0001144204-15-011408 Sample Contracts

Contract
Sarissa Capital Management LP • February 23rd, 2015 • Pharmaceutical preparations • New York

PURSUANT TO THE TERMS OF SECTION 1 OF THIS WARRANT, ALL OR A PORTION OF THIS WARRANT MAY HAVE BEEN EXERCISED, AND THEREFORE THE ACTUAL NUMBER OF WARRANT SHARES REPRESENTED BY THIS WARRANT MAY BE LESS THAN THE AMOUNT SET FORTH ON THE FACE HEREOF.

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Apricus Biosciences, Inc. 11975 El Camino Real, Suite 300 San Diego, California 92130 Gentlemen:
Sarissa Capital Management LP • February 23rd, 2015 • Pharmaceutical preparations • New York

The undersigned (collectively, the “Investors”) hereby severally confirm their respective agreements with Apricus Biosciences, Inc., a Nevada corporation (the “Company”), as follows:

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