0001104659-08-039616 Sample Contracts

SECOND AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • June 12th, 2008 • Applera Corp • Laboratory analytical instruments • Delaware

This SECOND AMENDMENT (“Amendment”), effective as of June 11, 2008 (subject to Section 3 of this Amendment), to the Stockholder Protection Rights Agreement, dated as of April 28, 1999, as amended by the Amendment to Rights Agreement, dated as of April 17, 2002, (the “Rights Agreement”), by and between Applera Corporation, f/k/a PE Corporation, a Delaware corporation (the “Company”) and Computershare Trust Company, N.A., f/k/a EquiServe Trust Company, N.A (as successor rights agent to BankBoston, N.A.) (the “Rights Agent”).

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