0001299933-09-004807 Sample Contracts

AGREEMENT AND PLAN OF REORGANIZATION among LA JOLLA PHARMACEUTICAL COMPANY a Delaware corporation,

Merger Agreement • December 7th, 2009 • La Jolla Pharmaceutical Co • Biological products, (no disgnostic substances) • California

• Contract Type
  Merger Agreement
• Filed
  December 7th, 2009
• Company
  La Jolla Pharmaceutical Co
• Industry
  Biological products, (no disgnostic substances)
• Jurisdiction
  California

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made and entered into as of December 4, 2009, by and among La Jolla Pharmaceutical Company, a Delaware corporation (“La Jolla”), Jewel Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of La Jolla (“Merger Sub”), and Adamis Pharmaceuticals Corporation, a Delaware corporation (“Adamis”). Certain capitalized terms used in this Agreement are defined in Exhibit A attached hereto.

VOTING AGREEMENT

Voting Agreement • December 7th, 2009 • La Jolla Pharmaceutical Co • Biological products, (no disgnostic substances) • Delaware

• Contract Type
  Voting Agreement
• Filed
  December 7th, 2009
• Company
  La Jolla Pharmaceutical Co
• Industry
  Biological products, (no disgnostic substances)
• Jurisdiction
  Delaware

THIS VOTING AGREEMENT (this “Voting Agreement”) is made and entered into as of December 4, 2009, by and between the undersigned stockholder (the “Stockholder”) of Adamis Pharmaceuticals Corporation, a Delaware corporation (“Adamis”), and La Jolla Pharmaceutical Company, a Delaware corporation (“La Jolla”).