0001193125-05-128524 Sample Contracts

McManus & Company, Inc. 23811 Inverness Place Laguna Niguel, California 92677
Aeolus Pharmaceuticals, Inc. • June 21st, 2005 • Pharmaceutical preparations • California

This will confirm the terms of our mutual understanding and agreement (“Agreement”) in connection with the efforts of McManus & Company, Inc. (“M&C”) to provide consulting services to Aeolus Pharmaceuticals, Inc. or its affiliates, sister companies or principals (collectively the “Company” or “Aeolus”) as follows:

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SEPARATION AGREEMENT AND GENERAL RELEASE
Separation Agreement and General Release • June 21st, 2005 • Aeolus Pharmaceuticals, Inc. • Pharmaceutical preparations • North Carolina

Aeolus Pharmaceuticals, Inc. and I, Richard Reichow, have entered into this agreement (Release) to settle all issues between us in connection with my termination of employment. Except to the extent governed by federal law, this Release shall be governed by the statutes and common law of North Carolina, excluding any that mandate the use of another jurisdiction’s laws.

CONSULTING AGREEMENT
Consulting Agreement • June 21st, 2005 • Aeolus Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware

This CONSULTING AGREEMENT is entered into by and between Aeolus Pharmaceuticals, Inc., a Delaware corporation, having a place of business at 79 T. W. Alexander Drive, 4401 Research Commons, Suite 200, P.O. Box 14287, Research Triangle Park, NC 27709 (“Aeolus”), and John L. McManus, having a place of business at 23811 Inverness Place, Laguna Niguel, CA 92677 (“Consultant”).

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