0001047469-08-002925 Sample Contracts

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • March 17th, 2008 • Metabasis Therapeutics Inc • Pharmaceutical preparations • Virginia

THIS LOAN AND SECURITY AGREEMENT (this "Agreement") dated as of March 14, 2008 (the "Effective Date") between OXFORD FINANCE CORPORATION, a Delaware corporation with an office located at 133 N. Fairfax Street, Alexandria, VA 22314("Lender")and METABASIS THERAPEUTICS, INC. a Delaware corporation with an office located at 11119 North Torrey Pines Road, La Jolla, CA 92037 and ARAMED, INC. a Delaware corporation with an office located at 11119 North Torrey Pines Road, La Jolla, CA 92037 (jointly and severally, individually and collectively, the "Borrower"), provides the terms on which Lender shall lend to Borrower and Borrower shall repay Lender. The parties agree as follows:

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TERMINATION AGREEMENT
Termination Agreement • March 17th, 2008 • Metabasis Therapeutics Inc • Pharmaceutical preparations • California

This Termination Agreement (the "Agreement") is made as of this 30th day of January 2008 (the "Termination Date") by and between Daiichi Sankyo Company, Ltd. ("Daiichi Sankyo"), a Japanese corporation having its principal place of business at 5-1 Nihonbashi-Honcho, 3-chome, Chuo-ku, Tokyo 103-8426, Japan, and Metabasis Therapeutics, Inc. ("Metabasis"), a Delaware corporation having its principal place of business at 11119 North Torrey Pines Road, La Jolla, California 92037. Capitalized terms used herein but not otherwise defined in this Agreement shall have the meanings set forth in the Amended and Restated Collaborative Research and Development and License Agreement between Sankyo Co., Ltd. (which was merged with Daiichi Sankyo as of April 1, 2007) and Metabasis, dated June 30, 1999 (the "License Agreement").

TERMINATION AGREEMENT
Termination Agreement • March 17th, 2008 • Metabasis Therapeutics Inc • Pharmaceutical preparations • New York

This Termination Agreement (the "Termination Agreement") is effective as of the latest date of signature appearing below (the "Effective Date") by and between Valeant Pharmaceuticals North America, a Delaware corporation and successor in interest to Valeant Research & Development, ("Valeant"), Metabasis Therapeutics, Inc., a Delaware corporation ("Metabasis"), and Schering Corporation, a New Jersey corporation ("Schering"). (Valeant, Metabasis and Schering are each from time to time referred to individually as a "Party" and collectively as the "Parties".)

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