0001104659-03-021407 Sample Contracts

WARRANT TO PURCHASE COMMON STOCK OF MAXIM PHARMACEUTICALS, INC.
Maxim Pharmaceuticals Inc • September 24th, 2003 • Medicinal chemicals & botanical products

THIS CERTIFIES that or any subsequent holder hereof (the “Holder”), has the right to purchase from MAXIM PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), up to fully paid and nonassessable shares of the Company’s common stock, par value $.001 per share (the “Common Stock”), subject to adjustment as provided herein, at a price per share equal to the Exercise Price (as defined below), at any time beginning on the date which is the six (6) month anniversary of the date on which this Warrant is issued (the date of such issuance being referred to as the “Issue Date”) and, subject to Section 6(c) hereof, ending at 5:00 p.m., pacific time, on the date that is five and one-half (5-1/2) years after the Issue Date (the “Expiration Date”). This Warrant is issued pursuant to a Securities Purchase Agreement, dated as of September 22, 2003 (the “Securities Purchase Agreement”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the S

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 24th, 2003 • Maxim Pharmaceuticals Inc • Medicinal chemicals & botanical products • Delaware

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 22, 2003, by and between MAXIM PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and each Investor whose name appears on the signature pages hereof.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • September 24th, 2003 • Maxim Pharmaceuticals Inc • Medicinal chemicals & botanical products • Delaware

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of September 22, 2003, is made by and between Maxim Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and each investor whose name appears on the signature pages hereof (each, an “Investor” and, collectively, the “Investors”).

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