LEASE AGREEMENT between ABRAXIS BIOSCIENCE, LLC and APP PHARMACEUTICALS, LLCLease Agreement • December 20th, 2007 • Abraxis Biosciences, Inc. • Pharmaceutical preparations • Delaware
THIS LEASE AGREEMENT (this “Lease”), dated effective the 13th day of November, 2007 (the “Effective Date”), is made by and between Abraxis BioScience, LLC, a Delaware limited liability company (“LESSOR”), and APP Pharmaceuticals, LLC, a Delaware limited liability company (“LESSEE”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 20th, 2007 • Abraxis Biosciences, Inc. • Pharmaceutical preparations
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of November 13, 2007 by and among New Abraxis, Inc. (the “Company”), a Delaware corporation and currently a wholly-owned subsidiary of APP Pharmaceuticals, Inc., APP Pharmaceuticals, Inc. (f/k/a Generico Holdings, Inc.) (“Gholdco”), Dr. Patrick Soon-Shiong (“PSS”) and certain stockholders of Gholdco receiving Common Stock in the Spin-off (each as defined below) who execute and deliver a counterpart to this Agreement (collectively, the “Stockholder Parties”).
SEPARATION AND DISTRIBUTION AGREEMENT among APP PHARMACEUTICALS, INC. (f/k/a GENERICO HOLDINGS, INC.) APP PHARMACEUTICALS, LLC ABRAXIS BIOSCIENCE, LLC and NEW ABRAXIS, INC. (to be renamed ABRAXIS BIOSCIENCE, INC.) Dated as of November 13, 2007Separation and Distribution Agreement • December 20th, 2007 • Abraxis Biosciences, Inc. • Pharmaceutical preparations • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of November 13th, 2007, is among APP Pharmaceuticals, Inc., a Delaware corporation formerly known as Generico Holdings, Inc. (“Gholdco”), APP Pharmaceuticals, LLC, a Delaware limited liability company (“Generico”) (Gholdco and Generico, together, the “Generico Parties”), Abraxis BioScience, LLC, a Delaware limited liability company (“New Alpha, LLC”), and New Abraxis, Inc., a Delaware corporation (to be renamed Abraxis BioScience, Inc.) (“New Alpha”) (New Alpha, LLC and New Alpha, together, the “Alpha Parties”).
ContractManufacturing Agreement • December 20th, 2007 • Abraxis Biosciences, Inc. • Pharmaceutical preparations • Delaware
Note: Redacted portions have been marked with (***). The redacted portions are subject to a request for confidential treatment that has been filed with the Securities and Exchange Commission.
TAX ALLOCATION AGREEMENTTax Allocation Agreement • December 20th, 2007 • Abraxis Biosciences, Inc. • Pharmaceutical preparations • Delaware
TAX ALLOCATION AGREEMENT (this “Agreement”), dated as of November 13th, 2007, among APP Pharmaceuticals, Inc. (f/k/a Generico Holdings, Inc.), a Delaware corporation (“Gholdco”), APP Pharmaceuticals, LLC, a Delaware limited liability company (“Generico”) (Gholdco and Generico, collectively, the “Generico Parties”), New Abraxis, Inc., a Delaware corporation (to be renamed Abraxis BioScience, Inc.) (“New Alpha”), and Abraxis BioScience, LLC, a Delaware limited liability company (“New Alpha, LLC”) (New Alpha and New Alpha, LLC, collectively, the “Alpha Parties”).
TRANSITION SERVICES AGREEMENTTransition Services Agreement • December 20th, 2007 • Abraxis Biosciences, Inc. • Pharmaceutical preparations • Delaware
THIS TRANSITION SERVICES AGREEMENT (this “Agreement”) is entered into as of November 13, 2007 (the “Effective Date”), between NEW ABRAXIS, INC. a Delaware corporation (to be renamed Abraxis BioScience, Inc.) (“New Alpha”), and APP PHARMACEUTICALS, INC., a Delaware corporation formerly known as Generico Holdings, Inc. and Abraxis BioScience, Inc. (“Gholdco”).
AGREEMENTAgreement • December 20th, 2007 • Abraxis Biosciences, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT (this “Agreement”) is entered into as of November 13, 2007 between New Abraxis, Inc., a Delaware corporation (“New Abraxis”), and APP Pharmaceuticals, Inc., a Delaware corporation (“New APP”).
