0001178711-13-000059 Sample Contracts

AMENDED AND RESTATED CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT
Change of Control and Severance Benefits Agreement • November 7th, 2013 • Transcept Pharmaceuticals Inc • Pharmaceutical preparations • California

This AMENDED AND RESTATED CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the “Agreement”) is effective the fifteenth day of July 2013 (the “Effective Date”), between TRANSCEPT PHARMACEUTICALS, INC. (the “Company”) and Leone Patterson (“Executive”). This Agreement amends and restates in its entirety that certain Change of Control and Severance Benefits Agreement by and between the Executive and the Company dated as of May 22, 2012, as amended (the “Prior Agreement”). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

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LICENSE AGREEMENT
License Agreement • November 7th, 2013 • Transcept Pharmaceuticals Inc • Pharmaceutical preparations • New York

THIS LICENSE AGREEMENT (this “Agreement”) is made as of September 24, 2013 (the “Effective Date”) by and between Shin Nippon Biomedical Laboratories, Ltd., a Japanese corporation with a principal place of business at 2438 Miyanoura, Kagoshima-shi, Kagoshima-ken 891-1394, Japan (“SNBL”), and Transcept Pharmaceuticals, Inc. a Delaware company with a principal place of business at 1003 West Cutting Boulevard, Point Richmond, California 94804, U.S.A. (“TRANSCEPT”). In this Agreement, either SNBL or TRANSCEPT may be referred to individually as a “Party”, or collectively as the “Parties”.

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