EXHIBIT 4.1 RIGHTS AGREEMENT by and between NOVEN PHARMACEUTICALS, INC.Rights Agreement • November 9th, 2001 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
RECITALSLicense Agreement • May 14th, 2001 • Noven Pharmaceuticals Inc • Pharmaceutical preparations
ARTICLE 1 PROPERTY DEMISEDLease • March 16th, 2005 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Florida
1 EXHIBIT 10.7 AMENDMENT TO OPERATING AGREEMENT FIRST AMENDMENT, dated as of March 29, 2001, (this "Amendment"), to LIMITED LIABILITY COMPANY OPERATING AGREEMENT dated May 1, 1998, of Vivelle Ventures LLC (the "Company"), by and among Novartis...Operating Agreement • May 14th, 2001 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
1 EXHIBIT 10.5 SUPPLY AGREEMENTSupply Agreement • May 14th, 2001 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • New York
RECITALSEmployment Agreement • November 13th, 2003 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Florida
1 EXHIBIT 10.4 PURCHASE AGREEMENTPurchase Agreement • May 14th, 2001 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • New York
AMENDMENTLicense Agreement • December 3rd, 1996 • Noven Pharmaceuticals Inc • Pharmaceutical preparations
Agreement ---------Employment Agreement • March 30th, 1998 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Florida
1 EXHIBIT 10.1 DEVELOPMENT AGREEMENTDevelopment Agreement • August 10th, 2001 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • New York
1 EXHIBIT 10.33 OPERATING AGREEMENTLimited Liability Company Operating Agreement • May 15th, 1998 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
1 EXHIBIT 10.3 SUBLICENSE AGREEMENTSublicense Agreement • May 14th, 2001 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • New York
EXHIBIT 10.25 TRANSACTION AGREEMENT DATED AS OF FEBRUARY 26, 2003Transaction Agreement • March 26th, 2003 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
THIS AGREEMENT, made and entered into this 1st day of February, 1995 by and between COLIN A. MORRIS (hereinafter referred to "EMPLOYEE") and Noven Pharmaceuticals, Inc., a Delaware Corporation having its principal office at 11960 S.W. 144th Street,...Employment Agreement • March 29th, 1996 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Florida
EXHIBIT 10.30 LICENSE AGREEMENT DATED AS OF FEBRUARY 25, 2004 BY AND BETWEEN NOVEN PHARMACEUTICALS, INC.License Agreement • March 9th, 2004 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • New York
EMPLOYMENT AGREEMENT (Change of Control)Employment Agreement • March 13th, 2009 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Florida
This Employment Agreement (“Agreement”), dated as of is entered into between Noven Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and (the “Executive”).
1 EXHIBIT 10.32 FORMATION AGREEMENTFormation Agreement • May 15th, 1998 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • New York
RECITALSSeverance and Non-Competition Agreement • November 13th, 2000 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Florida
1 EXHIBIT 10.7 EMPLOYMENT AGREEMENT (CHANGE IN CONTROL) This Employment Agreement, dated as of _____, 1999, is entered into between Noven Pharmaceuticals, Inc., a Delaware corporation (the "COMPANY"), and ________ (the "EXECUTIVE"). The Board of...Employment Agreement • March 24th, 2000 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Florida
EXHIBIT 10.4 INDEMNITY AGREEMENT THIS AGREEMENT is made and entered into as of ________________, 1999, by and between NOVEN PHARMACEUTICALS, INC., a Delaware corporation (the "Company"), and _______________________ (the "Indemnitee"). PRELIMINARY...Indemnity Agreement • March 29th, 1999 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
ANDLicense Agreement • July 23rd, 2004 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • New York
EXHIBIT 10.4 EMPLOYMENT AGREEMENT (CHANGE IN CONTROL) This Employment Agreement, dated as of __________________, 200_, is entered into between Noven Pharmaceuticals, Inc., a Delaware corporation (the "Company"), and _______________________ (the...Employment Agreement • November 9th, 2004 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Florida
STOCK APPRECIATION RIGHTS AGREEMENT (EMPLOYEE)Stock Appreciation Rights Agreement • May 5th, 2008 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Florida
This document sets forth the terms of a grant of stock appreciation rights (the “Award”) granted by Noven Pharmaceuticals, Inc., a Delaware corporation (the “Company”), pursuant to a Certificate of Stock Appreciation Rights (“Certificate”) displayed at the website of Smith Barney Stock Plan Services. The Certificate, which specifies the person to whom the award is granted (“Grantee”) and other specific details of the grant, and the electronic acceptance of the Certificate at the website of Smith Barney Stock Plan Services are incorporated herein by reference.
WITNESSETH:Lease Agreement • March 29th, 1996 • Noven Pharmaceuticals Inc • Pharmaceutical preparations
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 15th, 2009 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Florida
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of the 14th day of July, 2009, by and between NOVEN PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and JEFFREY EISENBERG (“Executive”) (collectively, the “Parties”).
1 Exhibit 10.17 AMENDED AND RESTATED LIMITED ASSIGNMENT AGREEMENTLimited Assignment Agreement • March 24th, 2000 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • New York
BACKGROUNDNon-Qualified Stock Option Agreement • November 9th, 2004 • Noven Pharmaceuticals Inc • Pharmaceutical preparations
AMENDED AND RESTATED RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • June 2nd, 2008 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Florida
THIS AGREEMENT made as of the 28th day of May, 2008 (the “Grant Date”), between Noven Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Peter Brandt (“Grantee”). Capitalized terms not defined herein shall have the meaning ascribed thereto in a certain Employment Agreement between the Company and the Grantee, dated April 29, 2008 (the “Employment Agreement”).
ANDSupply Agreement • July 23rd, 2004 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • New York
Re: Letter Agreement dated as of June 15, 2004 by and between Noven Pharmaceuticals, Inc. (“Noven”) and Shire US Inc. (“Shire US”) relating to the development of an Amphetamine Transdermal Delivery System (the “2004 Letter Agreement”), such agreement...Noven Pharmaceuticals Inc • August 8th, 2007 • Pharmaceutical preparations
Whereas the parties have been engaged in the development of an Amphetamine Transdermal Delivery System (the “Product”) under the terms of the ATS Agreement, and
RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • January 3rd, 2008 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Florida
THIS AGREEMENT made as of the 10th day of January, 2008, between Noven Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Robert C. Strauss. (“Grantee”).
SUPPLY AGREEMENT between Noven Pharmaceuticals, Inc. and P&G Pharmaceuticals, Inc. and P&G Pharmaceuticals, S.A.R.L.Supply Agreement • November 10th, 2008 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • New York
This Supply Agreement (together with the Schedules hereto, this “Agreement”) is entered into as of this 14th day of August 2008 (the “Effective Date”), by and between:
BACKGROUNDIncentive Stock Option Agreement • November 9th, 2004 • Noven Pharmaceuticals Inc • Pharmaceutical preparations
ContractRights Agreement • July 15th, 2009 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
AMENDMENT NO. 2 (this “Amendment”) dated as of July 14, 2009, to the Rights Agreement dated as of November 6, 2001, as amended on March 18, 2008 (the “Rights Agreement”), between NOVEN PHARMACEUTICALS, INC., a corporation organized and existing under the laws of the State of Delaware (the “Company”), and AMERICAN STOCK TRANSFER & TRUST LLC, a corporation organized and existing under the laws of the State of New York, as Rights Agent (the “Rights Agent”).
Re: Letter Agreement dated as of June 15, 2004 by and between Noven Pharmaceuticals, Inc. (“Noven”) and Shire US Inc. (“Shire US”) relating to the Development of the Amphetamine Transdermal Delivery System (the “Agreement”)Letter Agreement • August 8th, 2007 • Noven Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This letter agreement (the “Amendment”) supplements and amends the Agreement between Noven and Shire US relating to the development of an amphetamine transdermal delivery system (the “Product”), such Agreement having been assigned by Shire US to and assumed by its affiliate Shire Pharmaceuticals Ireland Limited (“Shire Ireland” and, together with Shire US, “Shire”) pursuant to its terms and that certain Assignment and Assumption Agreement between Shire US and Shire Ireland dated as of May 25, 2006. This Amendment supersedes and replaces the letter agreement between the parties dated July 20, 2006.
