WAIVES
ANY RIGHT TO TRIAL BY JURY FULLY TO THE EXTENT THAT ANY SUCH RIGHT SHALL NOW OR
HEREAFTER EXIST. THIS WAIVER OF RIGHT TO TRIAL BY JURY IS SEPARATELY GIVEN,
KNOWINGLY AND VOLUNTARILY, BY PLEDGOR, AND THIS WAIVER IS INTENDED TO ENCOMPASS
INDIVIDUALLY EACH INSTANCE AND EACH ISSUE AS TO WHICH THE RIGHT TO A JURY TRIAL
WOULD OTHERWISE ACCRUE. AGENT IS HEREBY AUTHORIZED AND REQUESTED TO SUBMIT THIS
AGREEMENT TO ANY COURT HAVING JURISDICTION OVER THE SUBJECT MATTER AND THE
PARTIES HERETO, SO AS TO SERVE AS CONCLUSIVE EVIDENCE OF PLEDGOR'S WAIVER OF THE
RIGHT TO JURY TRIAL. FURTHER, PLEDGOR HEREBY CERTIFIES THAT NO REPRESENTATIVE OR
AGENT OF AGENT (INCLUDING THEIR RESPECTIVE COUNSEL) HAS REPRESENTED, EXPRESSLY
OR OTHERWISE, TO PLEDGOR THAT AGENT WILL NOT SEEK TO ENFORCE THIS WAIVER OF
RIGHT TO JURY TRIAL PROVISION.
[Signature Pages Follow]
12
IN WITNESS WHEREOF, intending to be legally bound, and intending that this
agreement constitute an agreement executed under seal, each of the parties have
caused this Pledge Agreement to be executed under seal the day and year first
above mentioned.
PLEDGOR:
FURIEX PHARMACEUTICALS, INC.
By: /s/ Marshall Woodworth
Marshall Woodworth, Chief Financial Officer
APBI HOLDINGS, LLC
By: /s/ Marshall Woodworth
Marshall Woodworth, Chief Financial Officer
DEVELOPMENT PARTNERS, LLC
By: /s/ Marshall Woodworth
Marshall Woodworth, Chief Financial Officer
GENUPRO, INC.
By: /s/ Marshall Woodworth
Marshall Woodworth, Chief Financial Officer
Pledgor Contact Information:
Furiex Pharmaceuticals, Inc.
3900 Paramount Parkway, Suite 150
Morrisville, North Carolina 26560
Attn: President and Chief Financial Officer
LENDER:
FREDRIC NEVILLE ESHELMAN, TRUSTEE OF
THE FREDRIC NEVILLE ESHELMAN
REVOCABLE TRUST U/A DATED JULY 13, 1988
/s/ Fredric Neville Eshelman____(SEAL)
Fredric Neville Eshelman, Trustee
SCHEDULE I
PLEDGED INTERESTS
Name of Pledgor:
Furiex Pharmaceuticals, Inc.
Furiex Pharmaceuticals, Inc.
Furiex Pharmaceuticals, Inc.
APBI Holdings, LLC
Development Partners, LLC
GenuPro, Inc.
Company Name:
APBI Holdings, LLC
Development Partners, LLC
GenuPro, Inc.
N/A
N/A
N/A
Type of Type of Entity of Company:
Limited Liability Company
Limited Liability Company
Corporation
N/A
N/A
N/A
Jurisdiction of Organization of Company:
North Carolina
Delaware
North Carolina
N/A
N/A
N/A
Organizational ID No. of Company:
0703248
3728473
0459382
N/A
N/A
N/A
Tax ID No. of Company:
N/A
20-0417496
56-2085866
N/A
N/A
N/A
Class of Interests in Company:
N/A
N/A
Common Stock
N/A
N/A
N/A
Equity Interest Certificate No.:
N/A
N/A
3
N/A
N/A
N/A
Number of Units:
N/A
100
500,000
N/A
N/A
N/A
Percentage of Outstanding Equity Interest:
100%
100%
100%
N/A
N/A
N/A
SCHEDULE II
PLEDGOR INFORMATION
Name of Pledgor:
Furiex Pharmaceuticals, Inc.
Type of Entity of Pledgor:
Corporation
Jurisdiction of Organization of Pledgor:
Delaware
Organizational ID No. of Pledgor:
4744208
Tax ID No. of Pledgor:
27-1197863
Name of Pledgor:
APBI Holdings, LLC
Type of Entity of Pledgor:
Limited Liability Company
Jurisdiction of Organization of Pledgor:
North Carolina
Organizational ID No. of Pledgor:
0703248
Tax ID No. of Pledgor:
N/A
Name of Pledgor:
Development Partners, LLC
Type of Entity of Pledgor:
Limited Liability Company
Jurisdiction of Organization of Pledgor:
Delaware
Organizational ID No.