0001047469-12-002789 Sample Contracts

GUANFACINE LICENSE AGREEMENT
Guanfacine License Agreement • March 16th, 2012 • 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”).

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PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • March 16th, 2012 • 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”).

June 6, 2006 EXCLUSIVE LICENSE AGREEMENT Between SUPERNUS PHARMACEUTICALS INC. and UNITED THERAPEUTICS CORPORATION
Exclusive License Agreement • March 16th, 2012 • 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 AGREEMENT
Exclusive Option and License Agreement • March 16th, 2012 • 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 PLC
Asset Purchase and Contribution Agreement • March 16th, 2012 • 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 AGREEMENT
Exclusive License Agreement • March 16th, 2012 • 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”).

CONSULTING AGREEMENT
Consulting Agreement • March 16th, 2012 • Supernus Pharmaceuticals Inc • Pharmaceutical preparations • Maryland

THIS IS A CONSULTING AGREEMENT (“Agreement”) effective as of March 14, 2012 by and between Supernus Pharmaceuticals, Inc., having its principal place of business in Rockville, Maryland (“Supernus”), and Paolo Baroldi having an address at 10616 Morning Field Drive, Potomac, Maryland (“Consultant”).

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 16th, 2012 • Supernus Pharmaceuticals Inc • Pharmaceutical preparations • Maryland

This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is made February 29, 2012 by and between Supernus Pharmaceuticals, Inc., a Delaware corporation (the “Employer”), and Jack Khattar (the “Executive”). In consideration of the mutual covenants contained in this Agreement, the Employer and the Executive agree as follows:

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