0001193125-04-164964 Sample Contracts

EXECUTIVE EMPLOYMENT AGREEMENT (Mark Lotz)
Executive Employment Agreement • October 1st, 2004 • Medicinova Inc • California

This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made as of February 2, 2004 (the “Effective Date”) by and between MEDICINOVA, INC, a Delaware corporation (“MediciNova”), and Mark Lotz (“Executive”), with reference to the following facts:

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Contract
Stock Purchase Warrant • October 1st, 2004 • Medicinova Inc • California

THIS WARRANT WAS ORIGINALLY ISSUED EFFECTIVE SEPTEMBER 26, 2000 AND SUCH ISSUANCE WAS NOT REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY APPLICABLE STATE SECURITIES LAWS. CONSEQUENTLY, THIS WARRANT MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE.

EMPLOYMENT AGREEMENT
Employment Agreement • October 1st, 2004 • Medicinova Inc • California

THIS AGREEMENT is made effective as of 26th day of September, 2003 (hereinafter referred to as the “Effective Date”), by and between MEDICINOVA (hereinafter referred to as “MEDICINOVA”), a Delaware corporation, whose principal offices are located at 4370 La Jolla Village Drive, Suite 400, San Diego, CA 92122, U.S.A. and TAKASHI KIYOIZUMI, M.D., Ph.D., Sc.M., who resides at 17231 Holly Leaf Court, San Diego, CA 92127, U.S.A. (hereinafter referred to as “CEO”).

MEDICINOVA, INC. AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 1st, 2004 • Medicinova Inc • California

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of September 2, 2004 (the “Effective Date”) by and among MEDICINOVA, INC., a Delaware corporation (the “Company”), each of the persons named as “Founders” on the signature page hereto (the “Founders”) and each of the persons and entities named as “Investors” on the signature pages and Exhibit A attached hereto (the “Investors”), and amends and restates that certain Amended and Restated Registration Rights Agreement, dated March 31, 2003 (the “Prior Agreement”), by and among the Company, the Founders and those certain Investors listed thereto (the “Prior Investors”). The Company, the Founders, the Prior Investors and the Investors who become a party to this Agreement pursuant to Section 4.11 hereof are the “parties” hereto.

Takashi Kiyoizumi, Ph.D., M.D. President and CEO MediciNova, Inc. Suite 400 San Diego, CA 92122 Re: Research Services Agreement Dear Dr. Kiyoizumi:
Research Services Agreement • October 1st, 2004 • Medicinova Inc • Delaware

This is in reference to the Research Services Agreement between Medicinova and Tanabe Research Laboratories dated June 1, 2001 (“Agreement”).

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