0001104659-05-042813 Sample Contracts

MAXIM PHARMACEUTICALS, INC. AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • September 6th, 2005 • Maxim Pharmaceuticals Inc • Medicinal chemicals & botanical products • Delaware

THIS AMENDMENT TO RIGHTS AGREEMENT (this “Amendment”) is made as of September 5, 2005 by and between MAXIM PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and AMERICAN STOCK TRANSFER & TRUST COMPANY (the “Rights Agent”).

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AGREEMENT AND PLAN OF MERGER AMONG EPICEPT CORPORATION, MAGAZINE ACQUISITION CORP. AND MAXIM PHARMACEUTICALS, INC. Dated as of September 6, 2005
Agreement and Plan of Merger • September 6th, 2005 • Maxim Pharmaceuticals Inc • Medicinal chemicals & botanical products • Delaware

This AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made and entered into as of September 6, 2005 among EpiCept Corporation, a Delaware corporation (“EpiCept”), Magazine Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of EpiCept (“Merger Sub”), and Maxim Pharmaceuticals, Inc., a Delaware corporation (“Maxim”).

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