0001144204-06-051215 Sample Contracts

AMENDMENT TO STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • December 4th, 2006 • eXegenics Inc • Pharmaceutical preparations

Amendment dated as of November 30, 2006 (the “Amendment”) by and among eXegenics, Inc., a Delaware corporation (“eXegenics”), and the investors listed on Exhibit A hereto (each a “Investor” and collectively, the “Investors”) to the Stock Purchase Agreement (the “Purchase Agreement”) dated as of August 14, 2006 by and among eXegenics and the Investors. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement.

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AMENDMENT TO STOCKHOLDER RIGHTS AGREEMENT
Stockholder Rights Agreement • December 4th, 2006 • eXegenics Inc • Pharmaceutical preparations • Delaware

THIS AMENDMENT (the “Amendment”) is entered into as of the 4th day of December, 2006, by and between eXegenics, Inc., a Delaware corporation (the “Company”) and American Stock Transfer & Trust Company, as Rights Agent (the “Rights Agent”).

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