranzyme Inc • Pharmaceutical preparations • Delaware

This Indemnification Agreement (“Agreement”) is made as of , 2011 by and between Tranzyme, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).

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