EMPLOYMENT AGREEMENTEmployment Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Zogenix, Inc., a Delaware corporation (the “Company”), and Ann Rhoads (“Executive”), and shall be effective as of March 1, 2010 (the “Effective Date”).
ContractZogenix, Inc. • September 3rd, 2010 • Pharmaceutical preparations • New York
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
WARRANT TO PURCHASE 200,000 SHARES OF SERIES A PREFERRED STOCKZogenix, Inc. • September 3rd, 2010 • Pharmaceutical preparations • New York
THIS CERTIFIES THAT, for value received, General Electric Capital Corporation (“Holder”) is entitled to subscribe for and purchase Two Hundred Thousand (200,000) shares of fully paid and nonassessable Series A Preferred Stock of Zogenix, Inc., a Delaware corporation (the “Company”), at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Preferred Stock” shall mean Company’s presently authorized Series A Preferred Stock and any stock into which such Preferred Stock may hereafter be converted or exchanged and the term “Warrant Shares” shall mean the shares of Preferred Stock which Holder may acquire pursuant to this Warrant and any other shares of stock into which such shares of Preferred Stock may hereafter be converted or exchanged.
WARRANT TO PURCHASE SHARES OF PREFERRED STOCK of ZOGENIX, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWAREZogenix, Inc. • September 3rd, 2010 • Pharmaceutical preparations • Delaware
The term “Qualified Equity Financing” shall mean an equity financing led by at least one new investor after the date hereof and prior to the Maturity Date which results in aggregate gross proceeds to the Company of at least Fifteen Million Dollars ($15,000,000), excluding the conversion of the Notes (as such term is defined in the Purchase Agreement), and in which investors purchase shares of the Company’s Preferred Stock or other equity securities.
ZOGENIX, INC. THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT December 2, 2009Investors’ Rights Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • California
This Third Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of December 2, 2009, by and among Zogenix, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on Exhibit A hereto. Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.
SUPPLY AGREEMENTSupply Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations
THIS SUPPLY AGREEMENT (the “Agreement”), is made and entered into effective as of this 29th day of September, 2004, by and among Dr. Reddy’s Laboratories, Inc., a New Jersey corporation having its principal place of business at 200 Somerset Corporate Boulevard, 7th Floor., Bridgewater, New Jersey 08807 and Dr. Reddy’s Laboratories Limited, a corporation organized under the laws of India, having its principal place of business at 7-1-27 Ameerpet, Hyderabad - 500 016, India (collectively “Reddy”, and Aradigm Corporation, a California corporation having its principal place of business at 3929 Point Eden Way, Hayward, CA 94545 (“Aradigm”).
ContractDistribution Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • England
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
ASSET PURCHASE AGREEMENT BY AND BETWEEN ARADIGM CORPORATION. AND SJ2 THERAPEUTICS, INC. Dated as of August 25, 2006Asset Purchase Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • California
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of August 25, 2006 by and between Aradigm Corporation, a California corporation (“Aradigm”), and SJ2 Therapeutics, Inc., a Delaware corporation (“Purchaser”). Aradigm and Purchaser are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
ContractPromotion Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • New York
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
Manufacturing Services Agreement Between Patheon UK Limited And Zogenix Inc. 1st November, 2008Manufacturing Services Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • England
PATHEON UK LIMITED, a company with a registered office at Kingfisher Drive, Covingham, Swindon, Wiltshire, SN3 5BZ, incorporated under the laws of England, (hereinafter referred to as “Patheon” ),
FIRST AMENDMENT TO LICENSE AGREEMENTLicense Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • New York
This First Amendment (“First Amendment”) to the License Agreement (as defined below) is made and entered into as of this 28th day of September, 2009 (“First Amendment to License Agreement Effective Date”)
ContractConfidentiality Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations
CERTAIN MATERIAL (INDICATED BY AND ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMISSION.
MASTER LOAN AND SECURITY AGREEMENTMaster Loan and Security Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • England
THIS MASTER LOAN AND SECURITY AGREEMENT, dated as of March 5, 2007, (this “Agreement”), between General Electric Capital Corporation (together with its successors and assigns, if any, “Secured Party”) and ZOGENIX, INC. (“Debtor”). Secured Party has an office at 83 Wooster Heights Road, Danbury, CT 06810. Debtor is a corporation organized and existing under the laws of the State of Delaware (the “State”). Debtor’s mailing address and chief place of business is 12760 High Bluff Drive, Suite 130, San Diego, CA 92130.
Cardinal Health Developing Suppliers Program Distribution Services AgreementDistribution Services Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • New York
This Developing Suppliers Program Distribution Services Agreement (“Agreement”) is entered into on the 1st day of January, 2010 (the “Effective Date”) by and between Zogenix, Inc., a Delaware corporation with its principal place of business located at 12671 High Bluff Drive, Suite 200, San Diego, CA 92130 (“Customer”), and Cardinal Health (as hereinafter defined), with offices at 7000 Cardinal Place, Dublin, Ohio 43017 (“Service Provider”).
SECOND AMENDMENT to LEASE BETWEEN EMERY STATION JOINT VENTURE, LLC (LANDLORD) And ZOGENIX, INC. (TENANT) EMERYSTATION 1 PROJECT Emeryville, CaliforniaZogenix, Inc. • September 3rd, 2010 • Pharmaceutical preparations
That certain Lease dated October 31, 2006 by and between Emery Station Joint Venture, LLC, as Landlord, and Zogenix, Inc., as Tenant, as such Lease was amended via First Amendment dated July 10, 2007, (the original Lease and First Amendment thereto together the “Existing Lease”), is hereby further amended by this Second Amendment whose effective date shall be October 20, 2009 (the “Second Amendment Effective Date”).
Cardinal Health Wholesale Purchase AgreementWholesale Purchase Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • Delaware
This Wholesale Purchase Agreement (“Agreement”) is entered into on the 16 day of December, 2009 (the “Effective Date”) by and between Zogenix, Inc., a Delaware corporation with its principal place of business located at the address set forth under its name on the signature page of this Agreement (“Supplier”), and California Health (as hereinafter defined), with offices at 7000 Cardinal Place, Dublin, Ohio 43017 (“Cardinal”).
FIRST AMENDMENT to LEASE BETWEEN EMERY STATION JOINT VENTURE, LLC (LANDLORD) And ZOGENIX, INC. (TENANT) EMERYSTATION I PROJECT Emeryville, CaliforniaZogenix, Inc. • September 3rd, 2010 • Pharmaceutical preparations
That certain Lease dated October 31, 2006 by and between Emery Station Joint Venture, LLC, as Landlord, and Zogenix, Inc., as Tenant, is hereby amended by this First Amendment dated July 10, 2007 as follows:
GENERAL RELEASE OF CLAIMSGeneral Release of Claims • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • California
This General Release of Claims (“Release”) is entered into as of this 13th day of August, 2010, between Jennifer D. Haldeman (“Executive”), and Zogenix, Inc., a Delaware corporation (the “Company”) (collectively referred to herein as the “Parties”).
GENERAL RELEASE OF CLAIMSGeneral Release of Claims • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • California
This General Release of Claims (“Release”) is entered into as of this 26th day of February, 2010, between David W. Nassif, J.D. (“Executive”), and Zogenix, Inc., a Delaware corporation (the “Company”) (collectively referred to herein as the “Parties”).
ContractLicense Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • New York
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
OFFICE LEASE BETWEEN EMERY STATION JOINT VENTURE, LLC (LANDLORD) AND ZOGENIX, INC., (TENANT) EMERYSTATION Emeryville, CaliforniaOffice Lease • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • California
ZOGENIX, INC. AMENDMENT TO THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTRights Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • California
This Amendment (this “Amendment”) to that certain Third Amended and Restated Investors’ Rights Agreement, dated as of December 2, 2009 (the “Rights Agreement”), by and among Zogenix, Inc., a Delaware corporation (the “Company”), and the persons and entities (each an “Investor” and collectively, the “Investors”) listed on Exhibit A thereto, is entered into by and among the Company, the Investors (including Oxford Finance Corporation (“Oxford”)) and Silicon Valley Bank (“SVB”) effective as of July 1, 2010.
CONSENT TO ASSIGNMENT AGREEMENTConsent to Assignment Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • California
This Consent to Assignment Agreement (this “Consent”), dated for reference purposes August 29, 2008, is made by R.B. INCOME PROPERTIES, a California limited partnership, (“Landlord”), to VERUS PHARMACEUTICALS, INC., a Delaware corporation (“Assignor”), and ZOGENIX, INC., a Delaware corporation (“Assignee”).
ContractZogenix, Inc. • September 3rd, 2010 • Pharmaceutical preparations • New York
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
