INDEMNIFICATION AGREEMENTIndemnification Agreement • March 9th, 2007 • Jazz Pharmaceuticals Inc • Delaware
WHEREAS, highly competent persons have become more reluctant to serve corporations as directors or in other capacities unless they are provided with adequate protection through insurance or adequate indemnification against inordinate risks of claims and actions against them arising out of their service to and activities on behalf of the corporation.
EMPLOYMENT AGREEMENT BY AND BETWEEN JAZZ PHARMACEUTICALS, INC. AND SAMUEL R. SAKSEmployment Agreement • March 9th, 2007 • Jazz Pharmaceuticals Inc • California
This EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into on February 18, 2004, by and between JAZZ PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and SAMUEL R. SAKS (the “Executive”). The Company and the Executive are hereinafter collectively referred to as the “Parties”, and individually referred to as a “Party”.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 9th, 2007 • Jazz Pharmaceuticals Inc • California
THIS STOCK PURCHASE AGREEMENT is entered into as of September 24, 2004, by JAZZ PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and ALAN SEBULSKY (the “Purchaser”).
JAZZ PHARMACEUTICALS, INC. AMENDED AND RESTATED STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 9th, 2007 • Jazz Pharmaceuticals Inc • California
THIS AMENDED AND RESTATED COMMON STOCK PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of April 30, 2003 by and between Jazz Pharmaceuticals, Inc., a California corporation (the “Company”), and Matthew K. Fust (the “Purchaser”).
JAZZ PHARMACEUTICALS, INC. COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • March 9th, 2007 • Jazz Pharmaceuticals Inc • California
THIS COMMON STOCK PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of March 20, 2003 by and between Jazz Pharmaceuticals, Inc., a California corporation (the “Company”), and Samuel R. Saks (the “Purchaser”).
JAZZ PHARMACEUTICALS, INC. COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • March 9th, 2007 • Jazz Pharmaceuticals Inc • California
THIS COMMON STOCK PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of October 30, 2003 by and between Jazz Pharmaceuticals, Inc., a California corporation (the “Company”), and Bruce C. Cozadd (the “Purchaser”).
JAZZ PHARMACEUTICALS, INC. STOCK RESTRICTION AGREEMENTStock Restriction Agreement • March 9th, 2007 • Jazz Pharmaceuticals Inc • California
THIS STOCK RESTRICTION AGREEMENT (the “Agreement”) is entered into as of April 30, 2003, by and among Jazz Pharmaceuticals, Inc., a California corporation (the “Company”), and Bruce C. Cozadd (the “Founder”).
Amendment No. 1 to Amended and Restated Stock Purchase AgreementStock Purchase Agreement • March 9th, 2007 • Jazz Pharmaceuticals Inc
As we have discussed, the vesting schedule on the 815,000 shares you initially purchased as a Purchaser of Jazz Pharmaceuticals, Inc. (the “Company”) was somewhat different from the vesting schedule for the other founders of the Company. Upon reflection, you and the Company have agreed that your shares should have the same vesting schedule as that of the other founders. Therefore, you and the Company hereby agree to delete Section 2.2 of the Amended and Restated Stock Purchase Agreement dated as of April 30, 2003 between you and the Company (the “Purchase Agreement”), and replace it with the following:
JAZZ PHARMACEUTICALS, INC. AMENDMENT TO STOCK RESTRICTION AGREEMENTStock Restriction Agreement • March 9th, 2007 • Jazz Pharmaceuticals Inc
THIS AMENDMENT TO STOCK RESTRICTION AGREEMENT (the “Amendment”) is entered into as of October 30, 2003, by and between Jazz Pharmaceuticals, Inc., a California corporation (the “Company”), and Samuel R. Saks (the “Founder”).
JAZZ PHARMACEUTICALS, INC. STOCK RESTRICTION AGREEMENTStock Restriction Agreement • March 9th, 2007 • Jazz Pharmaceuticals Inc • California
THIS STOCK RESTRICTION AGREEMENT (the “Agreement”) is entered into as of April 30, 2003, by and among Jazz Pharmaceuticals, Inc., a California corporation (the “Company”), and Samuel R. Saks (the “Founder”).
JAZZ PHARMACEUTICALS, INC. AMENDMENT TO STOCK RESTRICTION AGREEMENTStock Restriction Agreement • March 9th, 2007 • Jazz Pharmaceuticals Inc
THIS AMENDMENT TO STOCK RESTRICTION AGREEMENT (the “Amendment”) is entered into as of October 30, 2003, by and between Jazz Pharmaceuticals, Inc., a California corporation (the “Company”), and Bruce C. Cozadd (the “Founder”).
JAZZ PHARMACEUTICALS, INC. SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT June 24, 2005Investor Rights Agreement • March 9th, 2007 • Jazz Pharmaceuticals Inc • California
THIS SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is made as of June 24, 2005, by and among Jazz Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the holders of Common Stock, Preferred Stock and/or warrants to purchase the Series BB Preferred Stock of the Company listed on the attached Exhibit A (collectively, the “Investors”).
AGREEMENT AND PLAN OF MERGER AMONG JAZZ PHARMACEUTICALS, INC., TWIST MERGER SUB, INC. AND ORPHAN MEDICAL, INC. Dated as of April 18, 2005Merger Agreement • March 9th, 2007 • Jazz Pharmaceuticals Inc • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of April 18, 2005 (this “Agreement”), is among Jazz Pharmaceuticals, Inc., a Delaware corporation (“Buyer”), Twist Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Buyer (“Sub”), and Orphan Medical, Inc., a Delaware corporation (the “Company”) (Sub and the Company being hereinafter collectively referred to as the “Constituent Corporations”).
TWIST MERGER SUB, INC. 15% Senior Secured Notes due June 24, 2011 GUARANTEED AND ACCOMPANIED WITH WARRANTS ISSUED BY JAZZ PHARMACEUTICALS, INC.Senior Secured Note and Warrant Purchase Agreement • March 9th, 2007 • Jazz Pharmaceuticals Inc • New York
THIS SENIOR SECURED NOTE AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is hereby entered into by and among the Purchasers, JAZZ PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and TWIST MERGER SUB, INC., a Delaware corporation (the “Borrower”), with reference to the following:
