SANCILIO PHARMACEUTICALS COMPANY, INC. [●] Shares Common Stock ($[●] par value per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • December 30th, 2015 • Sancilio Pharmaceuticals Company, Inc. • Pharmaceutical preparations • New York
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • December 30th, 2015 • Sancilio Pharmaceuticals Company, Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of , 20 between Sancilio Pharmaceuticals Company, Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
CREDIT AND SECURITY AGREEMENTCredit and Security Agreement • May 6th, 2016 • Sancilio Pharmaceuticals Company, Inc. • Pharmaceutical preparations • Maryland
THIS CREDIT AND SECURITY AGREEMENT (this “Agreement”), dated as of February 1, 2016 (the “Closing Date”) by and among MIDCAP FINANCIAL TRUST, a Delaware statutory trust (“MidCap”), as administrative agent (“Agent”), the Lenders listed on the Credit Facility Schedule attached hereto and otherwise party hereto from time to time (each a “Lender”, and collectively the “Lenders”), and SANCILIO PHARMACEUTICALS COMPANY, INC., a Delaware corporation (“Parent”) and the other entities shown as signatories hereto as a Borrower (collectively in the singular, “Borrower”), provides the terms on which Lenders agree to lend to Borrower and Borrower shall repay Lenders. The parties agree as follows:
FIRST AMENDMENT TO CREDIT AND SECURITY AGREEMENTCredit and Security • August 31st, 2015 • Sancilio Pharmaceuticals Company, Inc. • Pharmaceutical preparations • Florida
THIS FIRST AMENDMENT (this “First Amendment”), dated as of August 7, 2015, to the Credit And Security Agreement (the “Agreement”), dated as of August 27, 2013, between SANCILIO & COMPANY, INC., a Delaware corporation (the “Borrower”), FREDERICK D. SANCILIO and CAROLYN A. SANCILIO, husband and wife (collectively, the “Guarantor”) and CAPITAL BANK, N.A. (the “Bank”).
CREDIT AND SECURITY AGREEMENTCredit and Security Agreement • August 31st, 2015 • Sancilio Pharmaceuticals Company, Inc. • Pharmaceutical preparations • Florida
THIS CREDIT AND SECURITY AGREEMENT (the “Agreement”), dated as of August 27, 2013, between SANCILIO & COMPANY, INC., a Delaware corporation (the “Borrower”), FREDERICK D. SANCILIO and CAROLYN A. SANCILIO, husband and wife (collectively, the “Guarantor”) and CAPITAL BANK, N.A. (the “Bank”).
SANCILIO & COMPANY, INC. SECOND AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT MAY 21, 2014Adoption Agreement • August 31st, 2015 • Sancilio Pharmaceuticals Company, Inc. • Pharmaceutical preparations • Delaware
THIS SECOND AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT is made and entered into as of this 21st day of May, 2014 by and among Sancilio & Company, Inc., a Delaware corporation (the “Company”), each holder of the Company’s Series A Preferred Stock, par value $0.01 per share (“Series A Preferred Stock”), listed on Schedule A, each holder of the Company’s Series B Preferred Stock, par value $0.01 per share (the “Series B Preferred Stock”), listed on Schedule A and each holder of the Company’s Series C Preferred Stock, par value $0.01 per share (the “Series C Preferred Stock” and, together with the Series A Preferred Stock and Series B Preferred Stock, the “Preferred Stock”) listed on Schedule A (such holders of Preferred Stock and any subsequent investors, or transferees, who become parties hereto as “Investors” pursuant to Subsections 8.1(a) or 8.2 below, the “Investors”) and each holder of the Company’s Common Stock, par value $0.01 per share (“Common Stock”) listed on Schedule B (toge
Consulting AgreementConsulting Agreement • August 31st, 2015 • Sancilio Pharmaceuticals Company, Inc. • Pharmaceutical preparations • Florida
This Consulting Agreement (“Agreement”) by and between Sancilio and Company, Inc., a Florida corporation (“SCI”), and TherapeuticsMD, Inc., a Nevada corporation (“Therapeutics”), is entered into as of May 17, 2012 (the “Effective Date”). Each of SCI and Therapeutics are referred to hereinafter as a ‘Party” and collectively as the “Parties.”
AGREEMENT OF LEASE FORAgreement of Lease • August 31st, 2015 • Sancilio Pharmaceuticals Company, Inc. • Pharmaceutical preparations • Florida
THIS LEASE is made as of the 30th day of December, 2013 between Simone Holdings Inc., a Florida corporation and Signature Structures, Inc., a Florida corporation, d/b/a Simone Structures, J.V., with its of at 6761 W. Indiantown Road Suite 29, Jupiter, Florida 33458, as or Lessor or Landlord, and SANCILIO COMPANY, INC., a Delaware corporation, with its offices at 3874 Fiscal Court, Riviera Beach, Florida 33404, as Lessee or Tenant.
AGREEMENT OF LEASE FORLease Agreement • August 31st, 2015 • Sancilio Pharmaceuticals Company, Inc. • Pharmaceutical preparations • Florida
THIS LEASE is made as of the 5th day of December, 2005 between Simone Holdings Inc., a Florida corporation and Signature Structures, Inc., a Florida corporation, d/b/a Simone Structures, J.V., with its offices at 6761 W. Indiantown Road Suite 29, Jupiter, Florida 33458, as Landlord or Lessor, and SANCILIO & COMPANY, a Florida Corporation, with its-offices at 1001 No. US Hwy One Suite 409, Jupiter Florida 33477 as Tenant or Lessee.
SUMMARY OF AGREEMENT OF LEASE FOR SIGNATURE INDUSTRIAL CENTERSummary of Agreement • December 30th, 2015 • Sancilio Pharmaceuticals Company, Inc. • Pharmaceutical preparations • Florida
THIS LEASE is made as of the 10th day of August 2015 between Mitzvah Enterprises, Inc., a Florida corporation and Paramus Associates, Inc., a Florida corporation, d/b/a Mitzvah Associates, J.V., with its offices at 6761 W. Indiantown Road Suite 29, Jupiter, Florida 33458, as Lessor, and Sancilio and Company, Inc., a Florida Corporation, with its offices at 3874 Fiscal Court, Suite 200, Riviera Beach, FL 33404 as Lessee.
AGREEMENT OF LEASE FORLease Agreement • May 14th, 2015 • Sancilio Pharmaceuticals Company, Inc. • Pharmaceutical preparations • Florida
THIS LEASE is made as of the 5th day of December, 2005 between Simone Holdings Inc., a Florida corporation and Signature Structures, Inc., a Florida corporation, d/b/a Simone Structures, J.V., with its offices at 6761 W. Indiantown Road Suite 29, Jupiter, Florida 33458, as Landlord or Lessor, and SANCILIO & COMPANY, a Florida Corporation, with its-offices at 1001 No. US Hwy One Suite 409, Jupiter Florida 33477 as Tenant or Lessee.
TherapeuticsMD™Sancilio Pharmaceuticals Company, Inc. • December 30th, 2015 • Pharmaceutical preparations
This letter confirms the mutual agreement of TherapeuticsMD, Inc. (“TXMD”) and Sancilio & Company, Inc. (“SCI”) (sometimes referred to as the “Parties” and each a “Party”), to extend the Term of the Master Services Agreement between the Parties entered into as of as of January 30, 2015 (the “MSA”) for six (6) months.
