Exhibit 10.1
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.
AMENDMENT NO. 1 TO
CO-PROMOTION AGREEMENT
This Amendment No. 1 to
Co-Promotion Agreement (“Amendment”) is entered into as
of the 6th day of May, 2008, by and between C.B. Fleet Company,
Incorporated, a Virginia corporation, and its subsidiary, C.B.
Fleet Investment Corporation, a Delaware corporation (collectively,
“Fleet”), and Santarus, Inc., a Delaware corporation
(“Santarus”).
BACKGROUND
A. Fleet and Santarus are
parties to that certain Co-Promotion Agreement dated
August 24, 2007 (the “Agreement”).
B. The parties desire to amend
the Agreement as set forth herein.
AGREEMENT
NOW, THEREFORE, in consideration of
the foregoing and the mutual promises herein contained, Fleet and
Santarus hereby agree as follows:
1.
Capitalized terms not defined in this Amendment shall have the
meanings given in the Agreement.
2. The
parties acknowledge that the Promotion Commencement Date occurred
on October 1, 2007. Therefore, the Term shall expire on
October 1, 2008 unless earlier terminated pursuant to the
Agreement, as amended by this Amendment.
3. The
Maximum Number of Details in Section 2.3 of the Agreement
shall be increased from [***] Calls to [***] Calls.
4. Fleet
shall not be required to pay Santarus a Co-Promotion Fee with
respect t
