0000950137-06-003058 Sample Contracts

COMMON STOCK PURCHASE WARRANT To Purchase __________ Shares of Common Stock of SPECTRUM PHARMACEUTICALS, INC.
Common Stock Purchase • March 15th, 2006 • Spectrum Pharmaceuticals Inc • Pharmaceutical preparations

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ___(the “Holder”), is entitled to subscribe for and purchase from Spectrum Pharmaceuticals, Inc., a Delaware corporation (the “Company”), upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”), and on or prior to the close of business on September 15, 2011 (the “Expiration Date”) but not thereafter, up to ___shares (the “Warrant Shares”) of Common Stock, par value $6.62 per share, of the Company (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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FIRST AMENDMENT TO THE DISTRIBUTION AND SUPPLY AGREEMENT
The Distribution and Supply Agreement • March 15th, 2006 • Spectrum Pharmaceuticals Inc • Pharmaceutical preparations

This First Amendment (“Agreement”) to the Distribution and Supply Agreement (“Distribution Agreement”) dated April 13, 2005 (“Effective Date”) by and between Spectrum Pharmaceuticals, Inc. (“Spectrum”) and CURA Pharmaceutical Co., Inc. (“CURA”) is entered into and is effective as of February 28, 2006, hereinafter referred to as “Party” and collectively as “Parties”.

RESTRICTED STOCK AWARD GRANT NOTICE AND RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • March 15th, 2006 • Spectrum Pharmaceuticals Inc • Pharmaceutical preparations • Delaware

In no event, however, shall the Forfeiture Restriction (as defined in the Restricted Stock Agreement) lapse as to any additional Shares after the termination of the Holder’s Continuous Service. As used herein, the term “Continuous Service” shall have the meaning set forth in Section 3.5 of the Restricted Stock Agreement.

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