0001193125-04-012126 Sample Contracts

GENOME THERAPEUTICS CORP. Shares of Common Stock, $.10 par value per share PLACEMENT AGENT AGREEMENT
Placement Agent Agreement • January 30th, 2004 • Genome Therapeutics Corp • In vitro & in vivo diagnostic substances • New York

Pursuant to Section 4(c) of the Escrow Agreement dated as of February , 2004 (the “Escrow Agreement”) by and among J.P. Morgan Securities Inc., Legg Mason Wood Walker, Incorporated, Genome Therapeutics Corp. (the “Company”) and you, the Company hereby notifies you that the following subscription(s) have been rejected:

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