0001193125-17-031209 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 6th, 2017 • Valeritas Holdings Inc. • Surgical & medical instruments & apparatus • Delaware

THIS AGREEMENT (the “Agreement”), effective as of , by and between Valeritas Holdings, Inc., a Delaware corporation (the “Company”), and the undersigned individual identified as an Indemnitee on the signature page hereto (such person is referred to herein individually and collectively as an “Indemnitee”).

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EMPLOYMENT AGREEMENT
Employment Agreement • February 6th, 2017 • Valeritas Holdings Inc. • Surgical & medical instruments & apparatus • New Jersey

This Employment Agreement (this “Agreement”) is made and entered into as of December 20, 2016 (the “Effective Date”) by and between Valeritas, Inc. a Delaware corporation (the “Company”) and Matthew H. Nguyen (the “Executive”). The Company and the Executive are referred to each individually as a “party” and collectively as the “parties.”

FORM OF LOCK-UP AGREEMENT
Lock-Up Agreement • February 6th, 2017 • Valeritas Holdings Inc. • Surgical & medical instruments & apparatus • New York

This LOCK-UP AGREEMENT (this “Agreement”) is made as of May 3, 2016 by the undersigned person or entity (the “Restricted Holder”) in connection with the Merger (as defined below) and the Private Placement Offering (as defined below), and is being delivered to Valeritas Holdings, Inc. (formerly Cleaner Yoga Mat, Inc.), a Delaware corporation (the “Parent”), Wedbush Securities, Inc. (“Wedbush”), ROTH Capital Partners, LLC (“Roth”) and Katalyst Securities LLC (“Katalyst”, and collectively with Wedbush and Roth, the “Placement Agents”).

SECOND AMENDED AND RESTATED TERM LOAN AGREEMENT dated as of May 3, 2016 between VALERITAS, INC. as Borrower, VALERITAS HOLDINGS, INC., as Guarantor, The GUARANTORS from Time to Time Party Hereto, and Capital Royalty Partners II L.P., Capital Royalty...
Term Loan Agreement • February 6th, 2017 • Valeritas Holdings Inc. • Surgical & medical instruments & apparatus • New York

SECOND AMENDED AND RESTATED TERM LOAN AGREEMENT, dated as of May 3, 2016 (this “Agreement”), among VALERITAS, INC., a Delaware corporation (“Borrower”), VALERITAS HOLDINGS, INC., a Delaware corporation (“Parent”), the GUARANTORS from time to time party hereto and the Lenders from time to time party hereto.

AMENDMENT NO. 1 TO NOTE
Note Amendment • February 6th, 2017 • Valeritas Holdings Inc. • Surgical & medical instruments & apparatus • New York

This Amendment No. 1 to Note is entered as of May 24, 2013 (this “Amendment”) by and between Valeritas, Inc., a Delaware corporation (the “Issuer”) and WCAS Capital Partners IV, L.P., a Delaware limited partnership (the “Holder”).

TERM LOAN AGREEMENT dated as of May 24, 2013 between VALERITAS, INC. as Borrower, The SUBSIDIARY GUARANTORS from Time to Time Party Hereto, and Capital Royalty Partners II L.P., Capital Royalty Partners II - Parallel Fund “A” L.P., and Parallel...
Term Loan Agreement • February 6th, 2017 • Valeritas Holdings Inc. • Surgical & medical instruments & apparatus • New York

TERM LOAN AGREEMENT, dated as of May 24, 2013 (this “Agreement”), among VALERITAS, INC., a Delaware corporation (“Borrower”), the SUBSIDIARY GUARANTORS from time to time party hereto and the Lenders from time to time party hereto.

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