EXHIBIT 10.13 VANDA PHARMACEUTICALS INC. EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is entered into as of February 10, 2005 by and between William D. Clark (the "Employee") and Vanda Pharmaceuticals Inc., a Delaware corporation...Employment Agreement • December 29th, 2005 • Vanda Pharmaceuticals Inc. • Maryland
NDD-094 LICENSE AGREEMENT betweenLicense Agreement • February 16th, 2006 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • New York
WITNESSETH:Lease Agreement • December 29th, 2005 • Vanda Pharmaceuticals Inc.
4,680,000 Shares of Common Stock par value $0.001 702,000 Over-Allotment Shares Vanda Pharmaceuticals Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • August 7th, 2013 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • New York
EXHIBIT 10.8 AMENDMENT TO LEASE AGREEMENT This amendment to lease agreement ("AGREEMENT") made and entered into this 29th day of September 2003, by and between Red Gate III LLC ("LANDLORD") and Vanda Pharmaceuticals, Inc. ("TENANT"). WITNESSETH:...Lease Agreement • December 29th, 2005 • Vanda Pharmaceuticals Inc.
This amendment to lease agreement ("AGREEMENT") made and entered into this 29th day of September 2003, by and between Red Gate III LLC ("LANDLORD") and Vanda Pharmaceuticals, Inc. ("TENANT").
5,000,000 Shares of Common Stock par value $0.001 750,000 Option Shares Vanda Pharmaceuticals Inc. PURCHASE AGREEMENTPurchase Agreement • October 29th, 2014 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • New York
Vanda Pharmaceuticals Inc., a Delaware corporation (the “Company”), proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 5,000,000 shares of common stock, $0.001 par value per share, together with associated rights pursuant to that certain Rights Agreement, dated as of September 25, 2008, between the Company and American Stock Transfer & Trust Company, LLC, as amended (the “Common Stock”), of the Company (the “Firm Shares”). The Company has also granted to the several Underwriters an option to purchase up to 750,000 additional shares of Common Stock, on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Purchase Agreement are herein collectively called the “Securities.”
EXHIBIT 10.15 VANDA PHARMACEUTICALS INC. EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is entered into as of August 15, 2005 by and between Deepak S. Phadke (the "Employee") and Vanda Pharmaceuticals Inc., a Delaware corporation...Employment Agreement • December 29th, 2005 • Vanda Pharmaceuticals Inc. • Maryland
VANDA PHARMACEUTICALS INC. 5,500,000 Shares 1 Common Stock ($0.001 par value) Underwriting AgreementVanda Pharmaceuticals Inc. • March 16th, 2018 • Pharmaceutical preparations • New York
Vanda Pharmaceuticals Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of common stock, $0.001 par value (“Common Stock”), of the Company set forth in Schedule I hereto (the “Securities”) (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to the number of additional shares of Common Stock set forth in Schedule I hereto (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule II other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Un
VANDA PHARMACEUTICALS INC. and American Stock Transfer & Trust Company, LLC, as Rights Agent RIGHTS AGREEMENT Dated as of September 25, 2008Rights Agreement • September 25th, 2008 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • Delaware
Stock represented by such certificate. As soon as practicable following the Distribution Date, separate certificates evidencing the Rights (“Right Certificates”) will be mailed to holders of record of the Common Stock as of the close of business on the Distribution Date and such separate Right Certificates alone will evidence the Rights.
VANDA PHARMACEUTICALS INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 29th, 2020 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • District of Columbia
This Employment Agreement (this “Agreement”) by and between KEVIN MORAN (the “Executive”) and VANDA PHARMACEUTICALS INC., a Delaware corporation (the “Company”) was originally entered into as of August 6, 2010 and was amended and restated as of May 5, 2020. This Agreement is hereby further amended and restated as of July 27, 2020.
EXHIBIT 10.11 INDEMNIFICATION AGREEMENT dated __________ , between VANDA PHARMACEUTICALS INC., a Delaware corporation (the "Company"), and _______ (the "Indemnitee"). WHEREAS, the Company has adopted provisions in its Certificate of Incorporation and...Indemnification Agreement • December 29th, 2005 • Vanda Pharmaceuticals Inc. • Delaware
Vanda Pharmaceuticals Inc. Amended and Restated Employment AgreementEmployment Agreement • August 10th, 2009 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • Maryland
This Employment Agreement (this “Agreement”) was entered into as of February 10, 2005, by and between Mihael H. Polymeropoulos (the “Employee”) and Vanda Pharmaceuticals Inc., a Delaware corporation (the “Company”), and was amended and restated as of November 4, 2008. This Agreement is hereby further amended and restated as of December 16, 2008.
VANDA PHARMACEUTICALS INC. 3,500,000 Shares of Common Stock Underwriting AgreementVanda Pharmaceuticals Inc. • January 17th, 2007 • Pharmaceutical preparations • New York
Vanda Pharmaceuticals Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 3,500,000 shares of Common Stock, par value $0.001 per share, of the Company (the “Underwritten Shares” and, at the option of the Underwriters, up to an additional 525,000 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”). The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are herein referred to as the “Stock”.
ANDLicense, Development and Commercialization Agreement • April 7th, 2006 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • New York
ContractVanda Pharmaceuticals Inc. • June 15th, 2017 • Pharmaceutical preparations • England and Wales
Neither this document, nor any stock option agreement connected with it, is an approved prospectus for the purposes of section 85(1) of the Financial Services and Markets Act 2000 (“FSMA”) and no offer of transferable securities to the public (for the purposes of section 102B of FSMA) is being made in connection with the UK Sub-Plan to the Vanda Pharmaceuticals Inc. Amended and Restated 2016 Equity Incentive Plan (the “Sub-Plan”). The Sub-Plan is exclusively available to bona fide employees and former employees of Vanda Pharmaceuticals Inc., Vanda Pharmaceuticals Limited and any other UK Subsidiary.
CONFIDENTIAL TREATMENT REQUESTED AMENDMENT NO. 2 TO SUBLICENSE AGREEMENTSublicense Agreement • June 10th, 2015 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • New York
THIS AMENDMENT to the Sublicense Agreement effective as of November 20, 1997 (the “Sublicense Agreement”) is made as of April 10, 2001 by and between TITAN PHARMACEUTICALS, INC., a corporation organized under the laws of the State of Delaware and having its principal office at 400 Oyster Point Blvd., Suite 505, South San Francisco, CA 94080 (hereinafter “TITAN”), and NOVARTIS PHARMA A.G., a corporation organized under the laws of Switzerland and having its principal office at Lichtstrasse 35, CH 4002 Basel, Switzerland (hereinafter “NOVARTIS”). Capitalized terms used in this Amendment shall have the same meanings set forth in the Sublicense Agreement.
betweenSublicense Agreement • April 7th, 2006 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • New York
AMENDMENT TO RIGHTS AGREEMENTRights Agreement • December 22nd, 2009 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • Delaware
This Amendment to Rights Agreement (this “Amendment”) between Vanda Pharmaceuticals Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, as Rights Agent (the “Rights Agent”), is effective this 22nd day of December, 2009.
ASSET TRANSFER AGREEMENT by and among VANDA PHARMACEUTICALS INC. NOVARTIS PHARMA AG and NOVARTIS AG Dated as of December 22, 2014Asset Transfer Agreement • June 10th, 2015 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • New York
THIS ASSET TRANSFER AGREEMENT, dated as of December 22, 2014 (this “Agreement”), is made by and among Vanda Pharmaceuticals Inc., a Delaware corporation (“Buyer”), Novartis Pharma AG, a company organized under the laws of Switzerland (“NPhAG”) and Novartis AG, a company organized under the laws of Switzerland (“NAG” and, together with NPhAG, “Sellers”). Sellers and Buyer may hereinafter be referred to individually as a “Party” and, collectively, as the “Parties”.
Vanda Pharmaceuticals Inc.Vanda Pharmaceuticals Inc. • March 10th, 2011 • Pharmaceutical preparations
You and Vanda Pharmaceuticals, Inc. (the “Company”) entered into an employment agreement as of May 22, 2009, (the “Employment Agreement”). To avoid potential adverse tax consequences imposed by Section 409A of the Internal Revenue Code of 1986, as amended, the Employment Agreement is hereby further amended as follows:
SECOND AMENDMENT TO LEASELease Commencement Date Agreement • March 13th, 2008 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations
The Rentable Floor Area of Tenant’s Space for purposes of calculating Tenant’s Share shall be 27,269 from and after the Expansion Space Commencement Date through the balance of the Term.
Vanda Pharmaceuticals Inc. 9605 Medical Center Drive, Suite 300 Rockville, MD 20850 December 17, 2008Vanda Pharmaceuticals Inc. • March 13th, 2009 • Pharmaceutical preparations • Maryland
This letter (the “Agreement”) confirms the agreement between you and Vanda Pharmaceuticals Inc. (the “Company”) regarding the termination of your employment with the Company.
VANDA PHARMACEUTICALS INC. 2016 EQUITY INCENTIVE PLANVanda Pharmaceuticals Inc. • June 15th, 2017 • Pharmaceutical preparations
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 13th, 2015 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • New York
This STOCK PURCHASE AGREEMENT (the “Agreement”), is made as of December 22, 2014, by and between Vanda Pharmaceuticals Inc., a Delaware corporation (the “Company”), and Novartis Pharma AG, a corporation organized under the laws of Switzerland (the “Purchaser”).
AMENDMENT TO RIGHTS AGREEMENTRights Agreement • June 1st, 2018 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • Delaware
Amendment, dated as of June 1, 2018 (this “Amendment”), by and between Vanda Pharmaceuticals Inc. (the “Company”) and American Stock Transfer and Trust Company, as duly appointed rights agent (the “Rights Agent”) to the Rights Agreement, dated as of September 25, 2008 (the “Rights Agreement”), by and between the Company and the Rights Agent.
AMENDMENT NO. 1 TO LEASELease • May 8th, 2014 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations
THIS AMENDMENT NO. 1 TO LEASE (“Amendment”) is made as of the 18 day of March 2014 (“Effective Date”), by and between SQUARE 54 OFFICE OWNER LLC, a Delaware limited liability company (“Landlord”), and VANDA PHARMACEUTICALS INC., a Delaware corporation (“Tenant”).
LEASE BETWEEN SQUARE 54 OFFICE OWNER LLC (as Landlord) AND VANDA PHARMACEUTICALS INC. (as Tenant) 2200 Pennsylvania Avenue, N.W. Washington, D.C.Lease • November 7th, 2011 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • Washington
THIS LEASE (this “Lease”) is made as of the 25th day of July, 2011 (the “Effective Date”), by and between SQUARE 54 OFFICE OWNER LLC, a Delaware limited liability company (hereinafter referred to as “Landlord”), and VANDA PHARMACEUTICALS INC., a Delaware corporation (hereinafter referred to as “Tenant”).
TAX INDEMNITY AGREEMENTTax Indemnity Agreement • March 10th, 2011 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations
This Amended and Restated Tax Indemnity Agreement (this “Agreement"') is made as of this 16th day of December 2010 by and between Vanda Pharmaceuticals Inc. (the “Company”) and Mihael H. Polymeropoulos (the “Executive"').
EXHIBIT 1.1 VANDA PHARMACEUTICALS INC. 5,750,000 Shares of Common Stock Underwriting AgreementVanda Pharmaceuticals Inc. • March 28th, 2006 • Pharmaceutical preparations • New York
Manufacturing Agreement May 6, 2016Manufacturing Agreement • July 28th, 2016 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations
WHEREAS, Client previously held the rights to the Product in the whole world other than the United States of America (“USA”) and Canada; and
LICENSE AGREEMENT between NOVARTIS PHARMA AG and VANDA PHARMACEUTICALS INC.License Agreement • March 13th, 2015 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • New York
This LICENSE AGREEMENT (“License Agreement”) is made as of this 22nd day of December, 2014, by and between Novartis Pharma AG, a company organized under the laws of Switzerland and located at Lichtstrasse 35, 4056 Basel, Switzerland (“Novartis”) and Vanda Pharmaceuticals Inc., a company organized under the laws of the State of Delaware, United States with its principal executive offices located at 2200 Pennsylvania Avenue, NW, Suite 300E, Washington, D.C. 20037 (“Vanda”). Novartis and Vanda are each referred to individually as a “Party” and together as the “Parties.”
EXHIBIT 4.2 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN...Vanda Pharmaceuticals Inc. • December 29th, 2005 • Maryland
CONFIDENTIAL TREATMENT REQUESTED LICENSE AGREEMENTConfidential Treatment Requested • February 17th, 2017 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • Delaware
THIS LICENSE AGREEMENT (this “Agreement”) dated as of October 24, 2016 (the “Effective Date”) is entered into between Vanda Pharmaceuticals Inc., a Delaware corporation with an address at 2200 Pennsylvania Avenue, N.W., Washington, DC 20037, on behalf of itself and its Affiliates (collectively, “Vanda”), and Taro Pharmaceuticals USA, Inc., a New York corporation, with a place of business at Three Skyline Drive, Hawthorne, NY 10532 (“Taro USA”) and Taro Pharmaceutical Industries Ltd., a corporation organized and existing under the laws of Israel, with a place of business at 14 Hakitor Street, Haifa Bay, 2624761, Israel (“Taro Israel”) on behalf of themselves and each of their Affiliates (collectively, “Taro”).
AMENDED AND RESTATED SUBLICENSE AGREEMENT between Novartis Pharma AG and Vanda Pharmaceuticals Inc.Sublicense Agreement • March 15th, 2010 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations • New York
THIS AMENDED AND RESTATED SUBLICENSE AGREEMENT (the “Sublicense Agreement”), entered into as of the 12th day of October, 2009 (the “Execution Date”), is between Vanda Pharmaceuticals Inc., a corporation organized and existing under the laws of the State of Delaware and having its principal office at 9605 Medical Center Drive, Suite 300, Rockville, MD 20850, United States of America (“Vanda”), and Novartis Pharma AG, a corporation organized under the laws of Switzerland and having its principal office at Lichtstrasse 35, CH-4056 Basel, Switzerland (“Novartis”).
AGREEMENTAgreement • February 4th, 2016 • Vanda Pharmaceuticals Inc. • Pharmaceutical preparations
THIS AGREEMENT (the “Agreement”) is made as of February 2, 2016 (the “Effective Date”) by and among, Titan Pharmaceuticals, Inc., a Delaware corporation (“Titan”), Aventisub LLC, a Delaware limited liability company, the successor-in-interest to Aventisub II Inc. (“Sanofi-Aventis”) and Vanda Pharmaceuticals Inc., a Delaware corporation (“Vanda”) All entities identified above shall be collectively referred to as the “Parties” and individually as a “Party”.
