0000912282-04-000054 Sample Contracts

10,854,257 Shares TARGETED GENETICS CORPORATION Shares of Common Stock ($.01 par value) PLACEMENT AGENT AGREEMENT
Placement Agent Agreement • February 4th, 2004 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • New York

SG COWEN SECURITIES CORPORATION ROTH CAPITAL PARTNERS, LLC c/o SG Cowen Securities Corporation 1221 Avenue of the Americas New York, New York 10020

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SUBSCRIPTION AGREEMENT
Subscription Agreement • February 4th, 2004 • Targeted Genetics Corp /Wa/ • Biological products, (no disgnostic substances) • New York

[__] A. Delivery by electronic book-entry at The Depository Trust Company (“DTC”), registered in the Investor’s name and address as set forth below, and released by Mellon Investor Services LLC, the Company’s transfer agent (the “Transfer Agent”), to the Investor at the Closing. NO LATER THAN ONE (1) BUSINESS DAY AFTER THE EXECUTION OF THIS AGREEMENT BY THE INVESTOR AND THE COMPANY, THE INVESTOR SHALL:

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