METABASIS THERAPEUTICS, INC. AMENDED AND RESTATED SEVERANCE AGREEMENTSeverance Agreement • August 7th, 2009 • Metabasis Therapeutics Inc • Pharmaceutical preparations • California
THIS AMENDED AND RESTATED SEVERANCE AGREEMENT (this “Agreement”) is entered into effective as of April 22, 2009 (the “Effective Date”), by and between BARRY GUMBINER (the “Employee”) and METABASIS THERAPEUTICS, INC., a Delaware corporation (the “Company”). This Agreement shall replace and supersede in its entirety that certain Severance Agreement between the Employee and Company entered into effective June 18, 2007 (the “Prior Agreement”).
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 7th, 2009 • Metabasis Therapeutics Inc • Pharmaceutical preparations • Virginia
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 28, 2009 (the “Effective Date”) among OXFORD FINANCE CORPORATION, a Delaware corporation with an office located at 133 N. Fairfax Street, Alexandria, VA 22314 (“Lender”) and METABASIS THERAPEUTICS, INC. a Delaware corporation with an office located at 11119 North Torrey Pines Road, La Jolla, CA 92037 and ARAMED, INC. a Delaware corporation with an office located at 11119 North Torrey Pines Road, La Jolla, CA 92037 (jointly and severally, individually and collectively, the “Borrower”), provides the terms on which Lender shall lend to Borrower and Borrower shall repay Lender. The parties agree as follows:
Re: Fourth Letter Agreement to Collaboration and License Agreement Ladies and Gentlemen:Collaboration and License Agreement • August 7th, 2009 • Metabasis Therapeutics Inc • Pharmaceutical preparations
Reference is made to the Collaboration and License Agreement (“Collaboration Agreement”) dated August 7, 2008 by and between Hoffmann-La Roche Inc., Roche Palo Alto LLC and F.Hoffmann-La Roche Ltd (collectively, “Roche”), and Metabasis Therapeutics, Inc. (“Metabasis”), as further modified by the letter agreements dated August 7, 2008, November 26, 2008 and February 25, 2009 (respectively, the “1st Letter”, “2nd Letter” and “3rd Letter”). This Fourth Letter Agreement (“4th Letter”) shall be effective as of the date of the last signature below. Capitalized terms used but not otherwise defined in this 4th Letter shall have the meanings provided in the Collaboration Agreement.
AGREEMENT FOR TERMINATION OF LEASE AND VOLUNTARY SURRENDER OF PREMISESAgreement for Termination of Lease • August 7th, 2009 • Metabasis Therapeutics Inc • Pharmaceutical preparations • California
This Agreement for Termination of Lease and Voluntary Surrender of Premises (this “Agreement”) is made as of July 21, 2009, by and between ARE-SD Region No. 24, LLC, a Delaware limited liability company (“Owner”) and Metabasis Therapeutics, Inc., a Delaware corporation (“Metabasis”) with reference to the following:
AMENDMENT Between MERCK & CO., INC. And METABASIS THERAPEUTICS, INC.Amendment • August 7th, 2009 • Metabasis Therapeutics Inc • Pharmaceutical preparations
This Amendment (this “Amendment”), effective upon the date of last signature below (the “Amendment Date”), confirms the mutual understanding and agreement between Merck & Co., Inc. (“Merck”) and Metabasis Therapeutics, Inc. (“Metabasis”) to modify certain terms of the License and Collaboration Agreement relating to AMP-activated protein kinase entered into by the parties as of June 22, 2005 and amended by the Agreement effective September 27, 2005, the Agreement effective March 22, 2007 and the Letter Agreement dated April 16, 2008 (collectively, the “Collaboration Agreement”). Unless otherwise defined, capitalized terms used in this Agreement shall have the meanings provided in the Collaboration Agreement.
