0001104659-04-014853 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 17th, 2004 • Imcor Pharmaceutical Co • Pharmaceutical preparations • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 19th day of April, 2004 by and among IMCOR Pharmaceutical Co., a Nevada corporation (the “Company”), and the “Purchasers” named in that certain Securities Purchase Agreement, of even date herewith, by and among the Company and the Purchasers (the “Purchase Agreement”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 17th, 2004 • Imcor Pharmaceutical Co • Pharmaceutical preparations • Nevada

THIS SECURITIES PURCHASE AGREEMENT (the or this “Agreement”) dated as of April 14 2004 is entered into by and among IMCOR Pharmaceutical Co., a Nevada corporation (the “Company”), and the purchasers identified on the signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”).

WARRANT AGREEMENT
Warrant Agreement • May 17th, 2004 • Imcor Pharmaceutical Co • Pharmaceutical preparations • Nevada

WARRANT AGREEMENT dated as of April 14, 2004 (this “Warrant Agreement”), between IMCOR Pharmaceutical Co. , a Nevada corporation (the “Company”), and [Purchaser] (together with its successors and assigns, the “Holder”).

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