Aspreva Pharmaceuticals CORP Sample Contracts

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EXHIBIT 4.3 REGISTRATION RIGHTS AGREEMENT ASPREVA PHARMACEUTICALS CORPORATION
Registration Rights Agreement • January 24th, 2005 • Aspreva Pharmaceuticals CORP • British Columbia
AGREEMENT
Agreement • January 24th, 2005 • Aspreva Pharmaceuticals CORP • British Columbia
EXHIBIT 10.16 EXECUTIVE EMPLOYMENT AGREEMENT ASPREVA PHARMACEUTICALS CORPORATION PRIVATE AND CONFIDENTIAL
Employment Agreement • January 24th, 2005 • Aspreva Pharmaceuticals CORP • British Columbia
Common Shares
Purchase Agreement • March 1st, 2005 • Aspreva Pharmaceuticals CORP • Pharmaceutical preparations • New York
SCHEDULE B
Control Agreement • January 24th, 2005 • Aspreva Pharmaceuticals CORP • British Columbia
EXHIBIT 10.14 EXECUTIVE EMPLOYMENT AGREEMENT ASPREVA PHARMACEUTICALS CORPORATION PRIVATE AND CONFIDENTIAL
Employment Agreement • January 24th, 2005 • Aspreva Pharmaceuticals CORP • British Columbia
EXHIBIT 10.9 EXECUTIVE EMPLOYMENT AGREEMENT ASPREVA PHARMACEUTICALS CORPORATION PRIVATE AND CONFIDENTIAL
Executive Employment Agreement • January 24th, 2005 • Aspreva Pharmaceuticals CORP • British Columbia
EXHIBIT 4.2 ASPREVA PHARMACEUTICALS CORPORATION SHAREHOLDER RIGHTS PLAN AGREEMENT dated as of February 4, 2005
Shareholder Rights Plan Agreement • February 11th, 2005 • Aspreva Pharmaceuticals CORP • Pharmaceutical preparations • British Columbia
STOCK OPTION AGREEMENT
Stock Option Agreement • January 24th, 2005 • Aspreva Pharmaceuticals CORP
ARTICLE 1 DEFINITIONS
Collaboration and Promotion Agreement • March 1st, 2005 • Aspreva Pharmaceuticals CORP • Pharmaceutical preparations • New York
SCHEDULE B ASPREVA PHARMACEUTICALS CORPORATION
Aspreva Pharmaceuticals CORP • February 26th, 2007 • Pharmaceutical preparations • British Columbia

Aspreva Pharmaceuticals Corporation (the “Corporation”) considers it essential to the best interests of its members to foster the continuous employment of its senior executive officers. In this regard, the Board of Directors of the Corporation (the “Board”) has determined that it is in the best interests of the Corporation and its members that appropriate steps should be taken to reinforce and encourage management’s continued attention, dedication and availability to the Corporation in the event of a Potential Change in Control (as defined in Section 3), without being distracted by the uncertainties which can arise from any possible changes in control of the Corporation.

SCHEDULE B ASPREVA PHARMACEUTICALS CORPORATION
Aspreva Pharmaceuticals CORP • June 5th, 2007 • Pharmaceutical preparations • British Columbia

This Agreement shall be in effect for a term commencing on the Effective Date of the Employment Agreement (as therein defined) and ending on the date of termination of the Employment Agreement.

William M. Burns F. Hoffmann-La Roche Ltd Grenzacherstrasse 124 CH-4070 Basel, Switzerland
Aspreva Pharmaceuticals CORP • November 6th, 2007 • Pharmaceutical preparations

Re: Fourth Amendment to the CellCept® Collaboration and Promotion Agreement by and between Aspreva Pharmaceuticals SA (“Aspreva”), F.Hoffmann-La Roche Ltd and Hoffmann-La Roche Inc. (collectively, “Roche”), dated as of July 18, 2003, as amended (the “Agreement”)

SCHEDULE B ASPREVA PHARMACEUTICALS CORPORATION
Control Agreement • July 16th, 2007 • Aspreva Pharmaceuticals CORP • Pharmaceutical preparations • British Columbia
EXECUTIVE EMPLOYMENT AGREEMENT ASPREVA PHARMACEUTICALS CORPORATION
Executive Employment Agreement • July 17th, 2006 • Aspreva Pharmaceuticals CORP • Pharmaceutical preparations • British Columbia

This Agreement confirms the terms and conditions of your employment by the Corporation and will constitute your employment agreement. Those terms and conditions are set out below:

ASPREVA PHARMACEUTICALS
Private and Confidential • June 5th, 2007 • Aspreva Pharmaceuticals CORP • Pharmaceutical preparations • British Columbia

It is with great pleasure that I present you with this employment agreement for the position of Executive Vice President (EVP) and Chief Finance Officer. The fundamental terms are outlined below. A more detailed employment agreement is attached. If these details and terms are acceptable and you wish to proceed, please sign and return the attached employment agreement which includes the Confidentiality Disclosure Agreement and Position Description, to my attention.

INDEMNITY AGREEMENT
Indemnity Agreement • October 23rd, 2007 • Aspreva Pharmaceuticals CORP • Pharmaceutical preparations • British Columbia

WHEREAS, the Indemnitee has agreed to serve, or to continue to serve, as a Director or Officer, subject to the Company providing the Indemnitee with the indemnity provided herein;

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COMBINATION AGREEMENT AMONG GALENICA AG, GALENICA CANADA LTD., AND ASPREVA PHARMACEUTICALS CORPORATION October 17, 2007
Combination Agreement • October 18th, 2007 • Aspreva Pharmaceuticals CORP • Pharmaceutical preparations • British Columbia

THIS COMBINATION AGREEMENT dated as of October 17, 2007, is entered into by and among Galenica AG, a corporation existing under the laws of Switzerland (“Parent”), Galenica Canada Ltd., a corporation existing under the laws of the Province of British Columbia (“Acquisitionco”), and Aspreva Pharmaceuticals Corporation, a corporation existing under the laws of the Province of British Columbia (the “Company”).

William M. Burns F. Hoffmann-La Roche Ltd Grenzacherstrasse 124 CH-4070 Basel, Switzerland
Collaboration Agreement • November 6th, 2007 • Aspreva Pharmaceuticals CORP • Pharmaceutical preparations

As a follow up to our recent discussions with you and your team regarding our CellCept® Collaboration and Promotion Agreement dated July 18, 2003, as amended (“Collaboration Agreement”), this letter (“Letter Agreement”) sets forth certain understandings and agreements reached by Aspreva and Roche with respect to activities undertaken by Roche to develop and commercialize CellCept for autoimmune indications (“ROW Activities”). The ROW Activities consist of the following:

THIS AGREEMENT made as of the 11th day of January, 2006 SETTLEMENT AGREEMENT & RELEASE
Agreement • February 16th, 2006 • Aspreva Pharmaceuticals CORP • Pharmaceutical preparations

THIS AGREEMENT WITNESSES THAT in consideration of the promises and the mutual covenants herein contained, the parties do hereby agree with each other as follows:

SCHEDULE B ASPREVA PHARMACEUTICALS CORPORATION
Aspreva Pharmaceuticals CORP • October 25th, 2006 • Pharmaceutical preparations • British Columbia

Aspreva Pharmaceuticals Corporation (the “Corporation”) considers it essential to the best interests of its members to foster the continuous employment of its senior executive officers. In this regard, the Board of Directors of the Corporation (the “Board”) has determined that it is in the best interests of the Corporation and its members that appropriate steps should be taken to reinforce and encourage management’s continued attention, dedication and availability to the Corporation in the event of a Potential Change in Control (as defined in Section 2), without being distracted by the uncertainties which can arise from any possible changes in control of the Corporation.

ASPREVA PHARMACEUTICALS
Aspreva Pharmaceuticals CORP • September 26th, 2007 • Pharmaceutical preparations

This will serve to confirm our recent discussions to amend your employment agreement dated January 6, 2007, to reflect our mutual agreement for your work location to now be based in Basking Ridge, New Jersey. This change will be effective October 1, 2007. This letter (the “Addendum”) sets forth the substance of the changes to the letter agreement and between you and Aspreva Pharmaceuticals Corporation (the “Corporation”) dated 6, January, 2007 (the “Employment Agreement”), between you and the Corporation and to Schedules A (“Confidentiality Agreement”) and B (“Change in Control Agreement” ) thereto (collectively the “Schedules”). All Capitalized Terms not defined in this Addendum that are defined in the Employment Agreement or the Schedules, shall have the same meaning as defined in the Employment Agreement and/or the Schedules as the context requires.

EMPLOYMENT AGREEMENT ASPREVA PHARMACEUTICALS CORPORATION 1203- 4464 Markham Street Victoria, BC. V8Z 7X8
Employment Agreement • July 16th, 2007 • Aspreva Pharmaceuticals CORP • Pharmaceutical preparations • British Columbia

This Agreement confirms the terms and conditions of your employment by the Corporation and will constitute your employment agreement. Those terms and conditions are set out below:

EXHIBIT 10.19 FIDUCIARY CONTRACT / MANDATE
Aspreva Pharmaceuticals CORP • January 24th, 2005
EXECUTIVE EMPLOYMENT AGREEMENT Aspreva Pharmaceuticals Inc
Executive Employment Agreement • October 25th, 2006 • Aspreva Pharmaceuticals CORP • Pharmaceutical preparations • New Jersey

This Agreement confirms the terms and conditions of your employment by Aspreva Pharmaceuticals Inc (the “Corporation”) and will constitute your employment agreement (the “Agreement”). Those terms and conditions are set out below. We also seek to complete pre-employment, an appropriate medical check, drug screen and criminal check.

EMPLOYMENT AGREEMENT ASPREVA PHARMACEUTICALS CORPORATION 1203- 4464 Markham St. Victoria BC. V8Z 7X8
Private and Confidential • February 26th, 2007 • Aspreva Pharmaceuticals CORP • Pharmaceutical preparations • British Columbia

This Agreement confirms the terms and conditions of your employment by the Corporation and will constitute your employment agreement. Those terms and conditions are set out below:

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