0000950152-05-000681 Sample Contracts

ACQUISITION AGREEMENT
Acquisition Agreement • February 2nd, 2005 • Genencor International Inc • In vitro & in vivo diagnostic substances • Delaware

THIS AGREEMENT is made and entered into as of January 27, 2005 among DANSICO A/S, a Danish corporation (“Danisco”), DH Subsidiary Inc., a Delaware corporation and an indirect wholly-owned subsidiary of Danisco (the “Buyer”), and GENENCOR INTERNATIONAL, INC., a Delaware corporation (the “Company”).

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FOURTH AMENDMENT TO STOCKHOLDER AGREEMENT
Stockholder Agreement • February 2nd, 2005 • Genencor International Inc • In vitro & in vivo diagnostic substances

This Fourth Amendment (the “Fourth Amendment”) to the Stockholder Agreement dated July 25, 2000 (together with the First, Second and Third Amendments thereto, the “Stockholder Agreement”), by and among Genencor International, Inc. (the “Company”), Eastman Chemical Company (“Eastman”), and Danisco A/S (together with its applicable affiliates “Danisco”) is dated as of the 27th day of January, 2005.

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