0001144204-09-013803 Sample Contracts

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 13th, 2009 • Albany Molecular Research Inc • Services-commercial physical & biological research • New York

This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is made as of the 5th day of August 2008, by and between Albany Molecular Research, Inc., a Delaware corporation (the “Company”), and Steven R. Hagen, Ph.D. (the “Executive”).

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SECOND AMENDMENT TO THE AUGUST 31, 2005 SUPPLY AGREEMENT BETWEEN AMERSHAM HEALTH AS AND ORGANICHEM CORPORATION
Supply Agreement • March 13th, 2009 • Albany Molecular Research Inc • Services-commercial physical & biological research

THIS SECOND AMENDMENT (this “Second Amendment”) TO AGREEMENT between Amersham Health AS and Organichem Corporation is made as of January 1st, 2009 by and between GE Healthcare AS (formerly Amersham Health AS) (“Buyer”) and AMRI Rensselaer, Inc. (formerly Organichem Corporation) (“Seller”)

FIFTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 13th, 2009 • Albany Molecular Research Inc • Services-commercial physical & biological research • New York

THIS FIFTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of June 26, 2008 by and among ALBANY MOLECULAR RESEARCH, INC. (the “Borrower”), BANK OF AMERICA, N.A., in its capacity as Lender and Administrative Agent (each as hereinafter defined), JPMORGAN CHASE BANK, N.A. as Lender and RBS CITIZENS, NATIONAL ASSOCIATION, successor by merger to CITIZENS BANK OF MASSACHUSETTS, as Lender (collectively, the “Lenders”)

AMENDMENT TO LICENSE AGREEMENT REGARDING SUBLICENSING
License Agreement • March 13th, 2009 • Albany Molecular Research Inc • Services-commercial physical & biological research

THIS AMENDMENT TO LICENSE AGREEMENT REGARDING SUBLICENSING (this “Agreement”), dated as of this 18th day of November, 2008, but effective as of the Effective Date, is hereby entered into by and between sanofi-aventis U.S. LLC, a Delaware limited liability company with offices located at 55 Corporate Drive, Bridgewater, NJ 08807 (“sanofi-aventis U.S.”) and Albany Molecular Research, Inc., a Delaware corporation with offices located at 26 Corporate Circle, Albany, New York 12203, with its wholly-owned subsidiary, AMR Technology, Inc., a Vermont corporation with offices located at 5429 Main Street, Manchester, Vermont 05255, (collectively “AMRI”). Sanofi-aventis U.S. and AMRI are sometimes referred to individually as a “Party” and collectively as the “Parties.”

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