0000318771-05-000003 Sample Contracts

AMENDED AND RESTATED BACKUP FACILITY AGREEMENT
Backup Facility Agreement • February 28th, 2005 • Genentech Inc • Pharmaceutical preparations • New York

THIRD AMENDED AND RESTATED BACKUP FACILITY AGREEMENT dated as of November 4, 2004, among DNA FINANCE CORP. (the "Borrower"), the BANKS party hereto (the "Banks"), JP MORGAN CHASE BANK (formerly known as The Chase Manhattan Bank), as CP Administrative Agent and as Agent Bank (the "Agent"), UNION BANK OF CALIFORNIA, N.A., as Collateral Agent, VACAVILLE REAL ESTATE TRUST 2001 ("Lessor"), and GENENTECH, INC. ("Lessee" and "Guarantor").

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MASTER LEASE AGREEMENT
Master Lease Agreement • February 28th, 2005 • Genentech Inc • Pharmaceutical preparations • California

THIS BUILDING 5/6 LEASE (“Lease”) is entered into as of the date set forth (for identification purposes) in the Basic Lease Information, by SLOUGH SSF, LLC, a Delaware limited liability company (“Landlord”), and GENENTECH, INC., a Delaware corporation (“Tenant”). This Lease is entered into pursuant to the Master Lease Agreement dated as of November 1, 2004 between Landlord and Tenant (the “Master Agreement”).

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