Savient Pharmaceuticals Inc Sample Contracts

Exhibit 1.1 ----------- JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on this Schedule 13G/A, dated Febraury 14, 2003, (the "Schedule 13G/A"), with respect to the Common Stock, $.01 par value, of Bio- Technology General Corp....
Joint Filing Agreement • February 14th, 2003 • Bio Technology General Corp • Medicinal chemicals & botanical products

The undersigned hereby agree that the Statement on this Schedule 13G/A, dated Febraury 14, 2003, (the "Schedule 13G/A"), with respect to the Common Stock, $.01 par value, of Bio-Technology General Corp. is filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities and Exchange Act of 1934, as amended, and that this Agreement shall be included as an Exhibit to this Schedule 13G/A. Each of the undersigned agrees to be responsible for the timely filing of the Schedule 13G/A, and for the completeness and accuracy of the information concerning itself contained therein. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

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SAVIENT PHARMACEUTICALS, INC. 4,300,000 Shares of Common Stock, $.01 per share par value Underwriting Agreement
Savient Pharmaceuticals Inc • October 9th, 2009 • Medicinal chemicals & botanical products • New York

Savient 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 representative (the “Representative”), an aggregate of 4,300,000 shares of Common Stock, $.01 per share par value (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 645,000 shares of Common Stock (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 referred to herein as the “Stock.”

SAVIENT PHARMACEUTICALS, INC. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of February 4, 2011 4.75% Convertible Senior Notes due 2018
Indenture • February 4th, 2011 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products • New York

INDENTURE dated as of February 4, 2011 between SAVIENT PHARMACEUTICALS, INC., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).

EMPLOYMENT AGREEMENT FOR LAWRENCE A. GYENES SENIOR VICE PRESIDENT, CHIEF FINANCIAL OFFICER AND TREASURER
Employment Agreement • August 27th, 2004 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products • New Jersey
RIGHTS AGREEMENT between Savient Pharmaceuticals, Inc. and American Stock Transfer & Trust Company, LLC, as Rights Agent Dated August 6, 2012
Rights Agreement • August 7th, 2012 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products • Delaware

RIGHTS AGREEMENT, dated August 6, 2012 (the “Agreement”), between Savient Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability company, as Rights Agent (the “Rights Agent”).

AGREEMENT AND
Agreement and Plan of Reorganization • March 30th, 2001 • Bio Technology General Corp • Medicinal chemicals & botanical products • New York
SAVIENT PHARMACEUTICALS, INC. [—]% Convertible Senior Notes due [February 1], 20[18] Underwriting Agreement
Savient Pharmaceuticals Inc • January 31st, 2011 • Medicinal chemicals & botanical products • New York

Savient 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 representative (the “Representative”), $[125,000,000] principal amount of its [—]% Convertible Senior Notes due 20[18] (the “Underwritten Securities”) and, at the option of the Underwriters, up to an additional $[18,750,000] principal amount of its [—]% Convertible Senior Notes due 20[18] (the “Option Securities”) if and to the extent that the Underwriters shall have determined to exercise the option to purchase such [—]% Convertible Senior Notes due 20[18] granted to the Underwriters in Section 2 hereof. The Underwritten Securities and the Option Securities are herein referred to as the “Securities”. The Securities will be convertible into shares (the “Underlying Securities”) of common stock of the Company, par value $0.01 per share (the “Common Stock”). The Securities will be issued p

INTRODUCTION
Asset Purchase Agreement • March 24th, 2005 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products • New York
SAVIENT PHARMACEUTICALS, INC. COPROMOTION AGREEMENT
Entire Agreement • March 24th, 2005 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products • New York
AND
Rights Agreement • October 9th, 1998 • Bio Technology General Corp • Medicinal chemicals & botanical products • Delaware
BIO-TECHNOLOGY GENERAL CORP. 1250 Broadway New York, N.Y. 10001 212-239-0450
Bio Technology General Corp • August 7th, 1997 • Medicinal chemicals & botanical products
EXHIBIT 2.1 SHARE PURCHASE AGREEMENT
Share Purchase Agreement • March 24th, 2005 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products • New York
SAVIENT PHARMACEUTICALS, INC. EMPLOYMENT AGREEMENT FOR PAUL HAMELIN SENIOR VICE PRESIDENT – COMMERCIAL OPERATIONS
Employment Agreement • May 25th, 2006 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products • New Jersey

This Agreement is made, entered into, and is effective as of the Effective Date, by and between the Company and the Executive.

EMPLOYMENT AGREEMENT
Employment Agreement • September 27th, 2012 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products • New Jersey

This Agreement is made, entered into, and is effective as of the Effective Date, by and between the Company and the Executive.

OFFICE LEASE AGREEMENT BY AND BETWEEN WELLS REIT – MULTI-STATE OWNER, LLC AND SAVIENT PHARMACEUTICALS, INC. Bridgewater Crossing 400 Crossing Boulevard Bridgewater, New Jersey
Office Lease Agreement • February 29th, 2012 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products

THIS OFFICE LEASE AGREEMENT (this “Lease”) is dated as of the 23rd day of January, 2012, by and between WELLS REIT – MULTI-STATE OWNER, LLC, a Delaware limited liability company (“Landlord”), and SAVIENT PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).

LEASE AND LEASE AGREEMENT Between SCV Partners The Landlord And Bio-Technology General Corp. The Tenant For Leased Premises In One Tower Center East Brunswick, New Jersey June 11, 2002
Lease and Lease Agreement • November 15th, 2002 • Bio Technology General Corp • Medicinal chemicals & botanical products • New Jersey

LEASE AND LEASE AGREEMENT, dated as of June 11, 2002, between SCV Partners, a New Jersey general partnership, with offices c/o Boston Properties at 302 Carnegie Center, Princeton, New Jersey 08540 (the “Landlord”), and Bio-Technology General Corp., a Delaware corporation, with its principal office at 70 Wood Avenue South, Iselin, New Jersey 08830 (the “Tenant”).

Amendment to Employment Agreement
Amendment to Employment Agreement • March 2nd, 2009 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products
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5,927,343 Units SAVIENT PHARMACEUTICALS, INC. PLACEMENT AGENT AGREEMENT
Savient Pharmaceuticals Inc • April 3rd, 2009 • Medicinal chemicals & botanical products • New York
STOCK OPTION AGREEMENT (Non-Qualified Stock Option to Employee)
Stock Option Agreement • October 9th, 2012 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products • Delaware

NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) made as of September 24, 2012, between SAVIENT PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and John P. Hamill, an employee of the Company or of a subsidiary of the Company (the “Optionee”).

EXCHANGE AND PURCHASE AGREEMENT
Exchange and Purchase Agreement • May 9th, 2012 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products

(including any other persons or entities exchanging Existing Notes (as defined below) or purchasing New Notes (as defined below) hereunder for whom the undersigned Holder holds contractual and investment authority, the “Holder”) enters into this Exchange and Purchase Agreement (the “Agreement”) with Savient Pharmaceuticals, Inc., a Delaware corporation (the “Company”), on May 7, 2012 whereby the Holder will (a) exchange (the “Exchange”) certain of the Company’s 4.75% Convertible Senior Notes due 2018 (the “Existing Notes”) for certain of the Company’s Units (as defined below), each Unit consisting of (i) $1,000 principal amount at maturity new Senior Secured Discount Notes due 2019 (the “New Notes”) that will be issued pursuant to the provisions of an Indenture, to be dated as of May 9, 2012 in the form of Exhibit A hereto (the “Indenture”) between the Company, each of the guarantors named therein (the “Guarantors”) and U.S. Bank National Association, as Trustee (the “Trustee”) and col

ACQUISITION AGREEMENT among SAVIENT PHARMACEUTICALS, INC. AND SAVIENT PHARMA HOLDINGS, INC., as Sellers, and CREALTA PHARMACEUTICALS LLC as Purchaser Dated as of December 10, 2013
Acquisition Agreement • December 16th, 2013 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products • Delaware

THIS ACQUISITION AGREEMENT, dated as of December 10, 2013 (this “Agreement”), is made among Savient Pharmaceuticals, Inc., a Delaware corporation (the “Parent”), its wholly-owned subsidiary, Savient Pharma Holdings, Inc., a Delaware corporation (the “Seller Subsidiary,” and together with the Parent, the “Sellers”), and Crealta Pharmaceuticals LLC, a Delaware limited liability company (the “Purchaser”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in Article IX.

Amendment to Employment Agreement
Amendment to Employment Agreement • March 31st, 2003 • Bio Technology General Corp • Medicinal chemicals & botanical products

This Amendment is made, entered into, and is effective as of the Amendment Date, by and between the Company and the Executive.

AMENDED AND RESTATED EMPLOYMENT AND CONFIDENTIALITY AGREEMENT
Employment and Confidentiality Agreement • February 19th, 2009 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products • New Jersey

This Employment and Confidentiality Agreement (this “Agreement”) is entered into as of February 6, 2006, and amended and restated as of February 12, 2009, by and among David G. Gionco (“Employee”) and Savient Pharmaceuticals, Inc., a Delaware corporation having an address of One Tower Center, 14th Floor, East Brunswick, NJ 08816 (the “Company”).

Execution Copy
Separation and General Release Agreement • June 2nd, 2011 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products • New Jersey

This Agreement must be executed and delivered to the Company (Attn: Philip K. Yachmetz, Senior Vice President & General Counsel) on or before June 21, 2011, but not prior to May 30, 2011.

CONSULTING SERVICES AGREEMENT BETWEEN SAVIENT PHARMACEUTICALS, INC. AND
Consulting Services Agreement • May 8th, 2009 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products • New Jersey

THIS CONSULTING SERVICES AGREEMENT (hereinafter referred to as the “Agreement”) effective as of the 22nd day of January, 2009 by and between Savient Pharmaceuticals, Inc., a corporation organized under the laws of the State of Delaware with a place of business at One Tower Center, East Brunswick, New Jersey 08816 (hereinafter referred to as “Company”), and Lee S. Simon, MD (hereinafter referred to as “Consultant”).

SHARE PURCHASE AGREEMENT relating to ROSEMONT PHARMACEUTICALS LIMITED between NED-INT HOLDINGS LTD and AKZO NOBEL N.V. on the one side BIO-TECHNOLOGY GENERAL CORP. on the other side
Share Purchase Agreement • October 15th, 2002 • Bio Technology General Corp • Medicinal chemicals & botanical products

BIO-TECHNOLOGY GENERAL CORP. whose registered office is at 70 Wood Avenue South, Iselin, New Jersey 08830, USA or such other of its Affiliates from time to time as it may nominate pursuant to Clause 9.6 (the Purchaser).

SAVIENT PHARMACEUTICALS, INC. Underwriting Agreement
Savient Pharmaceuticals Inc • February 1st, 2011 • Medicinal chemicals & botanical products • New York

Savient 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 representative (the “Representative”), $200,000,000 principal amount of its 4.75% Convertible Senior Notes due 2018 (the “Underwritten Securities”) and, at the option of the Underwriters, up to an additional $30,000,000 principal amount of its 4.75% Convertible Senior Notes due 2018 (the “Option Securities”) if and to the extent that the Underwriters shall have determined to exercise the option to purchase such 4.75% Convertible Senior Notes due 2018 granted to the Underwriters in Section 2 hereof. The Underwritten Securities and the Option Securities are herein referred to as the “Securities”. The Securities will be convertible into shares (the “Underlying Securities”) of common stock of the Company, par value $0.01 per share (the “Common Stock”). The Securities will be issued pursuant

EMPLOYMENT AGREEMENT
Employment Agreement • August 10th, 2001 • Bio Technology General Corp • Medicinal chemicals & botanical products • New Jersey

AGREEMENT made as of June 4, 2001, between BIO-TECHNOLOGY GENERAL CORP., a Delaware corporation with an office at 70 Wood Avenue South, Iselin, New Jersey 08830 (the "Company") and John A. Bond, having a residence at 130 Colket Lane, Devon, PA 19333 (the "Executive").

SUBSCRIPTION AGREEMENT
Subscription Agreement • April 3rd, 2009 • Savient Pharmaceuticals Inc • Medicinal chemicals & botanical products • New York

The undersigned (the “Investor”) hereby confirms its agreement with Savient Pharmaceuticals, Inc., a Delaware corporation (the “Company”), as follows:

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