0001375151-13-000008 Sample Contracts

ZOGENIX, INC.
Restricted Stock Unit Award Agreement • August 8th, 2013 • Zogenix, Inc. • Pharmaceutical preparations • California

Zogenix, Inc., a Delaware corporation (the “Company”), pursuant to its 2010 Equity Incentive Award Plan (as amended, the “Plan”), hereby grants to the individual listed below (“Participant”), an award of restricted stock units (“Restricted Stock Units” or “RSUs”) with respect to the number of shares of the Company’s common stock (the “Shares”) listed below. This award for Restricted Stock Units (this “Award”) is subject to all of the terms and conditions as set forth herein and in the Restricted Stock Unit Award Agreement attached hereto as Exhibit A (the “Restricted Stock Unit Agreement”) and the Plan, each of which are incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Restricted Stock Unit Agreement.

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CO-PROMOTION AGREEMENT
Co-Promotion Agreement • August 8th, 2013 • Zogenix, Inc. • Pharmaceutical preparations • New York

This Co-Promotion Agreement (this Agreement) is entered into this 27th day of June, 2013 (the “Effective Date”), by and between Valeant Pharmaceuticals North America LLC, a Delaware limited liability company (“Valeant”), and Zogenix, Inc., a Delaware corporation (“Zogenix”). Each of Valeant and Zogenix is referred to herein, individually, as a “Party” and collectively, as the “Parties.”

AGREEMENT ON TERMINATION OF AGREEMENTS BETWEEN DESITIN ARZNEIMITTEL GmbH and ZOGENIX, Inc.
Termination Agreement • August 8th, 2013 • Zogenix, Inc. • Pharmaceutical preparations

Each also referred to as “Party” or together as “Parties”. Defined terms used in this agreement without definition shall have the meanings given them in the License Agreement (as defined below).

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