EX-10.2



 Exhibit 10.2 
 ***Text Omitted and Filed Separately with the Securities and Exchange Commission. 
 Confidential Treatment Requested Under 
 17 C.F.R. Sections
200.80(b)(4) and 240.24b-2 
  

							
	  
  
	  	



	  	  
  

	To:	 	  Horizon Pharma AG	  	  	
		 	  Kägenstrasse 17	  	  	

 CH-4153 Reinach 
 Switzerland 
 Mundipharma Medical Company 

Mundipharma House, 5th Floor 
 14 Par-la-Ville Road 
 PO Box HM 2332 

Hamilton, HM JX 

Bermuda 

21st March, 2013 
 Dear Sirs

 Exclusive Distribution Agreement, dated March 24, 2009 (as amended, the “EDA”) between Horizon Pharma AG (previously Nitec
Pharma AG) and Mundipharma International Corporation Limited (“MICL”); the Manufacturing and Supply Agreement, dated March 24, 2009 (as amended, the “MSA”) between Horizon Pharma AG and Mundipharma Medical Company
(“MMCo”); Letter Agreement, dated March 2, 2011, by and among MICL, MMCo, Horizon Pharma AG and Horizon Pharma GmbH (“First Letter Agreement”); and Second Letter Agreement, dated October 6, 2011, by and among MICL,
MMCo, Horizon Pharma AG and Horizon Pharma GmbH (“Second Letter Agreement”, and together with the EDA, MSA, and First Letter Agreement, the “Agreements”) 
 Please sign where indicated below to indicate your consent to the following amendment. Capitalised terms used but not defined herein shall be as defined in the EDA. 

 

	 	1.	Milestone payments payable to the Principal by the Distributor as set out in Schedule 5 of the EDA on [*...***...] or [...***...] shall only be payable by
the Distributor on [...***...] shall not trigger such milestone payment [...***...]. Should [...***...], the milestone payments set forth above for [...***...] shall become payable upon [...***...].


  

	 	2.	Should Mundipharma sell the Product [...***...], it shall order the Product in accordance with the terms of the MSA, but in minimum order sizes of
[...***...] packs per SKU. This provision shall come to an end upon payment of the milestones for [...***...] referred to in paragraph (1) above, at which point the provisions of this paragraph (2) shall no longer apply.


 This letter agreement shall be governed and construed under Swiss law. Except as amended above, the Agreements shall remain in
full force and effect in accordance with their terms. This letter agreement may be signed in counterparts, each of which shall be deemed an original, and all of which taken together shall constitute one instrument. 

 
 * ***Confidential
Treatment Requested 
 MUNDIPHARMA INTERNATIONAL CORPORATION LIMITED 

Mundipharma House -14, Par-la-Ville Road - P.O. Box HM 2332 - Hamilton HM JX -Bermuda 

Tel: (441) 295-6480 - Fax: (441) 292-1472 
 a member of the Mundipharma International Group 







 Yours faithfully 
 Mundipharma International Corporation Limited 
  

									
	By:	  	 /s/ Douglas Docherty
	  		  		  	
					
	Name:	  	 Douglas Docherty
	  		  		  	
					
	Title:	  	 General Manager
	  		  		  	

 Agreed to and accepted as of the date first set forth above: 

 

									
	HORIZON PHARMA AG	  		  	MUNDIPHARMA MEDICAL COMPANY
					
	By:	  	 /s/ Hans Pater Zobel
	  		  	By:	  	 /s/ Douglas Docherty

					
	Name:	  	 Hans Pater Zobel
	  		  	Name:	  	 Douglas Docherty

					
	Title:	  	 Managing Director Managing Director
	  		  	Title:	  	 General Manager

				
	HORIZON PHARMA AG	  		  		  	
					
	By:	  	 /s/ Robert Metz
	  		  		  	
					
	Name:	  	 Robert Metz
	  		  		  	
					
	Title:	  	 Managing Director
	  		  		  	


  
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