EXHIBIT 10.19 CREDIT AGREEMENTCredit Agreement • April 1st, 2002 • American Pharmaceutical Partners Inc /Ca/ • Pharmaceutical preparations • New York
AGREEMENT ---------Pledge Agreement • December 11th, 2001 • American Pharmaceutical Partners Inc /Ca/ • Pharmaceutical preparations • California
EXHIBIT 4.3 FIRST AMENDED REGISTRATION RIGHTS AGREEMENT -------------------------------------------Registration Rights Agreement • October 3rd, 2001 • American Pharmaceutical Partners Inc /Ca/
EXHIBIT 1.1 9,000,000 Shares AMERICAN PHARMACEUTICAL PARTNERS, INC. Common Stock UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • December 13th, 2001 • American Pharmaceutical Partners Inc /Ca/ • Pharmaceutical preparations
AGREEMENT ---------License Agreement • December 11th, 2001 • American Pharmaceutical Partners Inc /Ca/ • Pharmaceutical preparations • California
EXHIBIT 10.1 INDEMNIFICATION AGREEMENT THIS AGREEMENT is entered into, effective as of ____________, 2001 by and between American Pharmaceutical Partners, Inc., a Delaware corporation (the "Company"), and ___________________ ("Indemnitee"). WHEREAS,...Indemnification Agreement • November 20th, 2001 • American Pharmaceutical Partners Inc /Ca/ • Pharmaceutical preparations • Delaware
AGREEMENT ---------License Agreement • December 13th, 2001 • American Pharmaceutical Partners Inc /Ca/ • Pharmaceutical preparations • California
AGREEMENT ---------Manufacturing Agreement • December 13th, 2001 • American Pharmaceutical Partners Inc /Ca/ • Pharmaceutical preparations • California
AGREEMENT ---------Agreement • November 20th, 2001 • American Pharmaceutical Partners Inc /Ca/ • Pharmaceutical preparations • California
LEASE AGREEMENT between ABRAXIS BIOSCIENCE, LLC and APP PHARMACEUTICALS, LLCLease Agreement • March 17th, 2008 • APP Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS LEASE AGREEMENT (this “Lease”), dated effective the 13th day of November, 2007 (the “Effective Date”), is made by and between Abraxis BioScience, LLC, a Delaware limited liability company (“LESSOR”), and APP Pharmaceuticals, LLC, a Delaware limited liability company ( “LESSEE”).
ARTICLE I TERM ----Office Lease Agreement • October 3rd, 2001 • American Pharmaceutical Partners Inc /Ca/
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 10th, 2006 • Abraxis BioScience, Inc. • Pharmaceutical preparations
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of April 18, 2006 by and among American Pharmaceutical Partners, Inc., a Delaware corporation (the “Company”), Dr. Patrick Soon-Shiong (“PSS”) and the stockholders of ABI receiving Common Stock in the Merger (each as defined below) who execute and deliver a counterpart to this Agreement (collectively, the “Stockholder Parties”).
AGREEMENT AMB PROPERTY II, L.P. --------------------- Landlord AND AMERICAN PHARMACEUTICAL PARTNERS, INC. -------------------------------------- TenantLease Agreement • October 3rd, 2001 • American Pharmaceutical Partners Inc /Ca/
PREMIER PURCHASING PARTNERS, L.P. --------------------------------------------- ----------------------------------- CORPORATE AGREEMENT ----------------------- --------------------------------------------------------- COVER SHEETCorporate Agreement • December 11th, 2001 • American Pharmaceutical Partners Inc /Ca/ • Pharmaceutical preparations • Illinois
EXHIBIT 10.13 AMERICAN PHARMACEUTICAL PARTNERS, INC COMPENSATION PROTECTION AGREEMENT THIS COMPENSATION PROTECTION AGREEMENT (this "Agreement"), made effective as of the 20th day of November, 2001, by and between American Pharmaceutical Partners,...Compensation Protection Agreement • November 20th, 2001 • American Pharmaceutical Partners Inc /Ca/ • Pharmaceutical preparations • Illinois
SEPARATION AND DISTRIBUTION AGREEMENT among APP PHARMACEUTICALS, INC. (f/k/a GENERICO HOLDINGS, INC.) APP PHARMACEUTICALS, LLC ABRAXIS BIOSCIENCE, LLC and NEW ABRAXIS, INC. (to be renamed ABRAXIS BIOSCIENCE, INC.) Dated as of November 13, 2007Separation and Distribution Agreement • March 17th, 2008 • APP Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of November 13th, 2007, is among APP Pharmaceuticals, Inc., a Delaware corporation formerly known as Generico Holdings, Inc. (“Gholdco”), APP Pharmaceuticals, LLC, a Delaware limited liability company (“Generico”) (Gholdco and Generico, together, the “Generico Parties”), Abraxis BioScience, LLC, a Delaware limited liability company (“New Alpha, LLC”), and New Abraxis, Inc., a Delaware corporation (to be renamed Abraxis BioScience, Inc.) (“New Alpha”) (New Alpha, LLC and New Alpha, together, the “Alpha Parties”).
CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTIONS OF THIS DOCUMENT MARKED [***] HAVE BEEN REDACTED AND HAVE BEEN FILED SEPARATELY WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION. MANUFACTURING AND SUPPLY AGREEMENTManufacturing and Supply Agreement • August 10th, 2006 • Abraxis BioScience, Inc. • Pharmaceutical preparations • Delaware
This MANUFACTURING AND SUPPLY AGREEMENT (“Agreement”) is made as of this 28th day of June, 2006, (the “Effective Date”) by and between ASTRAZENECA PHARMACEUTICALS LP, a Delaware limited partnership having a principal place of business at 1800 Concord Pike, Wilmington, Delaware, 19850, (“AZ”) and ABRAXIS BIOSCIENCE, INC., a Delaware corporation having a place of business at 11777 San Vincente Blvd., Suite 550, Los Angeles, CA 90049 (“ABBI”).
ContractManufacturing Agreement • March 17th, 2008 • APP Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
Note: Redacted portions have been marked with (***). The redacted portions are subject to a request for confidential treatment that has been filed with the Securities and Exchange Commission.
TAX ALLOCATION AGREEMENTTax Allocation Agreement • March 17th, 2008 • APP Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
TAX ALLOCATION AGREEMENT (this “Agreement”), dated as of November 13th, 2007, among APP Pharmaceuticals, Inc. (f/k/a Generico Holdings, Inc.), a Delaware corporation (“Gholdco”), APP Pharmaceuticals, LLC, a Delaware limited liability company (“Generico”) (Gholdco and Generico, collectively, the “Generico Parties”), New Abraxis, Inc., a Delaware corporation (to be renamed Abraxis BioScience, Inc.) (“New Alpha”), and Abraxis BioScience, LLC, a Delaware limited liability company (“New Alpha, LLC”) (New Alpha and New Alpha, LLC, collectively, the “Alpha Parties”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 10th, 2006 • Abraxis BioScience, Inc. • Pharmaceutical preparations • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of 30th December, 2005 between AMERICAN BIOSCIENCE, INC., a California corporation (the “Company”) and Carlo A. Montagner (the “Executive”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 14th, 2002 • American Pharmaceutical Partners Inc /De/ • Pharmaceutical preparations • California
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of August 28, 2002 between American Pharmaceutical Partners, Inc., a Delaware corporation (“Purchaser”), and Biotechnology Development Fund, L.P., a Delaware limited partnership (“Seller”).
RETENTION AGREEMENTRetention Agreement • March 1st, 2007 • Abraxis BioScience, Inc. • Pharmaceutical preparations • Illinois
This RETENTION AGREEMENT (the “Retention Agreement”), dated as of November 20, 2006 (the “Effective Date”), is entered into by and between Abraxis BioScience, Inc., a Delaware corporation (the “Company”), and Frank Harmon (the “Employee”).
EMPLOYEE MATTERS AGREEMENTEmployee Matters Agreement • March 17th, 2008 • APP Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of November 13, 2007, is among APP Pharmaceuticals, Inc. (formerly known as Generico Holdings, Inc.), a Delaware corporation (“Gholdco”), APP Pharmaceuticals, LLC, a Delaware limited liability company (“Generico”) (Gholdco and Generico, collectively, the “Generico Parties”), Abraxis BioScience, LLC, a Delaware limited liability company (“New Alpha, LLC”), and New Abraxis, Inc., a Delaware corporation to be renamed Abraxis BioScience, Inc. (“New Alpha”) (New Alpha, LLC and New Alpha, collectively, the “Alpha Parties”).
CORPORATE GOVERNANCE AND VOTING AGREEMENTVoting Agreement • May 10th, 2006 • Abraxis BioScience, Inc. • Pharmaceutical preparations • Delaware
THIS CORPORATE GOVERNANCE AND VOTING AGREEMENT (this “Agreement”) is entered as of April 18, 2006 by and among Dr. Patrick Soon-Shiong (“PSS”), and the other persons executing signature pages hereto (PSS and such other persons, together with any third party related to any PSS Party who hereafter becomes a signatory hereto as contemplated by Section 2.05, the “PSS Parties”), and American Pharmaceutical Partners, Inc., a Delaware corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER DATED AS OF JULY 6, 2008 AMONG FRESENIUS SE, FRESENIUS KABI PHARMACEUTICALS HOLDING, LLC, FRESENIUS KABI PHARMACEUTICALS, LLC AND APP PHARMACEUTICALS, INC.Agreement and Plan of Merger • July 7th, 2008 • APP Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 6, 2008, by and among Fresenius SE, a societas europaea organized under the laws of Germany (“Parent”); Fresenius Kabi Pharmaceuticals Holding, LLC, a Delaware limited liability company and an indirect, wholly-owned subsidiary of Parent (“Holdco”); and Fresenius Kabi Pharmaceuticals, LLC, a Delaware limited liability company and a direct, wholly-owned subsidiary of Holdco (“Sub”); and APP Pharmaceuticals, Inc., a Delaware corporation (the “Company”).
ESCROW AGREEMENTEscrow Agreement • May 10th, 2006 • Abraxis BioScience, Inc. • Pharmaceutical preparations • Delaware
This Escrow Agreement (this “Escrow Agreement”), is dated as of April 18, 2006, by and among American Pharmaceutical Partners, Inc., a Delaware corporation (the “Company”), Dr. Patrick Soon-Shiong, solely in his capacity as “Shareholder Representative” (the “Shareholders’ Representative”), and Fifth Third Bank, as escrow agent (“Escrow Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 12th, 2008 • APP Pharmaceuticals, Inc. • Pharmaceutical preparations • Illinois
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of March 31, 2008 (the “Effective Date”) between APP Pharmaceuticals, LLC, a Delaware limited liability company (the “Company”) and Richard J. Tajak (the “Executive”).
PREMIER PURCHASING PARTNERS, L.P. AMENDMENT NUMBER #223 TO GROUP PURCHASING AGREEMENT CONTRACT#: PP-PH-APP01 Product Category: Pharmaceuticals (Extension of Term)Number • March 15th, 2004 • American Pharmaceutical Partners Inc /De/ • Pharmaceutical preparations
This Amendment Number 223 (“Amendment”), is entered into effective December 12, 2003, (the “Effective Date”), and shall amend and modify the Group Purchasing Agreement (Contract #: PP-PH-APP01) by and between Premier Purchasing Partners, L.P. (“Purchasing Partners”), and American Pharmaceutical Partners, Inc. (“Seller”), dated effective December 12, 1997 (the “Agreement”), as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • August 7th, 2006 • Abraxis BioScience, Inc. • Pharmaceutical preparations • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of July 31, 2006 (the “Effective Date”) between Abraxis BioScience Inc., a Delaware corporation (the “Company”) and Lisa Gopalakrishnan (the “Executive”).
CREDIT AGREEMENT Among AMERICAN PHARMACEUTICAL PARTNERS, INC. VARIOUS LENDERS FROM TIME TO TIME PARTY HERETOCredit Agreement • September 9th, 2004 • American Pharmaceutical Partners Inc /De/ • Pharmaceutical preparations • Illinois
This Credit Agreement is entered into as of September 2, 2004, by and among AMERICAN PHARMACEUTICAL PARTNERS, INC., a Delaware corporation (the “Borrower”), the various institutions from time to time party to this Agreement, as Lenders, FIFTH THIRD BANK, an Ohio banking corporation, as Agent and L/C Issuer and WACHOVIA BANK, NATIONAL ASSOCIATION, as Documentation Agent.
AGREEMENTAgreement • March 15th, 2004 • American Pharmaceutical Partners Inc /De/ • Pharmaceutical preparations • California
THIS AGREEMENT (this “Agreement”) is entered into as of March 11, 2004 between AMERICAN BIOSCIENCE, INC., a California corporation (“ABI”), and AMERICAN PHARMACEUTICAL PARTNERS, INC., a Delaware corporation (“APP”).
AGREEMENT THIS AGREEMENT (this "Agreement") is entered into as of July 25, 2001 --------- between AMERICAN BIOSCIENCE, INC., a California corporation ("ABI"), and AMERICAN PHARMACEUTICAL PARTNERS, INC., a California corporation ("APP"). R E C I T A L...Agreement • November 20th, 2001 • American Pharmaceutical Partners Inc /Ca/ • Pharmaceutical preparations • California
LEASELease • October 3rd, 2001 • American Pharmaceutical Partners Inc /Ca/
PURCHASE AND SALE AGREEMENT dated as of April 24, 2006 between PFIZER INC. and ABRAXIS BIOSCIENCE, INC.Purchase and Sale Agreement • May 10th, 2006 • Abraxis BioScience, Inc. • Pharmaceutical preparations • New York
This Purchase and Sale Agreement is made and entered into as of April 24, 2006 between Pfizer Inc., a Delaware corporation (“Pfizer”) and Abraxis BioScience, Inc. a Delaware corporation (“ABS).
AGREEMENT AND PLAN OF MERGER BY AND BETWEEN AMERICAN PHARMACEUTICAL PARTNERS, INC. AND AMERICAN BIOSCIENCE, INC. DATED AS OF NOVEMBER 27, 2005Agreement and Plan of Merger • November 29th, 2005 • American Pharmaceutical Partners Inc /De/ • Pharmaceutical preparations • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of November 27, 2005 (this “Agreement”), by and among American Pharmaceutical Partners, Inc., a Delaware corporation (the “Company”), and American BioScience, a California corporation (“ABI”), and, with respect to specific matters identified on the signature page hereof, Dr. Patrick Soon-Shiong (“PSS”) and the ABI Executing Shareholders (as defined below).
