0001193125-04-157687 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • September 17th, 2004 • Adherex Technologies Inc • North Carolina

THIS EMPLOYMENT AGREEMENT (the “Agreement”) dated as of this 9th day of August 2004 (the “Effective Date”), by and between Adherex, Inc. (the “Company”), a wholly owned subsidiary of Adherex Technologies Inc. (“AHX”), and Rajesh K. Malik, an individual residing at the address set forth on the signature page hereof (“Employee”).

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EXCLUSIVE LICENSE AGREEMENT
Exclusive License Agreement • September 17th, 2004 • Adherex Technologies Inc • New Jersey

THIS LICENSE AGREEMENT (the “Agreement”) is made and effective as of the 13th day of April, 2001, (the “Effective Date”) by and between RUTGERS, THE STATE UNIVERSITY, having its statewide Office of Corporate Liaison and Technology Transfer at 58 Bevier Road, Piscataway, New Jersey 08854-8010, (hereinafter referred to as “Rutgers”) , and OXIQUANT, INC. a Delaware corporation having a principal place of business at 787 Seventh Avenue, New York, NY 10019 (hereinafter referred to as “Licensee”).

General Collaboration Agreement Between McGill University and Adherex Technologies, Inc.
General Collaboration Agreement • September 17th, 2004 • Adherex Technologies Inc • Quebec
AMENDMENT NO. 1
Adherex Technologies Inc • September 17th, 2004

THIS Amendment No. 1 (this “Amendment”) to that certain License Agreement (the “License Agreement”) entered into by and among RUTGERS, THE STATE UNIVERSITY OF NEW JERSEY (“Rutgers”) and Oxiquant, Inc. (the “Licensee”) dated as of April 13, 2001 is hereby entered into by and between Rutgers and the Licensee this 19th day of November, 2002.

MERGER AGREEMENT
Merger Agreement • September 17th, 2004 • Adherex Technologies Inc • Delaware

THIS MERGER AGREEMENT dated as of October 2, 2002 (the “Agreement”) is made by and among ADHEREX TECHNOLOGIES INC., a corporation amalgamated under the Canada Business Corporations Act (“Adherex”), ADHEREX, INC., a Delaware corporation and a wholly owned subsidiary of Adherex (“Adherex US”), and OXIQUANT, INC., a Delaware corporation (the “Company”).

EXCLUSIVE LICENSE AGREEMENT BETWEEN OREGON HEALTH & SCIENCE UNIVERSITY AND OXIQUANT, INC.
Exclusive License Agreement • September 17th, 2004 • Adherex Technologies Inc • Oregon

This Agreement, effective as of September 26, 2002, (“Effective Date”) is entered into by and between the Oregon Health & Science University (“OHSU”), having offices at 2525 S. W. First Avenue, Suite 120, Portland, Oregon 97201-4753, and Oxiquant, Inc. (“OXIQUANT”), a Delaware corporation, having offices at 787 Seventh Avenue, New York, New York 10019.

Adherex Technologies Inc. August 17, 2001 ROYAL BANK OF CANADA Loan Facility Agreement Borrower ADHEREX TECHNOLOGIES INC. Branch of Account Transit # 07500 Address Suite 340 600 Peter Morand Crescent Ottawa, Ontario K1G 5Z3 Telephone No. Address 90...
Adherex Technologies Inc • September 17th, 2004 • Ontario

THE BORROWER ACKNOWLEDGES AND AGREES THAT NOTWITHSTANDING ANY AMORTIZATION PERIODS, SCHEDULED INSTALMENT PAYMENTS, MARGIN REQUIREMENTS, FINAL REPAYMENT DATES, FEES, COVENANTS OR OTHER TERMS OR PROVISIONS OF THIS LOAN FACILITY AGREEMENT, OR ANY ARRANGEMENTS, UNDERSTANDINGS OR AGREEMENTS OUTSIDE THIS LOAN FACILITY AGREEMENT, THE LOANS PROVIDED FOR UNDER THE LOAN FACILITY ARE AVAILABLE IN THE SOLE DISCRETION OF THE BANK AND WILL BE DUE AND PAYABLE UPON DEMAND BY THE BANK

Commercial Park West Realmark–Commercial, LLC Lease
Commercial Lease Agreement • September 17th, 2004 • Adherex Technologies Inc
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 17th, 2004 • Adherex Technologies Inc • Ontario
EXCLUSIVE LICENSE AGREEMENT
Exclusive License Agreement • September 17th, 2004 • Adherex Technologies Inc • Ontario

This Exclusive License Agreement (“Agreement”) dated as of November 14, 2002 is by and between Adherex Technologies Inc., a corporation incorporated and existing under the laws of Canada, having its principal office at 600 Peter Morand Crescent, Ottawa, Ontario, K1G 5Z3 (“Adherex”) and Cadherin Biomedical Inc., a corporation incorporated and existing under the laws of Canada, having its principal office at 600 Peter Morand Crescent, Ottawa, Ontario K1Z 5Z3 (“Cadherin”).

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