CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT HORIZON THERAPEUTICS PLC TREATS AS PRIVATE OR CONFIDENTIAL LICENSE AGREEMENTLicense Agreement • March 1st, 2023 • Horizon Therapeutics Public LTD Co • Pharmaceutical preparations
THIS LICENSE AGREEMENT is made and entered into as of the 12th day of August 1998, by and among Mountain View Pharmaceuticals, Inc., Duke University, and Bio-Technology General Corporation.
Name] [Address] Re: Retention Bonus Agreement Dear [•]:Horizon Therapeutics Public LTD Co • March 1st, 2023 • Pharmaceutical preparations
In connection with the proposed sale (the “Transaction”) of Horizon Therapeutics plc (the “Company”) to Amgen Inc., the Company has selected you, in light of your contributions to date, to receive a special retention bonus (the “Retention Bonus”) in accordance with the terms of this letter agreement (this “Agreement”). This Agreement and the Retention Bonus are conditioned on the consummation of the Transaction (the “Closing”). If the Transaction is abandoned by the Company or the Transaction Agreement between the Company and Amgen Inc., dated December 12, 2022 (the “Transaction Agreement”), is terminated prior to the Closing, this Agreement will terminate and be of no force or effect and you will not be entitled to keep the Retention Bonus.
EXCISE TAX GROSS-UP AGREEMENTExcise Tax Gross-Up Agreement • March 1st, 2023 • Horizon Therapeutics Public LTD Co • Pharmaceutical preparations
THIS EXCISE TAX GROSS-UP AGREEMENT (this “Agreement”), by and between Horizon Therapeutics plc, a public limited company incorporated under the laws of Ireland (with registration number 507678) (the “Company”), and [EXECUTIVE] (the “Executive” and, together with the Company, the “Parties”) is effective as of [________], 2023 (the “Effective Date”).
