0001104659-08-045489 Sample Contracts

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • July 14th, 2008 • Warburg Pincus Private Equity X, L.P. • Pharmaceutical preparations • New York

SHARE PURCHASE AGREEMENT (the “Agreement”), dated as of June 1, 2008, by and among the parties listed in Schedule 1 (the “Selling Shareholders” and each individually a “Selling Shareholder”) and Warburg Pincus Private Equity X, L.P., a Delaware limited partnership, and Warburg Pincus X Partners, L.P., a Delaware limited partnership (the “Buyers” and each individually a “Buyer”).

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JOINT FILING AGREEMENT
Joint Filing Agreement • July 14th, 2008 • Warburg Pincus Private Equity X, L.P. • Pharmaceutical preparations

THIS JOINT FILING AGREEMENT is entered into as of July 14, 2008, by and among the parties hereto. The undersigned hereby agree that the Statement on Schedule 13D with respect to the ordinary shares, par value $0.02 per share, of WuXi PharmaTech (Cayman) Inc. and any amendment thereafter signed by each of the undersigned shall be, filed on behalf of each undersigned pursuant to and in accordance with the provisions of 13d-1(k) under the Securities Exchange Act of 1934, as amended.

AMENDMENT NO. 1 TO THE SHARE PURCHASE AGREEMENT
Amendment Agreement • July 14th, 2008 • Warburg Pincus Private Equity X, L.P. • Pharmaceutical preparations • New York

AMENDMENT AGREEMENT (the “Amendment Agreement”), dated as of July 2, 2008, by and among Warburg Pincus Private Equity X, L.P., a Delaware limited partnership, and Warburg Pincus X Partners, L.P., a Delaware limited partnership (together, the “Buyers”), UOB Hermes Asia Technology Fund, a Cayman Islands exempted company, UOB JAIC Venture Bio Investments Limited, a Singaporean limited liability company, and UOB Venture Technology Investments Ltd., a Singaporean limited liability company, (together, the “Selling Shareholders”).

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