Santarus Inc Sample Contracts

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WARRANT TO PURCHASE SHARES OF COMMON STOCK OF SANTARUS, INC.
Santarus Inc • February 4th, 2004 • Pharmaceutical preparations • California
COMMON STOCK
Underwriting Agreement • June 24th, 2004 • Santarus Inc • Pharmaceutical preparations • New York
RECITALS
Indemnification Agreement • February 4th, 2004 • Santarus Inc • Pharmaceutical preparations • Delaware
COMMON STOCK
Stock Purchase Agreement • March 9th, 2004 • Santarus Inc • Pharmaceutical preparations • New York
Santarus, Inc. UNDERWRITING AGREEMENT
Underwriting Agreement • May 10th, 2013 • Santarus Inc • Pharmaceutical preparations • New York
CONFIDENTIAL
License Agreement • December 23rd, 2003 • Santarus Inc • New York
CONFIDENTIAL
License Agreement • March 9th, 2004 • Santarus Inc • Pharmaceutical preparations • New York
and
Rights Agreement • November 17th, 2004 • Santarus Inc • Pharmaceutical preparations • Delaware
AMENDMENT NO. 1 TO AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT
' Rights Agreement • December 23rd, 2003 • Santarus Inc
SANTARUS, INC.
Investors' Rights Agreement • December 23rd, 2003 • Santarus Inc • California
EXCLUSIVE LICENSE AGREEMENT BETWEEN THE UNIVERSITY OF MISSOURI AND SANTARUS, INC.
Exclusive License Agreement • February 4th, 2004 • Santarus Inc • Pharmaceutical preparations • California
Exhibit 10.1 7,350,000 SHARES SANTARUS, INC. SHARES OF COMMON STOCK ($0.0001 PAR VALUE) PLACEMENT AGENT AGREEMENT
Agent Agreement • August 17th, 2005 • Santarus Inc • Pharmaceutical preparations • New York
AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • May 6th, 2013 • Santarus Inc • Pharmaceutical preparations • California

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Santarus, Inc., a Delaware corporation (the “Company”), and Julie A. DeMeules (“Executive”), and shall be effective as of March 22, 2013.

EXHIBIT 10.8 OFFICE BUILDING LEASE Torrey View Associates LP, a California limited partnership
Office Building Lease • December 23rd, 2003 • Santarus Inc • California
WITNESSETH:
Stock Purchase Agreement • December 23rd, 2003 • Santarus Inc • California
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 3rd, 2006 • Santarus Inc • Pharmaceutical preparations • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 3, 2006, is by and between SANTARUS, INC. (the “Company”) and KINGSBRIDGE CAPITAL LIMITED (the “Investor”).

COMMON STOCK PURCHASE AGREEMENT by and between KINGSBRIDGE CAPITAL LIMITED and SANTARUS, INC. dated as of February 3, 2006
Common Stock Purchase Agreement • February 3rd, 2006 • Santarus Inc • Pharmaceutical preparations • New York

This COMMON STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of the 3rd day of February, 2006, by and between KINGSBRIDGE CAPITAL LIMITED, an entity organized and existing under the laws of the British Virgin Islands (the “Investor”) and SANTARUS, INC., a corporation organized and existing under the laws of the State of Delaware (the “Company”).

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LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • August 1st, 2006 • Santarus Inc • Pharmaceutical preparations • California

This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of July 28, 2006, by and between COMERICA BANK (“Bank”) and SANTARUS, INC. (“Borrower”).

RECITALS
Manufacturing and Supply Agreement • February 4th, 2004 • Santarus Inc • Pharmaceutical preparations
RECITALS
Manufacturing and Supply Agreement • December 23rd, 2003 • Santarus Inc
AMENDMENT TO THE AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 4th, 2011 • Santarus Inc • Pharmaceutical preparations

This AMENDMENT TO THE AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Amendment”) is entered into by and between Santarus, Inc., a Delaware corporation (the “Company”), and Maria Bedoya-Toro (“Executive”), and shall be effective as of February 14, 2011.

Second Amended and Restated LIBOR Addendum to Amended and Restated Loan and Security Agreement
Loan and Security Agreement • February 14th, 2012 • Santarus Inc • Pharmaceutical preparations

This Second Amended and Restated LIBOR Addendum to Amended and Restated Loan and Security Agreement (this “Addendum”) is entered into as of February 13, 2012 by and between COMERICA BANK (“Bank”) and SANTARUS, INC. (“Borrower”). This Addendum supplements the terms of the Amended and Restated Loan and Security Agreement (as amended from time to time, the “Loan Agreement”) dated as of July 11, 2008.

KILROY CENTRE DEL MAR OFFICE LEASE
Office Lease • October 10th, 2012 • Santarus Inc • Pharmaceutical preparations • California

This Office Lease (the “Lease”), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”), below, is made by and between KILROY REALTY, L.P., a Delaware limited partnership (“Landlord”), and SANTARUS, INC., a Delaware corporation (“Tenant”).

License Agreement Pharming Group N.V. and Pharming Intellectual Property b.v. and Santarus, Inc. September 10, 2010
License Agreement • March 8th, 2011 • Santarus Inc • Pharmaceutical preparations • New York

This License Agreement (the “Agreement”) is made effective as of the 10th day of September, 2010 (the “Effective Date”) by and between Pharming Group N.V., a Dutch corporation having its principal place of business at Darwinweg 24, 2333 CR Leiden, The Netherlands, on behalf of itself and each of its Affiliates, including Pharming Intellectual Property B.V. and Pharming Technologies B.V. (“Pharming”) and Santarus, Inc., a Delaware corporation with its principal place of business at 3721 Valley Centre Drive, Suite 400, San Diego, California 92130 (“Santarus”). Pharming and Santarus are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

SETTLEMENT AND LICENSE AGREEMENT
Settlement and License Agreement • May 8th, 2012 • Santarus Inc • Pharmaceutical preparations • California

This action for alleged patent infringement (the “Litigation”) has been brought by Plaintiff Depomed, Inc. (“Depomed”) against Defendants Lupin Pharmaceuticals, Inc. and Lupin Limited (collectively, “Lupin”) for alleged infringement of United States Patent Nos. 6,635,280, 6,340,475, and 6,488,962 (collectively the “Depomed Patents”). Depomed’s commencement of the Litigation was based on its receipt of notice from Lupin Limited that Lupin Limited had filed Abbreviated New Drug Application (“ANDA”) No. 91-664 with the United States Food and Drug Administration containing a certification pursuant to 21 U.S.C. § 355(j)(2)(A)(vii)(IV) directed to the Depomed Patents and seeking approval to market 500 mg and 1000 mg metformin tablets as a generic version of Glumetza®.

COMMERCIALIZATION AGREEMENT
Commercialization Agreement • November 7th, 2011 • Santarus Inc • Pharmaceutical preparations • California

This COMMERCIALIZATION AGREEMENT (this “Agreement”) is made as of August 22, 2011 (the “Effective Date”), by and between Depomed, Inc., a California corporation (“Depomed”), and Santarus, Inc., a Delaware corporation (“Santarus”). Each of Depomed and Santarus is referred to herein individually as a “party” and collectively as the “parties.”

AMENDMENT TO LICENSE AGREEMENT
License Agreement • March 8th, 2011 • Santarus Inc • Pharmaceutical preparations • California

THIS AMENDMENT TO LICENSE AGREEMENT, dated as of September 10, 2010 (the “Amendment”), is entered into among Biogen Idec MA Inc. (“Biogen Idec”), Covella Pharmaceuticals, Inc. (“Covella”) and Santarus, Inc. (“Santarus”) (hereinafter collectively, the “Parties”).

LICENSE AGREEMENT BY AND AMONG COWEN HEALTHCARE ROYALTY PARTNERS, L.P. AND SHORE THERAPEUTICS, INC. AND SANTARUS, INC. DATED DECEMBER 21, 2011
License Agreement • March 5th, 2012 • Santarus Inc • Pharmaceutical preparations • New York

THIS LICENSE AGREEMENT (the “Agreement”) is made and entered into as of December 21, 2011 (the “Effective Date”), by and among COWEN HEALTHCARE ROYALTY PARTNERS, L.P., a Delaware limited partnership, having its principal place of business at 177 Broad Street, Suite 1101, Stamford, CT 06901 (“CHRP”), SHORE THERAPEUTICS, INC., a Delaware corporation, having its principal place of business at 177 Broad Street, Suite 1101, Stamford, CT 06901 (“Shore”) and SANTARUS, INC., a Delaware corporation, having its principal place of business at 3721 Valley Centre Drive, Suite 400, San Diego, California 92130 (“Santarus”). CHRP and Shore, on the one hand, and Santarus, on the other hand, are referred to individually as a “Party” and collectively as the “Parties.”

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