0001193125-07-133482 Sample Contracts

VIA PHARMACEUTICALS, INC.
Stock Option Agreement • June 11th, 2007 • Corautus Genetics Inc • Biological products, (no disgnostic substances) • California

Unless otherwise defined herein, the terms defined in the 2004 Stock Plan shall have the same defined meanings in this Stock Option Agreement.

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VIA PHARMACEUTICALS, INC.
2004 Stock Plan • June 11th, 2007 • Corautus Genetics Inc • Biological products, (no disgnostic substances) • California

Unless otherwise defined herein, the terms defined in the 2004 Stock Plan shall have the same defined meanings in this Stock Option Agreement.

VIA PHARMACEUTICALS, INC. EMPLOYMENT AGREEMENT
Employment Agreement • June 11th, 2007 • Corautus Genetics Inc • Biological products, (no disgnostic substances) • California

This Agreement is entered into as of August 10, 2004, by and between VIA Pharmaceuticals, Inc. (the “Company”), and Lawrence Cohen (“Executive”).

AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 11th, 2007 • Corautus Genetics Inc • Biological products, (no disgnostic substances) • Delaware

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 5, 2007, is made and entered into by and among VIA PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and each of the stockholders of the Company listed on Exhibit A hereto, as such Exhibit A may be amended from time to time (the “Stockholders”). For the purposes of this Agreement, the term “Company” shall be deemed to include and refer to any successor in interest to the Company, whether by means of statutory conversion, merger, consolidation, recapitalization, reorganization or otherwise.

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • June 11th, 2007 • Corautus Genetics Inc • Biological products, (no disgnostic substances)

This Amendment to Employment Agreement (the “Amendment”) is entered into this 4th day of June, 2007 between VIA Pharmaceuticals, Inc. (“VIA”) and Adeoye Olukotun (the “Executive”).

FORM OF LOCK-UP AGREEMENT
Corautus Genetics Inc • June 11th, 2007 • Biological products, (no disgnostic substances)
AMENDMENT TO LETTER AGREEMENT
Letter Agreement • June 11th, 2007 • Corautus Genetics Inc • Biological products, (no disgnostic substances)

This Amendment to Letter Agreement (the “Amendment”) is entered into this 4th day of June, 2007 between VIA Pharmaceuticals, Inc. (“VIA”) and James Stewart (the “Executive”).

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • June 11th, 2007 • Corautus Genetics Inc • Biological products, (no disgnostic substances)

This Amendment to Employment Agreement (the “Amendment”) is entered into this 4th day of June, 2007 between VIA Pharmaceuticals, Inc. (“VIA”) and Lawrence Cohen (the “Executive”).

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