<PAGE>   1
                                                                  EXHIBIT 10.19

                              DATE 15 DECEMBER 1999






                                    ASTRA AB


                                     - AND -


                             CIMA LABORATORIES, INC.















                   -------------------------------------------

                                 LOAN AGREEMENT

                   -------------------------------------------


<PAGE>   2
THIS AGREEMENT is dated       1999 and made
BETWEEN:

1.       ASTRA AB, a company established and existing in accordance with the
         laws of Sweden under no. 556011-7482 whose headquarters is at S-151 85
         Sodertalje, Sweden ("Astra"); and

2.       CIMA LABORATORIES, INC., a corporation incorporated in the State of
         Delaware, United States of America under no. 2110839 whose principal
         place of business is at 10000 Valley View Road, Eden Prairie,
         Minnesota, USA 55344 ("CIMA").

WHEREAS

(A)      CIMA owns or has rights to certain oral drug-delivery technology
         marketed under the trademark OraSolv(R) and related know-how.

(B)      IPR has an exclusive license to make, have made, use and sell products
         containing the pharmaceutical drug "zolmitriptan" on a worldwide basis.

(C)      CIMA and IPR entered into a Development and License Option Agreement,
         dated as of September 10, 1997 (the "Development Agreement"), under
         which CIMA has developed a pharmaceutical product formulation
         incorporating zolmitriptan and the OraSolv(R) Technology.


(D)      CIMA entered into a License Agreement with IPR dated 28 May 1999 ("the
         License Agreement") to allow IPR or IPR's Affiliates to utilize the
         OraSolv(R) Technology for the development, marketing, distribution and
         sale of the Product.
<PAGE>   3

(E)      CIMA has requested that Astra lend, or procure the loan to CIMA of, the
         sum of US$3.5 million in order to assist CIMA in improving its
         operations and to help to assure availability and flow of the Product
         from CIMA to Zeneca Limited (an Affiliate of Astra).

(F)      The first launch of 'Zomig'(R) rapimelt took place in Portugal in early
         September 1999 and, dependent on the level of sales of 'Zomig' Rapimelt
         throughout the world, it is anticipated that royalties will become due
         from IPR to CIMA under the Licence Agreement in respect of such sales.

IT IS AGREED AS FOLLOWS:

1        DEFINITIONS AND INTERPRETATION

         1.1      Definitions

                  In this Agreement, unless the context otherwise requires:

                  "ANNIVERSARY DATE" means the date one year after the first
                  Payment Date and the date marking the end of each subsequent
                  one year period;

                  "BANKING DAY" means a day (other than Saturday or Sunday) on
                  which banks are open for business in London and Minnesota;

                  "CHANGE OF CONTROL" means if any person or persons acting in
                  concert (other than the current officers and directors of
                  CIMA), together with Affiliates thereof, shall in the
                  aggregate, directly or indirectly, control or own
                  (beneficially or otherwise) more than 50% of the issued and
                  outstanding voting stock of CIMA.

                  "DATE OF THIS AGREEMENT" means the date upon which this
                  Agreement is signed and delivered by the latter of the parties
                  to sign and deliver it;

                  "DEFAULT" means any Event of Default or any event or
                  circumstance which would, upon the giving of notice by Astra
                  and/or the expiry of the relevant period and/or the
                  fulfillment of any other condition (in each case as specified
                  in clause 10.1) constitute an Event of Default;
<PAGE>   4
                  "ENCUMBRANCE" means any mortgage, charge (whether fixed or
                  floating), pledge, lien, hypothecation, assignment, trust
                  arrangement or security interest of any kind securing any
                  obligation of any person or any other type of preferential
                  arrangement (including without limitation title transfer
                  and/or retention arrangements having a similar effect) but
                  does not include liens arising in the ordinary course of
                  trading by operation of law and not by way of contract;

                  "EVENT OF DEFAULT" means any of the events or circumstances
                  described in clause 10.1;

                  "INDEBTEDNESS" means any obligation for the payment or
                  repayment of money borrowed, whether as principal or as surety
                  and whether present or future, actual or contingent;

                  "INTEREST PERIOD" means in relation to the Loan the three
                  month period commencing on the Date of this Agreement and each
                  subsequent three month period commencing on the last day of
                  the previous Interest Period provided that, if any Interest
                  Period would otherwise overrun a Payment Date falling during
                  that Interest Period then, in the case of the final Payment
                  Date, such Interest Period shall end on such Payment Date and,
                  in the case of any other Payment Date such Interest Period
                  shall end on and the next Interest Period shall start on that
                  Payment Date;

                  "IPR" means IPR Pharmaceuticals, Inc., a corporation
                  incorporated in Puerto Rico under no. 61,324 whose registered
                  office is at P O Box 1967, Carolina, 00984 Puerto Rico (an
                  Affiliate of Astra);

                  "LIBOR" means, in relation to a particular period, either (a)
                  the rate per annum determined by Astra to be the arithmetic
                  mean (rounded upwards, if necessary, to five decimal places)
                  of the London interbank offered rates for US Dollars deposits
                  for a three month period at or about 11.00 a.m. (London time)
                  on the first day of such period as displayed on the "LIBP"
                  page on the Reuter Monitor Money Rates Service (or such other
                  page as may replace such "LIBP" page on such service for the
                  purpose of displaying London interbank offered rates of
<PAGE>   5

                  leading banks for US Dollars deposits) or (b) if on such day
                  no rate is available for the purpose of part (a) above, the
                  rate per annum determined by Astra to be the arithmetic mean
                  (rounded upwards, if necessary, to five decimal places) at
                  which Astra's bankers (for the time being) would be offered US
                  Dollars deposits for a three month period by prime banks in
                  the London interbank market at or about 11.00 a.m. (London
                  time) on the first day of such period;

                  "LOAN" means the term loan in a principal amount of US Dollars
                  Three Million five hundred thousand (US$ 3,500,000) to be
                  advanced to CIMA by Astra pursuant to the terms of this
                  Agreement or, as the context requires, the principal amount
                  owing to Astra under this Agreement at any relevant time
                  together with all interest accrued thereon and unpaid for the
                  time being;

                  "MATURITY DATE" means the date which is the third Anniversary
                  Date; provided, however, that if total royalties payable to
                  CIMA under the Licence Agreement prior to the third
                  Anniversary Date prior to any withholding thereof by IPR under
                  clause 4.1 or 4.2, are less than an aggregate of $3,500,000,
                  then the Maturity Date shall be extended for a period of one
                  year; and the Maturity Date shall thereafter be extended for
                  successive one-year periods until such royalties payable have
                  exceeded $3,500,000 in aggregate;

                  "MONTH" means a period beginning in one calendar month and
                  ending in the next calendar month on the day numerically
                  corresponding to the day of the calendar month on which it
                  started, provided that (i) if the period started on the last
                  Banking Day in a calendar month or if there is no such
                  numerically corresponding day, it shall end on the last
                  Banking Day in such next calendar month and (ii) if such
                  numerically corresponding day is not a Banking Day, the period
                  shall end on the next following Banking Day in the same
                  calendar month but if there is no such Banking Day it shall
                  end on the preceding Banking Day and the expressions "MONTHS"
                  and "MONTHLY" shall be construed accordingly; and

                  "ORASOLV(R) TECHNOLOGY" means CIMA's effervescent,
                  fast-dissolving, oral drug delivery tablet technology as
                  defined in the Licence Agreement;
<PAGE>   6
                  "PAYMENT DATES" means each of the dates on which repayment
                  installments are due in respect of the Loan under clause 4.1;

                  "PRODUCT" or "`ZOMIG' RAPIMELT" shall mean the pharmaceutical
                  dosage form which is formulated using the OraSolv(R)
                  Technology and contains zolmitriptan as its active ingredient,
                  whether taste masked or untreated.

                  "SALE" means the disposal (whether by virtue of one
                  transaction or a series of related transactions) of all or not
                  less than 30% (by book value) of the assets of CIMA;

                  "TAXES" includes all present and future taxes, levies,
                  imposts, duties, fees or charges of whatever nature together
                  with interest thereon and penalties in respect thereof and the
                  expression "TAXATION" shall be construed accordingly.

         1.2      Headings

                  Clause headings are inserted for convenience of reference only
                  and shall be ignored in the interpretation of this Agreement.

         1.3      Construction of certain terms

                  In this Agreement, unless the context otherwise requires:

                  1.3.1   references to clauses, parties, schedules and recitals
                          are to be construed as references to the clauses of,
                          and the parties, schedules and recitals to, this
                          Agreement and references to this Agreement include its
                          schedules;

                  1.3.2   references to (or to any specified provision of) this
                          Agreement or any other document shall be construed as
                          references to this Agreement, that provision or that
                          document as in force for the time being and as from
                          time to time amended in accordance with
<PAGE>   7
                          the terms thereof, or, as the case may be, with the
                          agreement of the relevant parties;


                  1.3.3   words importing the plural shall include the singular
                          and vice versa;

                  1.3.4   references to a time of day are to London time;

                  1.3.5   references to a person shall be construed as including
                          references to an individual, firm, company,
                          corporation, unincorporated body of persons or any
                          State or any agency thereof; and

                  1.3.6   references to any enactment shall be deemed to include
                          references to such enactment as re-enacted, amended or
                          extended.

         1.4      Terms defined in the Supply Agreement or the Licence Agreement
                  shall have the same meaning when used in this Agreement.

2        THE LOAN

         2.1      Astra relying upon each of the representations and warranties
                  in clause 7, shall advance the Loan to CIMA within ten (10)
                  days after the date of this Agreement, upon and subject to the
                  terms of this Agreement.

         2.2      Astra shall advance the Loan by crediting CIMA's bank account
                  no. with the sum of US $3,500,000 within ten (10) days after
                  the Date of this Agreement.  Details of such bank account are
                  as follows:


<PAGE>   8



                  CIMA LABS INC
                  [***CONFIDENTIAL TREATMENT REQUESTED, PORTION OMITTED FILED
                  SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.***]
                  Bank: North West Bank
                        255 2nd Avenue South
                        Minneapolis
                        Minnesota 55479

3        INTEREST

         3.1      Normal interest rate

                  Interest shall accrue on the Loan in respect of each Interest
                  Period at the rate per annum which is the aggregate of (a) one
                  half of one per cent. and (b) LIBOR (or, if clause 3.3.1
                  applies, an alternative rate calculated in accordance with
                  clause 3.3.2). Such interest shall be compounded on the last
                  day of each Interest Period and added to the principal amount
                  of the Loan outstanding at such time.

         3.2      Default interest

                  If CIMA fails to pay any sum (including, without limitation,
                  any sum payable pursuant to this clause 3.2) on its due date
                  for payment under this Agreement CIMA shall pay interest on
                  such sum from the due date up to the date of actual payment
                  (as well after as before judgment) at a rate of the aggregate
                  of (a) two percent per annum, and (b) the interest rate in
                  effect from time to time for the Loan pursuant to clause 3.1.

         3.3      Market disruption; non-availability

                  3.3.1   If and whenever, at any time prior to the commencement
                          of any Interest Period Astra shall have determined,
                          that adequate and fair means do not exist for
                          ascertaining LIBOR during such Interest Period (even
                          with regard being had to paragraph (b) of the
                          definition of LIBOR in clause 1.1) Astra shall
                          forthwith give notice (a "Determination Notice")
                          thereof to CIMA.
<PAGE>   9

                  3.3.2   In such event, there shall be substituted for LIBOR
                          the rate of interest publicly announced by the Bank of
                          America as its prime rate, or base rate, one day prior
                          to the first day of such Interest Period, and such
                          interest rate shall remain in effect until such time
                          as Astra notifies CIMA that none of the circumstances
                          specified in clause 3.3.1 continues to exist whereupon
                          the normal interest rate fixing provisions of this
                          Agreement shall apply.

         3.4      Interest payable from CIMA to Astra under this Agreement shall
                  be paid by CIMA without deduction for any tax or duty levied
                  outside Sweden, provided however that CIMA may withhold tax to
                  the extent that Astra can obtain relief for such tax under the
                  relevant Double Taxation Agreement in force between Sweden and
                  the United States of America.  CIMA will, however, apply any
                  treaty relief that is available which reduces the level of
                  taxes required to be withheld and will provide all reasonable
                  assistance to Astra, if requested, to allow such reduced rate
                  to be applied.  If applicable laws require that taxes be
                  withheld, CIMA will deduct those taxes from the remittable
                  payments, make timely payment of the taxes to the proper
                  taxing authority and send proof of such payment to Astra
                  within sixty (60) days following that payment.  CIMA agrees to
                  take all steps reasonably requested by Astra to minimize such
                  taxes to Astra at Astra's cost and subject to CIMA being
                  indemnified by Astra to CIMA's reasonable satisfaction.  For
                  the avoidance of doubt the interest rates fixed according to
                  clauses 3.1, 3.2 or 3.3 shall be the rate of gross interest.

4        REPAYMENT

         4.1      On each date when any royalties fall due from IPR to CIMA
                  under the Licence Agreement in respect of sales of Zomig
                  Rapimelt, there shall become due and payable from CIMA to
                  Astra such part of the Loan outstanding at that time
                  (including accrued and unpaid interest thereon) as is equal to
                  50% of the royalty payment then due from IPR to CIMA (or, if
                  less, the total amount of the Loan (including accrued unpaid
                  interest thereon) outstanding at that time).  Payment shall be
                  made by CIMA to Astra in accordance with clause 6 and all
                  other relevant provisions of this Agreement.  On each Payment
                  Date IPR shall be entitled to withhold up to 50% (except as
                  provided in clause 4.2) of the

<PAGE>   10
                  amount of royalty then due to CIMA (or, if less, the total
                  amount of the Loan (including  accrued unpaid interest
                  thereon) outstanding at that time), but only if CIMA has
                  failed to make payment to Astra in whole or in part of the
                  amount due on such Payment Date and only until such amount of
                  principal and interest has been paid by CIMA to Astra. If IPR
                  so agrees with Astra, IPR may apply such withheld amount by
                  way of set-off in repayment of an equivalent amount of the
                  Loan (including accrued unpaid interest thereon).  The Licence
                  Agreement shall be deemed amended accordingly.

         4.2      If and when the Loan becomes repayable in full for any reason,
                  then without prejudice to any other remedies Astra might have,
                  IPR shall be entitled to withhold up to 100% of the amount of
                  royalties due to CIMA from time to time (or, if less, the
                  total principal amount of the Loan (including accrued unpaid
                  interest thereon outstanding at that time)), but only if CIMA
                  has failed to make payment to Astra in whole or in part of the
                  amount then due to Astra, and only until such amount has been
                  paid by CIMA to Astra. If IPR so agrees with Astra, IPR may
                  apply such amount(s) by way of set-off in repayment of an
                  equivalent amount of the Loan (including all accrued unpaid
                  interest thereon), until such time as the Loan (including all
                  accrued unpaid interest thereon) have been repaid in full. The
                  Licence Agreement shall be deemed amended accordingly.

         4.3      CIMA may at any time on a Banking Day prepay in whole or in
                  part the outstanding amount of the Loan (including interest
                  accrued thereon) without premium or penalty provided that any
                  such pre-payment of part only of the Loan must be of not less
                  than US $100,000 and subject to Astra being given not less
                  than 5 Banking Days' prior written notice of CIMA's intention
                  so to repay the Loan or such part thereof.

         4.4      CIMA shall prepay the Loan in full (together with all interest
                  accrued to the date of prepayment) within thirty (30) days
                  following a Sale or Change of Control.

         4.5      The amount of the Loan (including all accrued unpaid interest
                  thereon) outstanding and unpaid as at the Maturity Date shall
                  become due and payable from CIMA to Astra on the Maturity
                  Date.
<PAGE>   11

5        STAMP AND OTHER DUTIES

         CIMA shall pay all stamp, documentary, registration or other like
         duties or taxes (including any duties or taxes payable by Astra or IPR
         but excluding any taxes imposed on or measured by the net income of
         Astra or IPR) imposed on or in connection with this Agreement or the
         Loan and shall indemnify Astra and IPR against any liability arising by
         reason of any delay or omission by CIMA to pay such duties or taxes.

6        PAYMENTS; ACCOUNTS AND CALCULATIONS

         6.1      No set-off or counterclaim

                  All payments to be made by CIMA under this Agreement (whether
                  of principal or interest) shall be made in full, without any
                  set-off or counterclaim whatsoever and, except as provided in
                  clause 3.4, free and clear of any deductions or withholdings,
                  on the due date to such account of Astra as Astra may from
                  time to time specify for this purpose.

         6.2      Non-Banking Days

                  When any payment under this Agreement would otherwise be due
                  on a day which is not a Banking Day, the due date for payment
                  shall be extended to the next following Banking Day.

         6.3      Calculations

                  All interest and other payments of an annual nature under this
                  Agreement shall accrue from day to day and be calculated on
                  the basis of actual days elapsed and a 365 day year.

7        REPRESENTATIONS AND WARRANTIES

         7.1      CIMA represents and warrants to Astra that:
<PAGE>   12


                  7.1.1    Corporate power to borrow

                           it has power to execute, deliver and perform its
                           obligations under this Agreement and to borrow the
                           Loan; all necessary corporate, shareholder and other
                           action has been taken to authorize the execution,
                           delivery and performance of the same and no
                           limitation on the powers of CIMA to borrow will be
                           exceeded as a result of entering into this Agreement;

                  7.1.2    Binding obligations

                           this Agreement constitutes valid and legally binding
                           obligations enforceable in accordance with its terms;

                  7.1.3    No conflict with other obligations

                           the execution and delivery of, the performance of its
                           obligations under, and compliance with the provisions
                           of this Agreement will not:

                           7.1.3.1  contravene any existing applicable law,
                                    statute, rule or regulation or any judgment,
                                    decree or permit to which it is subject;

                           7.1.3.2  conflict with, or result in any breach of
                                    any of the terms of, or constitute a default
                                    under, any agreement or other instrument to
                                    which the it is a party or is subject or by
                                    which it or any of its property is bound;

                           7.1.3.3  contravene or conflict with any provision of
                                    it's By-Laws or equivalent documents; and

                  7.1.4    Default

                           No Default has occurred and is continuing which has
                           not been waived in writing by Astra;
<PAGE>   13


         7.2      Repetition

                  The representations and warranties in clause 7.1 shall be
                  deemed to be repeated by CIMA on and as of each Payment Date
                  as if made with reference to the facts and circumstances
                  existing on each such day.

8        UNDERTAKINGS

         8.1      CIMA undertakes with Astra that from the date of this
                  Agreement and so long as any monies are owing under this
                  Agreement, it will:

                  8.1.1    Insurance

                           insure and keep insured all its properties and assets
                           with underwriters or insurance companies of repute to
                           such extent and against such risks as prudent
                           companies engaged in businesses similar to those of
                           CIMA normally insure.

                  8.1.2    Notice of Default

                           promptly inform Astra of the occurrence of any
                           Default forthwith upon becoming aware thereof, and
                           will from time to time, if so requested by Astra,
                           confirm to Astra in writing that, save as otherwise
                           stated in such confirmation, no Default has occurred
                           and is continuing;

                  8.1.3    Use of proceeds

                           use the Loan exclusively for the purposes specified
                           in recital (E) and;

                  8.1.4    Pari Passu

                           ensure that its obligations under this Agreement
                           shall, without prejudice to the provisions of clause
                           8.2, at all times rank at least pari passu with all
                           its other present and future unsecured and
                           unsubordinated Indebtedness, with the exception of
                           any
<PAGE>   14
                         obligations which are mandatorily preferred by law
                         and not by contract.

         8.2      CIMA undertakes with Astra that, from the Date of this
                  Agreement and so long as any monies are owing under this
                  Agreement, without the prior written consent of Astra, it will
                  not:

                  8.2.1  permit any Encumbrance (other than in favor of Astra)
                         to subsist, arise or be created or extended over all or
                         any part of its present or future undertakings, assets,
                         rights or revenues to secure any of its present or
                         future Indebtedness or that of any other person other
                         than Encumbrances to secure Indebtedness permitted
                         under clause 8.2.3 below;

                  8.2.2  No Loans and guarantees

                         make any loans, grant any credit (save for normal trade
                         credit in the ordinary course of business) or give any
                         guarantees (save for trade guarantees in the ordinary
                         course of its business) to or for the benefit of any
                         person; or

                  8.2.3  No Borrowings

                         incur any Indebtedness other than (i) indebtedness to
                         Astra under this Agreement, (ii) indebtedness to Wells
                         Fargo Business Credit, Inc. under that certain Credit
                         and Security Agreement dated as of July 14, 1999, (iii)
                         any future Indebtedness to Organon International A.G.
                         or any of its Affiliates in connection with any Licence
                         Agreement entered into between CIMA and Organon
                         International A.G. or any of its Affiliates, and (iv)
                         Indebtedness incurred in connection with the
                         acquisition of assets used in the business of CIMA and
                         which is secured by purchase money liens, or
                         constitutes a capitalized lease obligation, provided
                         that such Indebtedness shall not exceed 100% of the
                         cost of the assets acquired subject to such liens, and
                         such liens shall not encumber any property of CIMA
                         other than the assets acquired by CIMA subject thereto.
<PAGE>   15

9        INDEMNITIES

         9.1      Miscellaneous indemnities

                  CIMA shall on demand indemnify Astra, without prejudice to any
                  of its rights under this Agreement, against any loss or
                  expense which Astra shall certify as sustained or incurred by
                  it as a consequence of the occurrence of any Event of Default.

10       EVENTS OF DEFAULT

         10.1     There shall be an Event of Default if:

                  10.1.1     any sum due and payable by CIMA to Astra hereunder
                             is not paid in full within 14 days after the due
                             date; or

                  10.1.2     CIMA shall be in breach of or fail to perform or
                             observe any of the undertakings, conditions,
                             covenants, agreements or stipulations on its part
                             contained in this Agreement and which could have a
                             material adverse effect on the ability of CIMA to
                             comply with its payment obligations under this
                             Agreement and, in the case of a breach capable of
                             being remedied, fails to remedy that breach within
                             thirty (30) days after receiving written notice
                             from Astra specifying that breach and requiring the
                             same to be remedied; or

                  10.1.3     if CIMA commits a breach of any the provisions of
                             the Licence Agreement or of the Supply Agreement
                             and, in the case of a breach capable of being
                             remedied, fails to remedy that breach within thirty
                             (30) days after receiving written notice from Astra
                             specifying that breach and requiring the same to be
                             remedied; or

                  10.1.4     CIMA becomes insolvent or bankrupt, or admits in
                             writing its inability to pay its debts as they
                             mature, or makes an assignment for the benefit of
                             creditors, or ceases doing business as a going
                             concern, or CIMA applies for or consents
<PAGE>   16
                             to the appointment of a trustee or receiver for
                             itself or for the major part of its property; or

                  10.1.5     a trustee or receiver is appointed for CIMA or for
                             the major part of its property and the order of
                             such appointment is not discharged, vacated or
                             stayed within thirty (30) days after such
                             appointment; or

                  10.1.6     any judgment, writ or warrant of attachment or of
                             any similar process in an amount in excess of
                             $250,000 shall be entered or filed against CIMA or
                             against any of its property or assets and remains
                             unpaid, unvacated, unbonded or unstayed for a
                             period of thirty (30) days; or

                  10.1.7     an order for relief shall be entered in any Federal
                             bankruptcy proceeding in which CIMA is the debtor;
                             or if bankruptcy, reorganization, arrangement,
                             insolvency or liquidation proceedings, or other
                             proceedings for relief under any bankruptcy or
                             similar law or laws for the relief of debtors, are
                             instituted by or against CIMA and, if instituted
                             against CIMA, are consented to or, if contested by
                             CIMA, are not dismissed by the adverse parties or
                             by an order, decree, or judgment within sixty (60)
                             days after such institution; or

                  10.1.8     CIMA shall default in any material respect in the
                             due and punctual performance of any covenant or
                             agreement in any note, bond, indenture, loan
                             agreement, note agreement, mortgage, security
                             agreement or other instrument evidencing or related
                             to Indebtedness in excess of $500,000, and such
                             default shall continue for more than the period of
                             notice and/or grace, if any, therein specified and
                             shall not have been waived;

                  10.1.9     CIMA suspends or ceases to carry on its business or
                             any material part thereof in the ordinary course of
                             business as now conducted; or

                  10.1.10    any representation or warranty made by CIMA
                             contained in this Agreement becomes materially
                             incorrect; or
<PAGE>   17

                  10.1.11    it becomes unlawful for CIMA to perform any of its
                             obligations under this Agreement.

         10.2     At any time after any Event of Default has occurred, Astra
                  shall without prejudice to its other rights hereunder be
                  entitled to demand immediate repayment of the Loan (including
                  accrued unpaid interest thereon) and all other sums due under
                  this Agreement.

11       GENERAL

         11.1     Benefit and burden

                  This Agreement shall be binding upon, and enure for the
                  benefit of, Astra, IPR and CIMA and their respective
                  successors.

         11.2     No assignment by CIMA

                  CIMA may not assign or transfer any of its rights or
                  obligations under this Agreement.

         11.3     Assignment by Astra

                  Astra may assign all or any part of its rights or transfer all
                  or any part of its obligations under this Agreement to an
                  Affiliate of Astra or, with the consent of CIMA (such consent
                  not to be unreasonably withheld or delayed), to any other
                  person.

         11.4     Set-Off

                  Without prejudice to clauses 4.1 and 4.2 CIMA hereby agrees
                  that Astra and IPR may at any time after an Event of Default
                  has occurred without notice set-off any sum owing by Astra or
                  IPR to CIMA against any sums due to Astra hereunder.

         11.5     Agreement to Prevail

                  For the avoidance of doubt should any of the provisions of the
                  Licence


<PAGE>   18
                  Agreement or the Supply Agreement conflict with the express
                  terms of this Agreement, the terms of this Agreement shall
                  prevail.

12       NOTICES AND OTHER MATTERS

         12.1     Notices

                  Every notice, request, demand or other communication under
                  this Agreement shall:

                  12.1.1   be in writing delivered personally, by facsimile
                           transmission or by first-class prepaid letter;

                  12.1.2   be deemed to have been received, subject as otherwise
                           provided in this Agreement, in the case of a letter
                           when delivered or (if sent by airmail) 5 days after
                           it has been put into the post and in the case of
                           facsimile transmission, on the date the facsimile is
                           received; and

                  12.1.3   be sent:

                           to CIMA at:  10000 Valley View Road
                                            Eden Prairie, MN USA 55344
                                            Fax No: 612/947-8770

                           marked for the attention of: President and Chief
                           Executive Officer; and

                           to Astra at: Vastra Malarehamnen 9
                                            S-151 36 Sodertalje
                                            Sweden
                                            Fax No:  08-553 290 00

                           marked for the attention of: Legal Affairs
                           Department.

                           or to such other address or for the attention of such
                           other person as is notified by CIMA or Astra to the
                           other party to this Agreement.
<PAGE>   19

         12.2     No implied waivers, remedies cumulative

                  No failure or delay on the part of Astra to exercise any
                  power, right or remedy under this Agreement shall operate as a
                  waiver thereof, nor shall any single or partial exercise by
                  Astra of any power, right or remedy preclude any other or
                  further exercise thereof or the exercise of any other power,
                  right or remedy. The remedies provided in this Agreement are
                  cumulative and are not exclusive of any remedies provided by
                  law.

13       FIRST RIGHT OF REFUSAL

         As further consideration for Astra agreeing to advance the Loan, CIMA
         hereby grants to Astra a first right of refusal to exploit any new
         technology to which CIMA may have the right from time to time and which
         may have application in conjunction with any technology or products of
         Astra or any of its Affiliates. Accordingly, CIMA may not grant to any
         third party the right to exploit any such technology if within one year
         from the date upon which CIMA notifies Astra of its intention to grant
         such a right to any third party, Astra (or one of its Affiliates) has
         entered into a license and development option agreement with CIMA in
         respect of such new technology for at least one application. For these
         purposes, CIMA agrees to negotiate any such agreement in good faith and
         that the terms of any such agreement shall be at least equivalent to
         those offered by CIMA to any third party.

14       ENTIRE AGREEMENT

         14.1     This Agreement contains the entire agreement and understanding
                  of the parties with respect to the Loan and supersedes all
                  prior agreements, written or oral with respect to the Loan.
                  Each party acknowledges that it has not been induced to enter
                  into this Agreement by reason of any representation made by or
                  on behalf of the other party.

         14.2     No variation to this Agreement shall be effective unless in
                  writing and signed by or on behalf of both parties.
<PAGE>   20

15       GOVERNING LAW AND JURISDICTION

         15.1     Law

                  This Agreement is governed by and shall be construed in
                  accordance with the laws of the State of Delaware without
                  regard to its choice of law provisions and each party submits
                  to the non-exclusive jurisdiction of the Federal courts of the
                  United States sitting in the State of Delaware and the courts
                  of the State of Delaware.

         15.2     The submission by the parties to such jurisdiction shall not
                  limit the right of Astra or CIMA to commence any proceedings
                  arising out of this Agreement in any other jurisdiction it
                  considers appropriate. Any notice of proceedings or other
                  notices in connection with or which would give effect to any
                  such proceedings may without prejudice to any other method of
                  service be served in accordance with Clause 12.

IN WITNESS whereof the parties to this Agreement have caused this Agreement to
be duly executed on the date first above written.

ASTRA AB (in the process of changing its name to AstraZeneca AB)

Signed /s/ Johannes Linda
Johannes Linda
Assistant General Counsel

December 13, 1999

CIMA LABORATORIES, INC.

Signed  /s/ John M. Siebert

Title  President and CEO

Date 15 December 99