0001354488-10-002902 Sample Contracts

STOCK PURCHASE AGREEMENT by and between Pernix Therapeutics Holdings, Inc. and David Waguespack Dated as of September 10, 2010
Stock Purchase Agreement • September 14th, 2010 • Pernix Therapeutics Holdings, Inc. • Pharmaceutical preparations

This STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of this 10th day of September, 2010, by and between Pernix Therapeutics Holdings, Inc., a Maryland corporation (“Buyer” or the “Company”), and David Waguespack, an individual resident of the State of Louisiana (“Seller”).

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MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND BETWEEN PERNIX THERAPEUTICS, LLC
Membership Interest Purchase Agreement • September 14th, 2010 • Pernix Therapeutics Holdings, Inc. • Pharmaceutical preparations • Louisiana
REGIONS BANK LOAN AGREEMENT
Loan Agreement • September 14th, 2010 • Pernix Therapeutics Holdings, Inc. • Pharmaceutical preparations • South Carolina

THIS LOAN AGREEMENT (the “Loan Agreement” or “Agreement”) is made and entered into to be effective as of the 8th day of September, 2010, by and between Regions Bank, an Alabama banking corporation (together with its successors and assigns, the “Lender”) and Pernix Therapeutics Holdings, Inc., a Maryland corporation (“Holdings”) and the wholly-owned subsidiaries of Holdings joined as signatories to this Agreement (collectively, “Borrowers”) (Lender and Borrowers, collectively, “Parties”).

EMPLOYMENT AND NON-COMPETE AGREEMENT
Employment Agreement • September 14th, 2010 • Pernix Therapeutics Holdings, Inc. • Pharmaceutical preparations • Kentucky

THIS EMPLOYMENT AND NON-COMPETE AGREEMENT (this “Agreement”) is entered into and effective as of the 8th day of September, 2010 (the “Effective Date”), by and among Macoven Pharmaceuticals, LLC, a Louisiana limited liability company (“Employer”), Pernix Therapeutics Holdings, Inc., a Maryland corporation and sole member of Employer (“Parent”) and John McMahon, a resident of the lawful age of majority of the State of Kentucky (“Employee”), who hereby agree as follows:

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