0001193125-09-063061 Sample Contracts

November 17, 2008 Michael L. Kranda Dear Michael:
Anesiva, Inc. • March 25th, 2009 • Pharmaceutical preparations

Anesiva, Inc. (the “Company”) is pleased to offer you an amendment (the “Amendment”) to your employment terms, as set forth in the offer letter between you and the Company, dated June 16, 2008 (the “Offer Letter”). The employment terms set forth in this Amendment are effective as of November 17, 2008 (the “Amendment Date”). Unless this Amendment specifically states that it supersedes a term in the Offer Letter, the terms of the Offer Letter shall remain binding and in full force and effect.

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November 10, 2008 Anesiva, Inc.
Anesiva, Inc. • March 25th, 2009 • Pharmaceutical preparations • New York
TERMINATION AGREEMENT
Termination Agreement • March 25th, 2009 • Anesiva, Inc. • Pharmaceutical preparations

This agreement for the termination of the “Supply Agreement” between Anesiva, Inc and PowderMed, Ltd (the “Parties”) (originally the Supply Agreement between AlgoRx Pharmaceuticals, Inc. and PowderJect Technologies Ltd.) dated March 22nd, 2002 (as amended) is made and entered into as of the 18th day of December, 2008 (the “Effective Date”).

AMENDMENT NO. 1 TO WARRANT TO PURCHASE STOCK
Anesiva, Inc. • March 25th, 2009 • Pharmaceutical preparations • Virginia

THIS AMENDMENT NO. 1 TO WARRANT TO PURCHASE STOCK (this “Amendment No. 1”) is made this [ ] by and between Anesiva, Inc., a Delaware corporation (the “Company”) and [ ] (“Holder”).

March 24, 2009 William Houghton, M.D. Dear Bill,
Anesiva, Inc. • March 25th, 2009 • Pharmaceutical preparations

Anesiva, Inc. (the “Company”) is pleased to offer you an amendment to your employment terms, as set forth in the offer letter between you and the Company, dated July 9, 2008 (the “Offer Letter” attached hereto as Exhibit A). The employment terms set forth in this Amendment are effective as of April 1, 2009 (the “Amendment Date”) unless stated otherwise. Unless this Amendment specifically states that it supersedes an employment term in the Offer Letter, the employment terms of the Offer Letter shall remain binding and in full force and effect.

March 24, 2009 Michael Kranda Dear Michael,
Vulcan Agreement • March 25th, 2009 • Anesiva, Inc. • Pharmaceutical preparations

Anesiva, Inc. (We or the “Company”) is pleased to offer you an amendment to your employment terms, as set forth in the Offer Letter between you and the Company, dated June 16, 2008 (the “Offer Letter” attached hereto as Exhibit A). The employment terms set forth in this Amendment are effective as of January 1, 2009 (the “Amendment Date”) unless stated otherwise. Unless this Amendment specifically states that it supersedes an employment term in the Offer Letter, the employment terms of the Offer Letter shall remain binding and in full force and effect.

November 17, 2008 William C. Houghton Dear Bill:
Anesiva, Inc. • March 25th, 2009 • Pharmaceutical preparations

Anesiva, Inc. (the “Company”) is pleased to offer you an amendment (the “Amendment”) to your employment terms, as set forth in the offer letter between you and the Company, dated July 9, 2008 (the “Offer Letter”). The employment terms set forth in this Amendment are effective as of November 17, 2008 (the “Amendment Date”). Unless this Amendment specifically states that it supersedes a term in the Offer Letter, the terms of the Offer Letter shall remain binding and in full force and effect.

November 17, 2008 Jean-Frederic Viret Dear Jean:
Anesiva, Inc. • March 25th, 2009 • Pharmaceutical preparations

Anesiva, Inc. (the “Company”) is pleased to offer you an amendment (the “Amendment”) to your employment terms, as set forth in the offer letter between you and the Company, dated November 21, 2002 (the “Offer Letter”). The employment terms set forth in this Amendment are effective as of November 17, 2008 (the “Amendment Date”). Unless this Amendment specifically states that it supersedes a term in the Offer Letter, the terms of the Offer Letter shall remain binding and in full force and effect.

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