0001387131-20-007144 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • August 7th, 2020 • TherapeuticsMD, Inc. • Pharmaceutical preparations • Florida

THIS EMPLOYMENT AGREEMENT (this “Agreement”), by and between TherapeuticsMD, Inc., a Nevada corporation (the “Company”), and James C. D’Arecca (“Executive”) is entered into and effective as of the 1st day of June 2020 (the “Effective Date”).

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AMENDMENT NO. 2 TO FINANCING AGREEMENT
Financing Agreement • August 7th, 2020 • TherapeuticsMD, Inc. • Pharmaceutical preparations • New York

AMENDMENT NO. 2 TO FINANCING AGREEMENT, dated as of April 17, 2020 (this “Amendment”), to the Financing Agreement, dated as of April 24, 2019 (as amended, restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), by and among THERAPEUTICSMD, INC., a Nevada corporation (“Company” or “Borrower”), certain Subsidiaries of Borrower, as Guarantors, the Lenders from time to time party thereto, and TPG SPECIALTY LENDING, INC., a Delaware corporation (“TSL”), as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”).

AMENDMENT NO. 5 TO FINANCING AGREEMENT
Financing Agreement • August 7th, 2020 • TherapeuticsMD, Inc. • Pharmaceutical preparations • New York

AMENDMENT NO. 5 TO FINANCING AGREEMENT, dated as of August 5, 2020 (this “Amendment”), to the Financing Agreement, dated as of April 24, 2019 (as amended, restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), by and among THERAPEUTICSMD, INC., a Nevada corporation (“Company” or “Borrower”), certain Subsidiaries of Borrower, as Guarantors, the Lenders from time to time party thereto, and SIXTH STREET SPECIALTY LENDING, INC. (f/k/a TPG Specialty Lending, Inc.), a Delaware corporation (“Sixth Street”), as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”).

AMENDMENT NO. 3 TO FINANCING AGREEMENT
Financing Agreement • August 7th, 2020 • TherapeuticsMD, Inc. • Pharmaceutical preparations • New York

AMENDMENT NO. 3 TO FINANCING AGREEMENT, dated as of May 1, 2020 (this “Amendment”), to the Financing Agreement, dated as of April 24, 2019 (as amended, restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), by and among THERAPEUTICSMD, INC., a Nevada corporation (“Company” or “Borrower”), certain Subsidiaries of Borrower, as Guarantors, the Lenders from time to time party thereto, and TPG SPECIALTY LENDING, INC., a Delaware corporation (“TSL”), as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”).

AMENDMENT NO. 4 TO FINANCING AGREEMENT
Financing Agreement • August 7th, 2020 • TherapeuticsMD, Inc. • Pharmaceutical preparations • New York

AMENDMENT NO. 4 TO FINANCING AGREEMENT, dated as of May 13, 2020 (this “Amendment”), to the Financing Agreement, dated as of April 24, 2019 (as amended, restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), by and among THERAPEUTICSMD, INC., a Nevada corporation (“Company” or “Borrower”), certain Subsidiaries of Borrower, as Guarantors, the Lenders from time to time party thereto, and TPG SPECIALTY LENDING, INC., a Delaware corporation (“TSL”), as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • August 7th, 2020 • TherapeuticsMD, Inc. • Pharmaceutical preparations • Nevada

This Subscription Agreement is entered into and dated as of August 5, 2020 (this “Agreement”), by and among TherapeuticsMD, Inc., a Nevada corporation with offices located at 951 Yamato Road, Suite 220, Boca Raton, FL 33431 (the “Company”), and the Subscribers identified on the Schedule of Subscribers attached hereto (each, a “Subscriber” and, together, the “Subscribers”). Capitalized terms not defined below shall have the meaning as set forth in Section 1.1.

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