NONCOMPETITION AGREEMENTNoncompetition Agreement • August 7th, 2012 • Jazz Pharmaceuticals PLC • Pharmaceutical preparations • Pennsylvania
THIS NONCOMPETITION AGREEMENT (the “Noncompetition Agreement”) is entered into as of the Effective Date (as defined below) by and among Fintan Keegan, an individual (“Employee”), in favor of, and for the benefit of: Azur Pharma Limited, a limited company formed under the laws of Ireland (registered number 399192) (which as a result of the Transactions shall become Jazz Pharmaceuticals plc, a public limited company incorporated in Ireland) whose principal place of business is at 45 Fitzwilliam Square, Dublin 2, Ireland (“New Jazz”), together with its subsidiaries Jazz Pharmaceuticals, Inc. (“Jazz”) and Azur Pharma Inc. Certain capitalized terms used in this Noncompetition Agreement are defined in Section 17.
EMPLOYMENT AGREEMENTEmployment Agreement • August 7th, 2012 • Jazz Pharmaceuticals PLC • Pharmaceutical preparations
WHEREAS, AzurPharma Limited (“Azur”), Jazz Pharmaceuticals, Inc. (“Jazz”), Jaguar Merger Sub Inc. (a wholly-owned subsidiary of Azur), and Seamus Mulligan as Indemnitors’ Representative, are entering into an Agreement and Plan of Merger and Reorganization, dated September 19, 2011 (the “Merger Agreement”), pursuant to which the parties thereto will effect a reorganization and merger, among other things.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 7th, 2012 • Jazz Pharmaceuticals PLC • Pharmaceutical preparations
This Amendment to Employment Agreement is entered into as of February 14, 2012 (the “Effective Date”) by and between Jazz Pharmaceuticals plc, an Irish public limited company formerly known as Azur Pharma Limited and whose principal place of business is at 45 Fitzwilliam Square, Dublin 2, Ireland (“Employer”), and Fintan Keegan (“Employee”).
DATED 8 MAY 2012Lease • August 7th, 2012 • Jazz Pharmaceuticals PLC • Pharmaceutical preparations
