0001193125-09-069221 Sample Contracts

CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT
Change of Control and Severance Benefits Agreement • March 31st, 2009 • Transcept Pharmaceuticals Inc • Pharmaceutical preparations • California

This CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the “Agreement”) is entered into this 4th day of March, 2009 (the “Effective Date”), between TRANSCEPT PHARMACEUTICALS, INC. (the “Company”) and Joseph T. Kennedy (“Executive”). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

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SECOND AMENDMENT TO LEASE
Lease • March 31st, 2009 • Transcept Pharmaceuticals Inc • Pharmaceutical preparations • California

THIS SECOND AMENDMENT TO LEASE (the “Second Amendment”) is made and entered into as of February 9, 2009, by and between POINT RICHMOND R&D ASSOCIATES, a California limited partnership (“Landlord”), and TRANSCEPT PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”) with reference to the following facts:

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