0001035704-06-000341 Sample Contracts

PREAMBLE
License Agreement • May 9th, 2006 • Myogen Inc • Pharmaceutical preparations • New York
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February 21, 2006 VIA HAND DELIVERY Michael R. Bristow, M.D., Ph.D. Myogen, Inc. 7575 West 103rd Avenue, Suite 102 Westminster, CO 80021 Re: Employment and Retention Agreement Dear Dr. Bristow:
Employment and Retention Agreement • May 9th, 2006 • Myogen Inc • Pharmaceutical preparations • Colorado

In consideration of your employment as Founder and Scientific Advisor, Myogen, Inc. (the “Company”) is pleased to offer you the following agreement regarding your employment with the Company (the “Agreement”). This Agreement amends and supersedes any and all prior agreements with respect to your employment terms, including but not limited to, that certain Employment and Retention Agreement dated, October 1, 2003 and that certain Employee Proprietary Information and Inventions Agreement dated as of September 23, 1998 and effective May 1, 1998.

RETIREMENT, CONSULTING AND GENERAL RELEASE AGREEMENT
Retirement, Consulting and General Release Agreement • May 9th, 2006 • Myogen Inc • Pharmaceutical preparations • Colorado

This Retirement, Consulting and General Release Agreement (“Agreement”) is made and entered into by and between John R. Julian, (“Julian” or “you”), on one side, and Myogen, Inc. (“Myogen” or “the Company”), on the other side, as of the Effective Date defined in Section 13 herein.

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