0000939767-13-000036 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • October 30th, 2013 • Exelixis, Inc. • Services-commercial physical & biological research • California

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made as of September 19, 2013 (the “Effective Date”) by and between Exelixis, Inc., a Delaware corporation (“Exelixis” or the “Company”), and Pamela A. Simonton (“Executive”). Executive and Exelixis are jointly referred to herein as the “Parties,”

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Amendment No. 2 to Note Purchase Agreement
Note Purchase Agreement • October 30th, 2013 • Exelixis, Inc. • Services-commercial physical & biological research • New York

This AMENDMENT No. 2, dated as of August 1, 2013 (this “Amendment”), to the Note Purchase Agreement, dated as of June 2, 2010, as amended by that certain Consent and Amendment, dated as of August 6, 2012 (as the same may from time to time be further amended, modified, supplemented or restated, the “Agreement”), by and among Exelixis, Inc., a Delaware corporation (the “Borrower”), and those purchasers set forth on the signature page hereof (individually, a “Purchaser” and together, the “Purchasers” and, collectively with the Borrower, the “Parties”). Capitalized terms used herein and not otherwise defined shall have the meaning given to such terms in the Agreement.

CONSENT TO SUBLEASE AGREEMENT
Consent to Sublease Agreement • October 30th, 2013 • Exelixis, Inc. • Services-commercial physical & biological research • California

THIS CONSENT TO SUBLEASE AGREEMENT (this "Agreement") is made as of August 5, 2013, by and among BRITANNIA POINTE GRAND LIMITED PARTNERSHIP, a Delaware limited partnership ("Landlord"), EXELIXIS INC., a Delaware corporation ("Tenant"), and SUTRO BIOPHARMA, INC., a Delaware corporation ("Subtenant").

SUBLEASE
Sublease • October 30th, 2013 • Exelixis, Inc. • Services-commercial physical & biological research • California

THIS SUBLEASE (the “Sublease”), dated for reference purposes only as of August 5, 2013 (the “Execution Date”), is made by and between EXELIXIS INC., a Delaware corporation (“Sublandlord”), and SUTRO BIOPHARMA, INC., a Delaware corporation (“Subtenant”).

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