0001193125-10-048950 Sample Contracts

AMENDMENT NO. 2 TO RIGHTS AGREEMENT
Rights Agreement • March 5th, 2010 • MDRNA, Inc. • Pharmaceutical preparations • Delaware

This Amendment No. 2 to Rights Agreement (this “Amendment”), which is effective March 17, 2010, is by and between MDRNA, Inc. (f/k/a Nastech Pharmaceutical Company Inc.) (the “Company”), and American Stock Transfer & Trust Company, LLC (the “Rights Agent”). Capitalized terms used in this Amendment but not otherwise defined herein shall have the meanings ascribed to such terms in the Rights Agreement (as defined in the recitals below).

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