0001104659-13-003879 Sample Contracts

THERAVANCE, INC. (a Delaware corporation) 2.125% Convertible Subordinated Notes due 2023 UNDERWRITING AGREEMENT
Underwriting Agreement • January 23rd, 2013 • Theravance Inc • Pharmaceutical preparations • New York

IN WITNESS WHEREOF, the undersigned, solely in his capacity as an officer of Theravance, Inc., has executed and delivered this certificate as of the date first written above.

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