0000799698-12-000009 Sample Contracts

CytRx Corp. 11726 San Vicente Blvd Los Angeles, CA 90049 Phone: 310-826-5648 Fax: 310-826-6139 Re: Investment Banking Agreement with Legend Securities, Inc. Dear Mr.Kriegsman,
Cytrx Corp • March 13th, 2012 • Biological products, (no disgnostic substances) • New York

This letter (the “Agreement”) shall confirm the engagement of Legend Securities, Inc., (“Legend”) by CytRx Corporation (the “Company” and collectively the “Parties” ) for purposes of providing, on a non-exclusive basis, investor awareness and business advisory services as set forth below in consideration for the fees and compensation described hereinafter:

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EMPLOYMENT AGREEMENT
Employment Agreement • March 13th, 2012 • Cytrx Corp • Biological products, (no disgnostic substances) • California

This Employment Agreement (this “Agreement”) is made and entered into as of January 1, 2012 (the “Effective Date”) by and between CytRx Corporation, a Delaware corporation (“Employer”), and Benjamin S. Levin, an individual and resident of the State of California (“Employee”).

THIRD AMENDMENT TO THIRD AMENDED
Employment Agreement • March 13th, 2012 • Cytrx Corp • Biological products, (no disgnostic substances)

This Third Amendment (this “Amendment”) is entered into on January 1, 2012, between CytRx Corporation, a Delaware corporation (“Employer”), and Steven A. Kriegsman (“Employee”), in order to amend that certain Third Amended and Restated Employment Agreement, made as of May 17, 2005 (the “Agreement”), between Employer and Employee, as follows:

EMPLOYMENT AGREEMENT
Employment Agreement • March 13th, 2012 • Cytrx Corp • Biological products, (no disgnostic substances) • California

This Employment Agreement (this “Agreement”) is made and entered into as of January 1, 2012 (the “Effective Date”) by and between CytRx Corporation, a Delaware corporation (“Employer”), and Daniel Levitt, M.D., Ph.D., an individual and resident of the State of California (“Employee”).

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