0001144204-05-019027 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • June 15th, 2005 • Manhattan Pharmaceuticals Inc • Pharmaceutical preparations • Massachusetts

This Agreement (the “Agreement”) is entered into as of April 1, 2005 (the “Effective Date”) by and between MANHATTAN PHARMACEUTICALS, INC., a Delaware corporation with an office at 810 Seventh Avenue, 4th Floor, New York, NY 10019 (the “Company”), and DOUGLAS ABEL, residing at 104 Firecut Lane, Sudbury, MA 01776 (the “Executive”).

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AGREEMENT AND PLAN OF MERGER
Merger Agreement • June 15th, 2005 • Manhattan Pharmaceuticals Inc • Pharmaceutical preparations • New York

This Agreement and Plan of Merger (this “Agreement”) is entered into as of April 1, 2005, by and among Manhattan Pharmaceuticals, Inc., a company duly organized and existing under the laws of the State of Delaware, having a place of business located at 810 Seventh Avenue, 4th Floor, New York, New York 10019 (“Manhattan”), Tarpan Therapeutics, Inc., a company duly organized and existing under the laws of the State of Delaware, having a place of business located at 787 Seventh Avenue, 48th Floor, New York, New York 10019 (“Tarpan”), and Tarpan Acquisition Corp., a company duly organized and existing under the laws of the State of Delaware, having a place of business located at 810 Seventh Avenue, 8th Floor, New York, New York 10019 (“TAC”).

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