0001193125-09-087141 Sample Contracts

EXELIXIS, INC. and , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF
Warrant Agreement • April 24th, 2009 • Exelixis Inc • Services-commercial physical & biological research • New York

PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between Exelixis, Inc., a Delaware corporation (the “Company”) and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).

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EXELIXIS, INC. and , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF
Common Stock Warrant Agreement • April 24th, 2009 • Exelixis Inc • Services-commercial physical & biological research • New York

COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between Exelixis Inc., a Delaware corporation (the “Company”) and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).

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EXELIXIS, INC. and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF
Debt Securities Warrant Agreement • April 24th, 2009 • Exelixis Inc • Services-commercial physical & biological research • New York

DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of between Exelixis, Inc., a Delaware corporation (the “Company”) and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).

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