Pozen Inc /Nc Sample Contracts

POZEN INC.
Pozen Inc /Nc • October 10th, 2000 • Pharmaceutical preparations • Minnesota
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WITNESSETH:
Employment Agreement • October 31st, 2001 • Pozen Inc /Nc • Pharmaceutical preparations • North Carolina
WITNESSETH:
Executive Employment Agreement • October 31st, 2001 • Pozen Inc /Nc • Pharmaceutical preparations • North Carolina
EXHIBIT 10.21 LEASE AGREEMENT by and between THE EXCHANGE AT MEADOWMONT LLC
Lease Agreement • April 1st, 2002 • Pozen Inc /Nc • Pharmaceutical preparations • North Carolina
EXHIBIT 10.1 SUPPLY AGREEMENT
Supply Agreement • May 14th, 2001 • Pozen Inc /Nc • Pharmaceutical preparations • North Carolina
FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT
Employment Agreement • May 14th, 2001 • Pozen Inc /Nc • Pharmaceutical preparations
SUBLEASE
Lease Agreement • April 28th, 2000 • Pozen Inc /Nc • North Carolina
POZEN INC.
Investor Rights Agreement • September 20th, 2000 • Pozen Inc /Nc • Pharmaceutical preparations • Delaware
RIGHTS AGREEMENT between POZEN INC. and STOCKTRANS, INC., as Rights Agent Dated January 12, 2005
Rights Agreement • January 13th, 2005 • Pozen Inc /Nc • Pharmaceutical preparations • Delaware

WHEREAS, effective as of January 12, 2005 (the “Rights Dividend Declaration Date”) the Board of Directors of the Company (the “Board”) authorized and declared a dividend distribution of one Right for each share of Common Stock (as hereinafter defined) of the Company outstanding at the close of business on January 28, 2005 (the “Record Date”), and authorized the issuance of one Right (as such number may hereinafter be adjusted pursuant to the provisions of Section 11(i) or Section 11(p) hereof) for each share of Common Stock of the Company issued between the Record Date (whether originally issued or delivered from the Company’s treasury) and the earlier of the Distribution Date or the Expiration Date, each Right initially representing the right to purchase one one-thousandth (1/1000) of a share of Series A Junior Participating Preferred Stock of the Company having the rights, powers and preferences set forth in the form of Certificate of Designations attached hereto as Exhibit A, upon t

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Licensing Agreement • August 11th, 2000 • Pozen Inc /Nc • Pharmaceutical preparations • New York
POZEN INC.
Investor Rights Agreement • April 28th, 2000 • Pozen Inc /Nc • Delaware
SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 8th, 2015 • Pozen Inc /Nc • Pharmaceutical preparations • New York

This SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 7, 2015, by and among Aralez Pharmaceuticals Inc., a corporation formed under the laws of the Province of British Columbia, Canada (the “Company”), and those lenders set forth on Schedule 1 to the Amended Facility Agreement (as defined below) (each individually, a “Lender” and together, the “Lenders”).

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • November 9th, 2015 • Pozen Inc /Nc • Pharmaceutical preparations • North Carolina

This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made as of September 11, 2015, by and between POZEN Inc. (together with its successors and assigns, “POZEN” or the “Company”), and James Tursi, M.D. (“Executive”).

AMENDED AND RESTATED SHARE SUBSCRIPTION AGREEMENT by and among
Share Subscription Agreement • December 8th, 2015 • Pozen Inc /Nc • Pharmaceutical preparations • Delaware

This AMENDED AND RESTATED SHARE SUBSCRIPTION AGREEMENT, dated as of December 7, 2015 (the “Agreement”), is by and among QLT Inc., a corporation formed under the laws of the Province of British Columbia, Canada (“Purchaser”), Tribute Pharmaceuticals Canada Inc., a corporation formed under the laws of the Province of Ontario, Canada (“Tribute”), POZEN Inc., a corporation formed under the laws of the State of Delaware (“Pozen”), Aralez Pharmaceuticals plc, a public limited company formed under the laws of Ireland (formerly known as Aguono Limited, a private limited company formed under the laws of Ireland, and subsequently renamed Aralez Pharmaceuticals Limited prior to its re-registration as a public limited company named Aralez Pharmaceuticals plc) (the “Former Company”), Aralez Pharmaceuticals Inc., a corporation formed under the laws of the Province of British Columbia, Canada (the “Company”) and, other than Purchaser, the Persons identified on Schedule I hereto (each an “Investor” an

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 11th, 2015 • Pozen Inc /Nc • Pharmaceutical preparations • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 8, 2015, by and among Aguono Limited, a private limited company incorporated in the Republic of Ireland (the “Company”), and those lenders set forth on Schedule 1 to the Facility Agreement (as defined below) (each individually, a “Lender” and together, the “Lenders”).

ADDITIONAL SIGNATURE PAGE TO JOINT FILING AGREEMENT] AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13G
Joint Filing Agreement • November 30th, 2009 • Pozen Inc /Nc • Pharmaceutical preparations
FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • November 5th, 2007 • Pozen Inc /Nc • Pharmaceutical preparations

This FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (the “First Amendment”), is entered into as of September 28, 2007, by and between POZEN Inc. (the “Company”) and Marshall E. Reese, Ph.D. (“Executive”).

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 9th, 2010 • Pozen Inc /Nc • Pharmaceutical preparations • North Carolina

This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), is entered into effective as of March 25, 2009 (the Effective Date”), by and between POZEN Inc. (the “Company”), with offices located at Suite 400, 1414 Raleigh Road, Chapel Hill, North Carolina 27517, and Everardus Orlemans, Ph.D. (“Executive”), whose address is 300 Mimosa Drive, Chapel Hill, North Carolina 27514.

SEPARATION AND GENERAL RELEASE AGREEMENT
Separation and General Release Agreement • June 3rd, 2015 • Pozen Inc /Nc • Pharmaceutical preparations • North Carolina

This SEPARATION AND GENERAL RELEASE AGREEMENT (the “Separation Agreement”) is made and entered into between POZEN Inc., a Delaware corporation (the “Company”) and John R. Plachetka (“Executive”). Throughout the remainder of the Separation Agreement, the Company and Executive may be collectively referred to as “the parties.”

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AMENDED AND RESTATED COLLABORATION AND LICENSE AGREEMENT FOR THE UNITED STATES
Collaboration and License Agreement • March 6th, 2014 • Pozen Inc /Nc • Pharmaceutical preparations • New York

THIS AMENDED AND RESTATED COLLABORATION AND LICENSE AGREEMENT FOR THE UNITED STATES (the “Agreement”) is made and entered into as of November 18, 2013 (the “Amended and Restated Execution Date”), by and between POZEN INC., a Delaware corporation having offices at 1414 Raleigh Road, Suite 400, Chapel Hill, North Carolina (“POZEN”), and ASTRAZENECA AB, a Swedish corporation having an office at SE-431 83, Mölndal, Sweden (“Licensee”). POZEN and Licensee each may be referred to herein individually as a “Party,” or collectively as the “Parties.”

VOTING AGREEMENT
Voting Agreement • June 3rd, 2015 • Pozen Inc /Nc • Pharmaceutical preparations • North Carolina

This VOTING AGREEMENT (this “Agreement”), dated as of May 29, 2015, is made by and between Pozen Inc., a Delaware corporation (the “Company”), and John R. Plachetka (the “Stockholder”).

COLLABORATION AND LICENSE AGREEMENT
Collaboration and License Agreement • November 6th, 2003 • Pozen Inc /Nc • Pharmaceutical preparations • New York

THIS COLLABORATION AND LICENSE AGREEMENT (the “Agreement”) is made and entered into as of September 3, 2003 (the “Effective Date”), by and between POZEN INC., a Delaware corporation (“POZEN”), with a business address of 1414 Raleigh Road, Suite 400, Chapel Hill, NC 27517, and XCEL PHARMACEUTICALS, INC., a Delaware corporation (“Xcel”), located at 6363 Greenwich Drive, Suite 100, San Diego, CA 92122. POZEN and Xcel are sometimes referred to in this Agreement individually as a “Party” and collectively as “Parties.”

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • January 2nd, 2014 • Pozen Inc /Nc • Pharmaceutical preparations • North Carolina

This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), is entered into effective as of January 1, 2014 (the Effective Date”), by and between POZEN Inc. (the “Company”), with offices located at Suite 400, 1414 Raleigh Road, Chapel Hill, North Carolina 27517, and Dennis L. McNamara. (“Executive”), whose address is 111 Lone Pine Road, Chapel Hill, North Carolina 27514.

AGREEMENT AND PLAN OF MERGER AND ARRANGEMENT AMONG TRIBUTE PHARMACEUTICALS CANADA INC., AGUONO LIMITED, TRAFWELL LIMITED, ARLZ US ACQUISITION CORP., ARLZ CA ACQUISITION CORP., AND POZEN INC.
Agreement and Plan of Merger and Arrangement • June 11th, 2015 • Pozen Inc /Nc • Pharmaceutical preparations • Delaware

THIS AGREEMENT is made as of June 8, 2015 among Tribute Pharmaceuticals Canada Inc., a corporation incorporated under the laws of the Province of Ontario (“Tribute”), Aguono Limited, a private limited company incorporated in Ireland with registered number 561617 having its registered office at 25-28 North Wall Quay, Dublin 1, Ireland (“Parent”), Trafwell Limited, a private limited company incorporated in Ireland with registered number 561618 having its registered office at 25-28 North Wall Quay, Dublin 1, Ireland (“Ltd2”), ARLZ US Acquisition Corp., a corporation incorporated under the laws of the State of Delaware and a wholly-owned indirect subsidiary of Parent (“US Merger Sub”), ARLZ CA Acquisition Corp., a corporation incorporated under the laws of the Province of Ontario and a wholly-owned indirect subsidiary of Parent (“Can Merger Sub”) and POZEN Inc., a corporation incorporated under the laws of the State of Delaware (“Pozen”).

Contract
License Agreement • May 5th, 2011 • Pozen Inc /Nc • Pharmaceutical preparations • New York

Confidential Treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as “***”. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission.

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • November 12th, 2004 • Pozen Inc /Nc • Pharmaceutical preparations • North Carolina

This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of November 8, 2004, by and between POZEN Inc. (the “Company”), with offices located at Suite 400, 1414 Raleigh Road, Chapel Hill, North Carolina 27517, and Marshall E. Reese, Ph.D. (“Executive”), whose address is 306 Edinburgh, Cary, North Carolina 27511.

AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER AND ARRANGEMENT
Agreement and Plan Of • December 8th, 2015 • Pozen Inc /Nc • Pharmaceutical preparations • Delaware

This AMENDMENT NO. 2 (this “Amendment”) to the Agreement and Plan of Merger and Arrangement is made as of December 7, 2015, by and among Tribute Pharmaceuticals Canada Inc., a corporation formed under the laws of the Province of Ontario, Canada (“Tribute”), Aralez Pharmaceuticals plc, a public limited company formed under the laws of Ireland (formerly known as Aguono Limited, a private limited company formed under the laws of Ireland, and subsequently renamed Aralez Pharmaceuticals Limited prior to its re-registration as a public limited company) (“Former Parent”), Aralez Pharmaceuticals Inc., a corporation formed under the laws of the Province of British Columbia, Canada (“New Parent”), Aralez Pharmaceuticals Holdings Limited, a private limited company formed under the laws of Ireland (formerly known as Trafwell Limited, a private limited company formed under the laws of Ireland) (“Holdings”), ARLZ US Acquisition II Corp., a corporation formed under the laws of the State of Delaware (

SEVERANCE AGREEMENT
Severance Agreement • December 7th, 2010 • Pozen Inc /Nc • Pharmaceutical preparations

In consideration of the benefits provided to the undersigned employee (“Employee”) set forth herein, Employee agrees as follows:

DEVELOPMENT, OPTION AND LICENSE AGREEMENT
Development, Option and License Agreement • July 28th, 2005 • Pozen Inc /Nc • Pharmaceutical preparations
September 19, 2006 Re: Collaboration and License Agreement dated as of August 1, 2006 by and between POZEN INC. and Astrazeneca AB (the "Collaboration Agreement") Dear Denise:
Pozen Inc /Nc • November 3rd, 2006 • Pharmaceutical preparations

This letter sets forth the understanding between POZEN INC. (“POZEN”) and Astrazeneca AB (“Astrazeneca”) with regard to the matters set forth below and in connection with the Collaboration Agreement. Any capitalized terms not otherwise defined herein shall have the meaning given such term in the Collaboration Agreement. POZEN and Astrazeneca herein are collectively referred to as the Parties.

POZEN INC. INDUCEMENT AWARD RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • June 3rd, 2015 • Pozen Inc /Nc • Pharmaceutical preparations • Delaware

This INDUCEMENT AWARD RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”), dated as of June 2, 2015 (the “Date of Grant”), is delivered by POZEN Inc. (“POZEN”), to _____________________ (the “Grantee”).

Exhibit 10.20 MANUFACTURING AND SUPPLY AGREEMENT
Manufacturing and Supply Agreement • April 1st, 2002 • Pozen Inc /Nc • Pharmaceutical preparations • North Carolina
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