EXECUTIVE EMPLOYMENT AGREEMENT BY AND BETWEEN HORIZON PHARMA, INC., HORIZON PHARMA USA, INC. AND BARRY MOZEExecutive Employment Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations • Illinois
This Executive Employment Agreement (hereinafter referred to as the “Agreement”), is entered into by and between Horizon Pharma, Inc., a Delaware corporation, and its wholly owned subsidiary, Horizon Pharma USA, Inc., a Delaware corporation, each having a principal place of business at 520 Lake Cook Road, Suite 520, Deerfield, IL 60015, (hereinafter referred to together as the “Company”) and Barry Moze (hereinafter referred as to the “Executive”). The terms of this Agreement shall be effective commencing September 18, 2014 (the “Effective Date”)
LICENSE AGREEMENT FOR INTERFERON GAMMALicense Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations • California
This Agreement is entered into effective as of May 5, 1998, (“Effective Date”) by and between Connetics Corporation, a Delaware corporation with its principal office at 3400 West Bayshore Road, Palo Alto, California 94303 (“Connetics”), and Genentech, Inc., a Delaware corporation with its principal office at 1 DNA Way, South San Francisco, California 94080 (“Genentech”).
CONSULTING AGREEMENTConsulting Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations • Illinois
This Consulting Agreement (the “Agreement”) is entered into as of March 18, 2014 and shall become effective as of the Effective Date (as defined below), by and among Horizon Pharma USA, Inc., with its principal place of business at 520 Lake Cook Road, #520, Deerfield, IL 60015 (“Company”), and Virinder Nohria, M.D., Ph.D., an individual residing at 111 Skyline View Road, Franklin, NC 28734 (“Consultant”), for the purpose of setting forth the exclusive terms and conditions by which Company will acquire Consultant’s services on a temporary basis. Company and Consultant may be referred to herein individually as a “Party,” or collectively as the “Parties.”
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations • Delaware
This ASSET PURCHASE AGREEMENT (as amended from time to time, the “Agreement”), dated as of May 17, 2012 (the “Agreement Date”), is made and entered into by and among Vidara Therapeutics International Limited, an Irish company (“Purchaser”), Vidara Therapeutics Holdings LLC, a Delaware limited liability company (“Parent”), Vidara Therapeutics Research Limited, an Irish company (“Opco”) and InterMune, Inc., a Delaware corporation (“Seller”). Purchaser, Parent, Opco and Seller are sometimes collectively referred to herein as the “Parties” and separately as a “Party.”
CONSENT TO ASSIGNMENT AGREEMENT BETWEEN CONNETICS AND INTERMUNE PHARMACEUTICALS, INC. JUNE 23, 2000Consent to Assignment Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations • California
THIS CONSENT TO ASSIGNMENT AGREEMENT (this “Agreement”) is made effective and entered into as of June 23, 2000 (the “Effective Date”) by and between GENENTECH, INC., a Delaware corporation, with a principal place of business at 1 DNA Way, South San Francisco, California 94080 (“Genentech”), CONNETICS CORPORATION, a Delaware corporation, with a principal place of business at 3400 Bayshore Road, Palo Alto, California 94303 (“Connetics”) and INTERMUNE PHARMACEUTICALS, INC., a Delaware corporation, with a principal place of business at 1710 Gilbreth Road, Suite 301, Burlingame, CA 94010 (“InterMune”). Genentech, Connetics and InterMune may be referred to herein as a “Party” or collectively as the “Parties.”
AMENDMENT NO. TWO TO LICENSE AGREEMENTLicense Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations
THIS AMENDMENT NUMBER TWO TO LICENSE AGREEMENT FOR INTERFERON GAMMA (“Amendment”) is entered into effective January 15, 1999, by and between Genentech, Inc. (“Genentech”) and Connetics Corporation (“Connetics”).
Dated the 16th day of April 2012 BENTON PROPERTY HOLDING LIMITED (IN RECEIVERSHIP) (1) and JIM HAMILTON (2) and VIDARA THERAPEUTICS (3) LICENCE AGREEMENT Re: Unit Nos. 202 and 203 Second Floor Adelaide Chambers Peter Street Dublin 8 Eversheds...Licence Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations
ASSIGNMENT AND OPTION AGREEMENT BY AND BETWEEN INTERMUNE PHARMACEUTICALS, INC. AND CONNETICS CORPORATION JUNE 23, 2000 (SUPERSEDING AND REPLACING THE AMENDED AND RESTATED EXCLUSIVE SUBLICENSE AGREEMENT OF APRIL 27, 1999)Assignment and Option Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations • California
THIS ASSIGNMENT AND OPTION AGREEMENT (the “Agreement”) is made effective and entered into as of June 23, 2000 (the “Effective Date”) by and between CONNETICS CORPORATION, a Delaware corporation, with a principal place of business at 3400 West Bayshore Road, Palo Alto, CA 94303 (“Connetics”), and INTERMUNE PHARMACEUTICALS, INC., a Delaware corporation, with a principal place of business at 1710 Gilbreth Road, Suite 301, Burlingame, CA 94010 (“InterMune”). Connetics and InterMune may be referred to herein as a “Party” or collectively as the “Parties.”
CONSOLIDATED SUPPLY AGREEMENTConsolidated Supply Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations • New York
THIS CONSOLIDATED SUPPLY AGREEMENT (this “AGREEMENT”), is made effective as of the 31 day of July 2013 (the “EFFECTIVE DATE”) by and between Vidara Therapeutics Research, Ltd. (“VIDARA”), an Irish corporation, having an address at Adelaide Chambers, Peter Street, Dublin 8, Ireland and Boehringer Ingelheim RCV GmbH & Co KG (“BI RCV”), an Austrian limited liability partnership, having its registered office at Dr. Boehringer-Gasse 5 – 11, A-1121 Vienna, Republic of Austria (and successor-in-interest of Boehringer Ingelheim Austria GmbH). VIDARA and BI RCV may be referred to herein each individually as a “Party” and jointly as the “Parties.”
REVENUE ADJUSTMENT AGREEMENT BY AND BETWEEN INTERMUNE PHARMACEUTICALS, INC. AND CONNETICS CORPORATION JUNE 27, 2000Revenue Adjustment Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations • California
THIS REVENUE ADJUSTMENT AGREEMENT (the “Agreement”) is made effective and entered into as of June 27, 2000 (the “Effective Date”) by and between CONNETICS CORPORATION, a Delaware corporation, with its principal place of business at 3400 West Bayshore Road, Palo Alto, CA 94303 (“Connetics”), and INTERMUNE PHARMACEUTICALS, INC., a Delaware corporation, with its principal place of business at 1710 Gilbreth Road, Suite 301, Burlingame, CA 94010 (“InterMune”). Connetics and InterMune may be referred to herein as a “Party” or collectively as the “Parties.”
AMENDMENT NO. ONE TO LICENSE AGREEMENTLicense Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations
THIS AMENDMENT NUMBER ONE TO LICENSE AGREEMENT FOR INTERFERON GAMMA (“Amendment”) is entered into effective December 28, 1998, between Genentech, Inc. (“Genentech”) and Connetics Corporation (“Connetics”). Terms not otherwise defined in this Amendment shall have the meanings as defined in the License Agreement.
MANUFACTURING AND SUPPLY AGREEMENT - AMENDMENT No. 3Manufacturing and Supply Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations
NOW THEREFORE, in consideration of the mutual undertakings and covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the PARTIES hereto, intending to be legally bound, agree as follows::
AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations
This AMENDMENT TO ASSET PURCHASE AGREEMENT (the “Amendment”), dated as of June 18, 2012, is made and entered into by and among Vidara Therapeutics International Limited, an Irish company (“Purchaser”), Vidara Therapeutics Holdings LLC, a Delaware limited liability company (“Parent”), Vidara Therapeutics Research Limited, an Irish company (“Opco”) and InterMune, Inc., a Delaware corporation (“Seller”). Capitalized terms used herein and not otherwise defined herein shall have the meaning given such terms in the Agreement (as defined below).
SEVENTH AMENDMENT TO LICENSE AGREEMENT FOR INTERFERON GAMMALicense Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations
This Seventh Amendment To License Agreement for Interferon Gamma (hereinafter “Seventh Amendment”) is entered into effective December 17, 2013 (the “Seventh Amendment Effective Date”) by and between Genentech, Inc, (“Genentech”) and Vidara Therapeutics International Limited, (“Vidara”), who are now Parties to the License Agreement for Interferon Gamma dated May 5, 1998, as amended. Genentech and Vidara may each be referred to herein as a “Party” and jointly as the “Parties.”
AMENDMENT NO. THREE TO LICENSE AGREEMENTLicense Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations
THIS AMENDMENT NUMBER THREE TO LICENSE AGREEMENT FOR INTERFERON GAMMA (“Amendment”) is entered into effective April __, 1999 (the “Amendment Effective Date”), by and between Genentech, Inc. (“Genentech”) and Connetics Corporation (“Connetics”). Genentech and Connetics may each be referred to herein as a “Party” and jointly as the “Parties.”
HORIZON PHARMA SERVICES LIMITEDLease • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations
EXCLUSIVE DISTRIBUTION AGREEMENT - AMENDMENT No. 3Exclusive Distribution Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations
NOW THEREFORE, in consideration of the mutual undertakings and covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the PARTIES hereto, intending to be legally bound, agree as follows:
January 25, 2001 Ms. Anna Hall Director of Business Development Genentech, Inc.License Agreement • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations
AMENDMENT No. 6 to the License Agreement for Interferon GammaLicense Agreement for Interferon Gamma • February 27th, 2015 • Horizon Pharma PLC • Pharmaceutical preparations
THIS AMENDMENT NUMBER SIX TO THE LICENSE AGREEMENT FOR INTERFERON GAMMA (“Amendment”) is entered into effective February, 2006 (the “Amendment Effective Date”), by and between Genentech, Inc. (“Genentech”) and InterMune, Inc. (“InterMune”). Genentech and InterMune may each be referred to herein as a “Party” and jointly as the “Parties.”
