0001104659-14-043506 Sample Contracts

EMPLOYEE MATTERS AGREEMENT by and between THERAVANCE, INC. and THERAVANCE BIOPHARMA, INC. Dated as of June 1, 2014

Employee Matters Agreement • June 3rd, 2014 • Theravance Biopharma, Inc. • Pharmaceutical preparations • Delaware

• Contract Type
  Employee Matters Agreement
• Filed
  June 3rd, 2014
• Company
  Theravance Biopharma, Inc.
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Delaware

This EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of June 1, 2014, is entered into by and between Theravance, Inc., a Delaware corporation (“ParentCo”), and Theravance Biopharma, Inc., a Cayman Islands corporation (“SpinCo”) (each a “Party” and collectively, the “Parties”).

TRANSITION SERVICES AGREEMENT by and between THERAVANCE, INC. and THERAVANCE BIOPHARMA, INC. Dated as of June 2, 2014

Transition Services Agreement • June 3rd, 2014 • Theravance Biopharma, Inc. • Pharmaceutical preparations

• Contract Type
  Transition Services Agreement
• Filed
  June 3rd, 2014
• Company
  Theravance Biopharma, Inc.
• Industry
  Pharmaceutical preparations

This TRANSITION SERVICES AGREEMENT (this “Agreement”) is entered into as of June 2, 2014, by and between Theravance, Inc., a Delaware corporation (“ParentCo”), and Theravance Biopharma, Inc., a Cayman Island exempted company (“SpinCo”), each a “Party” and together, the “Parties”. Capitalized terms not defined herein shall have the meaning set forth in that certain Separation and Distribution Agreement, dated June 1, 2014 (as amended or otherwise modified from time to time, the “Separation Agreement”) by and between the Parties. This Agreement shall be effective on the Distribution Date, as defined in the Separation Agreement.