0000950103-08-001391 Sample Contracts

Deposit Agreement Dated as of November 21, 2005
Deposit Agreement • May 23rd, 2008 • Shire Ltd. • Pharmaceutical preparations

DEPOSIT AGREEMENT dated as of November 21, 2005 (the "Deposit Agreement") among SHIRE plc and its successors (the "Company"), JPMORGAN CHASE BANK, N.A., as depositary hereunder (the "Depositary"), and all holders from time to time of American Depositary Receipts issued hereunder ("ADRs") evidencing American Depositary Shares ("ADSs") representing deposited Shares (defined below).

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ASSIGNMENT AND NOVATION AGREEMENT
Assignment and Novation Agreement • May 23rd, 2008 • Shire Ltd. • Pharmaceutical preparations • New York

THIS ASSIGNMENT AND NOVATION AGREEMENT (this "Agreement") is made as of April 16, 2008 by and among Shire Limited (“NewShire”), a public company limited by shares incorporated under the laws of Jersey, Shire plc ("OldShire"), a public limited company incorporated under the laws of England and Wales, and JPMorgan Chase Bank, N.A., (the "Depositary").

THIS AGREEMENT is made on the day of 2008 BETWEEN: WHEREAS:
Indemnification & Liability • May 23rd, 2008 • Shire Ltd. • Pharmaceutical preparations • Jersey
Dated 15 April 2008 SHIRE PLC and SHIRE LIMITED and BARCLAYS BANK PLC as Facility Agent
Facility Agreement • May 23rd, 2008 • Shire Ltd. • Pharmaceutical preparations • Kentucky

interposition of New Shire between the Company and its shareholders, including any modification, addition or condition approved by the High Court, details of which will be set out in the Scheme Circular;

RATIFICATION AND GUARANTY RELATING TO THE SERVICE CONTRACT OF MR MATTHEW EMMENS
Ratification and Guaranty • May 23rd, 2008 • Shire Ltd. • Pharmaceutical preparations
AMENDMENT AGREEMENT
Amendment Agreement • May 23rd, 2008 • Shire Ltd. • Pharmaceutical preparations
THIS NOVATION AGREEMENT is made the 11th day of April, 2008 BETWEEN:
Novation Agreement • May 23rd, 2008 • Shire Ltd. • Pharmaceutical preparations • England
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