0001387131-11-000174 Sample Contracts

AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
Employment Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California

This Amendment No. 1 (the “Amendment”) dated January 31, 2011, to that certain Employment Agreement (the “Agreement”), dated June 1, 2010 between TARGETED MEDICAL PHARMA, INC. ("Employer") and WILLIAM E. SHELL, MD ("Executive").

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EMPLOYMENT AGREEMENT
Employment Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California

This employment agreement is effective as of June 1, 2010 between TARGETED MEDICAL PHARMA (“Employer”) and Kim Giffoni (“Executive”).

EMPLOYMENT AGREEMENT
Employment Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • Delaware

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 31, 2011, by and among Targeted Medical Pharma, Inc., a Delaware corporation, with headquarters located at 2980 Beverly Glen Circle, Suite 301, Los Angeles, CA 90077 (the “Company”), and the investors listed on the Schedule A attached hereto (each, a “Stockholder” or “Holder” and collectively, the “Stockholders” or “Holders”).

FORM OF] TARGETED MEDICAL PHARMA, INC. STOCK INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT (TIME-BASED AND PERFORMANCE-BASED VESTING)1
Non-Qualified Stock Option Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks
MEDICAL FOOD CONVENIENCE PACK AND PHARMACEUTICAL PURCHASE AGREEMENT
Medical Food Convenience Pack and Pharmaceutical Purchase Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California

This Medical Food Convenience Pack and Pharmaceutical Purchase Agreement (the “Agreement”) is made this 20th day of October, 2008 (the “Effective Date”) by and between GlobalMed Management LLC, a California (“Distributor”), and Targeted Medical Pharma, Inc., a Delaware corporation (“TMP”), with offices at 2980 Beverly Glen Circle, Suite 301, Los Angeles, California 90077.

FORM OF] TARGETED MEDICAL PHARMA, INC. STOCK INCENTIVE PLAN RESTRICTED STOCK AGREEMENT (TIME-BASED VESTING)1
Restricted Stock Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • Delaware
MEDICAL FOOD CONVENIENCE PACK AND PHARMACEUTICAL PURCHASE AGREEMENT
Medical Food Convenience Pack and Pharmaceutical Purchase Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California

This Medical Food Convenience Pack and Pharmaceutical Purchase Agreement (the “Agreement”) is made this 13th day of February 2008 (the “Effective Date”) by and between Pacific Medical, Inc., a California corporation with offices at 1700 N. Chrisman Rd., Tracy California 95304 (“Distributor”), and Targeted Medical Pharma, Inc., a Delaware corporation (“TMP”), with offices at 2980 Beverly Glen Circle, Suite 301, Los Angeles, California 90077.

Lock-Up Agreement
Lock-Up Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • Delaware
Targeted Medical Pharma, Inc. AGENCY AGREEMENT
Agency Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks

This Agreement has been entered into on March 29, 2010 between; Biomatrix Pharma a foreign company (“BP”) under the laws of Lebanon with principal offices at Sassine Square-Rehawi bldg. 3rd Floor, Ashrafieh, Beirut, Lebanon., and

BUSINESS CONSULTANT AGREEMENT
Business Consultant Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks

This agreement dated April 30, 2009 is made by and between Targeted Medical Pharma, Inc. whose address is 2980 Beverly Glenn Circle, Ste 301, Los Angeles, CA 90077, referred to as "Company", and Webster Consulting Services, LLC whose address is PO. Box 1301,789 Shaner Armstrong Lane, Eastsound, WA 98245, referred to as "Consultant."

PAC FULFILLMENT SERVICES AGREEMENT
Pac Fulfillment Services Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California

This Agreement is made this 2nd day of October, 2008, by and between Targeted Medical Pharma,(“TMP”), and H. J. Harkins Co., Inc., dba Pharma Pac, a federally licensed drug re­-packager headquartered at 513 Sandydale Drive, Nipomo, CA 93444 (“PAC”). Collectively TMP and PAC shall be referred to as “The Parties.”

Consulting Agreement
Consulting Agreement • February 3rd, 2011 • Targeted Medical Pharma, Inc. • Blank checks • California

This Agreement is made this ­15 day of November 2006, by and between Targeted Medical Pharma (hereinafter called “TMF or Company”) and David Silver M.D. (hereinafter called “DSM”).

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