0001193125-08-116466 Sample Contracts

EXCLUSIVE LICENSE AGREEMENT
Exclusive License Agreement • May 15th, 2008 • DARA BioSciences, Inc. • Pharmaceutical preparations • North Carolina

This Agreement is made effective the 22nd day of December 2006 (the “Effective Date”), by and between Nuada, LLC, a North Carolina limited liability company having an address at 406 Blackwell Street, Suite 200, Durham, NC 27701 (“Nuada”), and DARA BioSciences, Inc., a Delaware corporation having an address at 4505 Falls of Neuse Road, Suite 125, Raleigh, NC 27609 (“DARA”). Nuada and DARA may be referred to herein individually as a “Party” or together, as the “Parties”.

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LEASE AGREEMENT Between THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, a New Jersey corporation, as Landlord And DARA BIOSCIENCES, INC., a Delaware corporation, as Tenant Dated: Nov. 30, 2007
Lease Agreement • May 15th, 2008 • DARA BioSciences, Inc. • Pharmaceutical preparations

THIS LEASE AGREEMENT (hereinafter called the “Lease”) is made and entered into this 30th day of November, 2007, by and between THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, a New Jersey corporation (hereinafter called “Landlord”), and DARA BIOSCIENCES, INC., a Delaware corporation (hereinafter called “Tenant”).

EMPLOYMENT AGREEMENT
Employment Agreement • May 15th, 2008 • DARA BioSciences, Inc. • Pharmaceutical preparations • North Carolina

This Employment Agreement is made and entered into as of November 28, 2005 (the “Effective Date”) by and between Dara Biosciences, Inc. (the “Company”) and John Didsbury (“Executive”).

LICENSE AGREEMENT
License Agreement • May 15th, 2008 • DARA BioSciences, Inc. • Pharmaceutical preparations • Massachusetts

THIS AGREEMENT, effective as of May 3, 2004 (“EFFECTIVE DATE”) between THE GENERAL HOSPITAL CORPORATION, a not-for-profit corporation doing business as Massachusetts General Hospital, having a place of business at Fruit Street, Boston, Massachusetts 02114 (“GENERAL”) and Dara Pharmaceuticals, Inc., a corporation having offices at 1234 Airport Road, Suite 105, Destin, Florida 32541 (“COMPANY”).

EXCLUSIVE LICENSE AGREEMENT
Exclusive License Agreement • May 15th, 2008 • DARA BioSciences, Inc. • Pharmaceutical preparations • North Carolina

THIS EXCLUSIVE LICENSE AGREEMENT (the “Agreement”) is entered into as of October 8, 2007 (the “Effective Date”) by and between BAYER PHARMACEUTICALS CORPORATION, a Delaware corporation with offices located at 400 Morgan Lane, West Haven, CT 06516 (“Licensor”), and DARA BIOSCIENCES, INC., a Delaware corporation with its offices located at 4505 Falls of Neuse Road, Suite 125, Raleigh, NC 27609 (“Licensee”). Licensor and Licensee may be referred to herein individually as a “Party” or collectively, as the “Parties.”

EXCLUSIVE LICENSE AGREEMENT
Exclusive License Agreement • May 15th, 2008 • DARA BioSciences, Inc. • Pharmaceutical preparations • England

This Exclusive License Agreement (this “Agreement”) is made effective as of July 1st, 2004 (the “Effective Date”) by and between Kirin Brewery Company, Limited, a Japanese corporation with a principal place of business at 10-1 Shinkawa 2-chome, Chuo-ku, Tokyo 104-8288 Japan (hereinafter “Kirin”), and Dara Therapeutics, Inc., a Delaware corporation with a place of business at 1234 Airport Road, Suite #105, Destin, FL 32541 (hereinafter “Dara”). Each of Kirin and Dara may be referred to hereinafter as a “Party” and together as the “Parties.”

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