0001104659-05-011363 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • March 16th, 2005 • Medarex Inc • Services-commercial physical & biological research • New Jersey

This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into this 5th day of January, 2004 (the “Effective Date”), between W. Bradford Middlekauff (the “Executive”) and MEDAREX, INC. (the “Company”) (collectively, the Executive and the Company shall be referred to as the “Parties”). In consideration of the mutual promises and agreements contained herein, the Parties agree as follows:

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Form of Non-employee Director Stock Option Agreement]
Nonqualified Stock Option Agreement • March 16th, 2005 • Medarex Inc • Services-commercial physical & biological research • New Jersey
INCENTIVE STOCK OPTION AGREEMENT
Incentive Stock Option Agreement • March 16th, 2005 • Medarex Inc • Services-commercial physical & biological research • New Jersey

MEDAREX, INC. a New Jersey corporation (the “Company”), in consideration of the value to it of the continuing services of XXXXXXX (hereinafter called “Optionee”), which continuing services the grant of this option is designed to secure, and in consideration of the various undertakings made herein by Optionee, and pursuant to its XXXX Stock Option Plan (hereinafter called the “Plan”), hereby grants to Optionee an option (the “Option”), intended to be an incentive stock option within the meaning of Section 422 of the Internal Revenue Code of 1986, as now or hereafter amended (the “Code”), evidenced by this Option Agreement, exercisable for the period and upon the terms hereinafter set out, to purchase XXXXX shares (the “Option Amount”) of $.01 par value common stock of the Company (“Common Stock”) at a price of $XXXXXX per share (the “Option Price”), which price represents at least the fair market value (as such term is defined in the Plan) of the shares as of the Date of Grant (as herei

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