0001047469-07-003643 Sample Contracts

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Preferred Stock Purchase Warrant • May 4th, 2007 • NovaCardia Inc • Pharmaceutical preparations • California

THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED UNLESS SUCH SALE OR TRANSFER IS IN ACCORDANCE WITH THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS OR SOME OTHER EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS IS AVAILABLE WITH RESPECT THERETO.

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AMENDMENT NO. 03 TO THE LOAN AND SECURITY AGREEMENT DATED March 21, 2005 Dated April 11, 2007
Loan and Security Agreement • May 4th, 2007 • NovaCardia Inc • Pharmaceutical preparations • California

This Amendment No. 03 ("Amendment 03") to that certain Loan and Security Agreement No. 4611 dated March 21, 2005, as amended by Amendment No. 01 to Loan and Security Agreement No. 4611 and Amendment No. 02 to Loan and Security Agreement No. 4611 (the "Agreement") is entered into as of April 11, 2007, by and between Lighthouse Capital Partners V, L.P. ("Lender") and NovaCardia, Inc., a Delaware corporation ("Borrower").

CONSENT TO SUBLEASE
Consent to Sublease • May 4th, 2007 • NovaCardia Inc • Pharmaceutical preparations • California

This Consent to Sublease (this "Consent") is made as of April , 2007, by Carr CRHP CA Properties, L.L.C., a Delaware limited liability company ("Landlord"), JONES DAY, a general partnership ("Tenant"), and NovaCardia, Inc., a Delaware corporation ("Sublessee") with reference to the following Recitals.

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