LEASE between VACAVILLE REAL ESTATE TRUST 2001 as Lessor, and GENENTECH, INC. as Lessee Dated as of October 26, 2001Lease Agreement • March 4th, 2002 • Genentech Inc • Pharmaceutical preparations • New York
THIS LEASE IS SUBJECT TO A SECURITY INTEREST IN FAVOR OF THE CHASE MANHATTAN BANK, AS COLLATERAL AGENT (THE "COLLATERAL AGENT"), UNDER THE COLLATERAL TRUST AGREEMENT, DATED AS OF OCTOBER 26, 2001 AMONG VACAVILLE REAL ESTATE TRUST 2001, DNA FINANCE CORP., AND COLLATERAL AGENT, AS AMENDED OR SUPPLEMENTED. THIS LEASE HAS BEEN EXECUTED IN SEVERAL COUNTERPARTS. TO THE EXTENT, IF ANY, THAT THIS LEASE CONSTITUTES CHATTEL PAPER (AS SUCH TERM IS DEFINED IN THE UNIFORM COMMERCIAL CODE OF THE STATE OF NEW YORK OR CALIFORNIA), NO SECURITY INTEREST IN THIS LEASE MAY BE CREATED THROUGH THE TRANSFER OR POSSESSION OF ANY COUNTERPART OTHER THAN THE ORIGINAL COUNTERPART CONTAINING THE RECEIPT THEREFOR EXECUTED BY THE COLLATERAL AGENT ON THE SIGNATURE PAGE HEREOF.
PARTICIPATION AGREEMENT among GENENTECH, INC., as Lessee, VACAVILLE REAL ESTATE TRUST 2001, a Delaware business trust, as Lessor, WILMINGTON TRUST COMPANY, not in its individual capacity except as set forth herein, but solely as Trustee, VARIOUS...Participation Agreement • March 4th, 2002 • Genentech Inc • Pharmaceutical preparations • New York
PARTICIPATION AGREEMENT, dated as of October 26, 2001 (this "Agreement"), among GENENTECH, INC., a Delaware corporation (the "Lessee"); VACAVILLE REAL ESTATE TRUST 2001, a Delaware business trust (the "Lessor"); WILMINGTON TRUST COMPANY, a Delaware banking corporation, not in its individual corporate capacity, except as expressly stated herein, but solely as trustee of the Lessor (in its individual capacity, the "Trust Company", and solely in its capacity as trustee of the Lessor, the "Trustee"); THE VARIOUS FINANCIAL INSTITUTIONS time to time party to the Trust Agreement referred to herein, as Investors (collectively, the "Investors;" each an "Investor"); THE VARIOUS FINANCIAL INSTITUTIONS time to time party to the Backup Facility Agreement referred to herein, as Banks (collectively, the "Banks"; each a "Bank"); THE CHASE MANHATTAN BANK, a New York banking corporation, as agent for the Banks (in such capacity, the "Agent Bank"); DNA FINANCE CORP., a Delaware corporation ("SPC"); THE C
BACKUP FACILITY AGREEMENT dated as of October 26, 2001 among DNA FINANCE CORP., THE CHASE MANHATTAN BANK, as the CP Administrative Agent, The Financial Institutions Parties Hereto, as Banks, THE CHASE MANHATTAN BANK, as the Agent Bank, and THE CHASE...Backup Facility Agreement • March 4th, 2002 • Genentech Inc • Pharmaceutical preparations • New York
BACKUP FACILITY AGREEMENT, dated as of October 26, 2001 (as amended, supplemented or modified from time to time, this "Backup Facility Agreement") among DNA FINANCE CORP., a Delaware corporation (the "SPC"), THE CHASE MANHATTAN BANK, a New York banking corporation ("Chase"), as CP Administrative Agent for the SPC (together with its successors in such capacity, the "CP Administrative Agent"), the financial institutions parties hereto (hereinafter each, together with its successors and permitted assigns, a "Bank" and collectively, together with their respective successors and permitted assigns, the "Banks"), Chase, as agent for the Banks (hereinafter, together with its successors in such capacity, the "Agent Bank"), and Chase, as Collateral Agent as provided in the Participation Agreement referred to herein.
GUARANTEEGuarantee • March 4th, 2002 • Genentech Inc • Pharmaceutical preparations • New York
GUARANTEE dated as of October 26, 2001 (this "Guarantee") made by GENENTECH INC., a Delaware corporation (the "Guarantor"), in favor of Vacaville Real Estate Trust 2001 (the "Lessor"), DNA Finance Corp., a Delaware corporation ("SPC"), and the Investors (the Lessor, the Investors, and SPC, and their respective successors and assigns, collectively known as the "Beneficiaries").
