Common use of PPM Clause in Contracts

PPM. Xechem acknowledges it has received a copy of the Confidential Private Placement Memorandum of Ceptor dated October 22, 2004 (the "PPM") and that the Board of Directors of Xechem have approved the PPM and the "Offering" and other transactions described therein and has or will adopt any resolutions as stockholder of Ceptor to authorize the taking of all actions by Ceptor necessary or appropriate to effectuate the transactions described therein and consummate the "Merger" of Ceptor with and into a subsidiary of Company (as such terms are defined in the PPM) and subsequent merger of Ceptor into Company for the purpose of effectuating a change of domicile of Company from Florida to Delaware. Xechem agrees that it shall take all further actions reasonably requested by Ceptor in order to effectuate the intent and purposes of the Agreements and the transactions described in the PPM.

PPM. Xechem acknowledges acknowledes it has received a copy of the Confidential Private Placement Memorandum of Ceptor dated October 22, 2004 (the "PPM") and that the Board of Directors of Xechem have approved the PPM and the "Offering" and other transactions described therein and has or will adopt any resolutions as stockholder of Ceptor to authorize the taking of all actions by Ceptor necessary or appropriate to effectuate the transactions described therein and consummate the "Merger" of Ceptor with and into a subsidiary of Company (as such terms are defined in the PPM) and subsequent merger of Ceptor into Company for the purpose of effectuating a change of domicile of Company from Florida to Delaware. Xechem agrees that it shall take all further actions reasonably requested by Ceptor in order to effectuate the intent and purposes of the Agreements and the transactions described in the PPM.