0000950134-05-004068 Sample Contracts

XenoPort, Inc. 2005 Non-Employee Directors’ Stock Option Plan Stock Option Agreement (Nonstatutory Stock Option)
Stock Option Agreement • March 2nd, 2005 • Xenoport Inc • Pharmaceutical preparations

Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Stock Option Agreement, XenoPort, Inc. (the “Company”) has granted you an option under its 2005 Non-Employee Directors’ Stock Option Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. Defined terms not explicitly defined in this Stock Option Agreement but defined in the Plan shall have the same definitions as in the Plan.

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XenoPort, Inc. 2005 Equity Incentive Plan Option Agreement (Incentive Stock Option or Nonstatutory Stock Option)
Option Agreement • March 2nd, 2005 • Xenoport Inc • Pharmaceutical preparations

Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Option Agreement, XenoPort, Inc. (the “Company”) has granted you an option under its 2005 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. Defined terms not explicitly defined in this Option Agreement but defined in the Plan shall have the same definitions as in the Plan.

XENOPORT, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 2nd, 2005 • Xenoport Inc • Pharmaceutical preparations • Delaware

This Indemnification Agreement (“Agreement”) is effective as of ___by and between XenoPort, Inc., a Delaware corporation (the “Company”), and ___(“Indemnitee”).

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