Amendment to Supply Agreement, effective as of November 30, 2018, by and between NOF Corporation and Horizon Therapeutics Ireland DAC

Exhibit 10.80

CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE HORIZON THERAPEUTICS PLC HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO HORIZON THERAPEUTICS PLC IF PUBLICLY DISCLOSED.

AMENDMENT TO THE SUPPLY AGREEMENT BETWEEN

CREALTA Pharmaceuticals LLC AND NOF CORPORATION

THIS AMENDMENT (“Amendment”) is entered into effective this 30 November, 2018, (“Effective Date”) by and among Horizon Pharma Rheumatology LLC (formerly known as CREALTA Pharmaceuticals LLC), an Delaware company, with its principal place of business located at 150 South Saunders Road, Lake Forest, IL 60045, USA (“Horizon US”), Horizon Pharma Ireland Limited, an Irish company, with its principal place of business located at Connaught House, 1st Floor, 1 Burlington Road, Dublin D04 C5Y6, Ireland (“Horizon Ireland”) and NOF CORPORATION, a Japanese Corporation with its principal place of business located at 20-3, Ebisu 4-chome, Shibuya-ku, Tokyo 150-6019 Japan (“NOF”).

WHEREAS, Horizon US and NOF entered into a SUPPLY AGREEMENT effective 3 August, 2015 (“Agreement”); and

WHEREAS, the parties now desire to amend the Agreement pursuant to Section 9.4 of the Agreement thereof to assign all of its rights, duties and obligations in the Agreement from Horizon US to an affiliate company of Horizon US, Horizon Ireland and to update section 3.3 of the Agreement;

NOW, THEREFORE, for good and valuable consideration, and intending to be legally bound, the parties hereby agree as follows:

“Delivery shall be [***] (Incoterms 2000) or to such other location as may be directed by CREALTA in the applicable Firm Order”

and replaced with:

“Delivery shall be [***] (Incoterms 2010) or to such other location as may be directed by HORIZON Ireland in the applicable Firm Order”.

[***] = CERTAIN CONFIDENTIAL INFORMATION OMITTED

/s/ J.M.   

If to HORIZON Ireland, addressed to:

Horizon Pharma Ireland Limited

Connaught House, 1st Floor

1 Burlington Road

Dublin D04 C5Y6, Ireland

Att: Legal Department

Fax:

If to NOF, addressed to:

NOF Europe GmbH

Mainzer Landstralle 46

60325 Frankfurt am Main

Germany

Att:

Fax:

IN WITNESS WHEREOF, the parties to this Amendment indicate their agreement effective as of the date set forth at the beginning of this Amendment by signing below.

[SIGNATURE PAGE TO FOLLOW]

/s/ J.M.