0001193125-12-457399 Sample Contracts

CODEXIS, INC. DAVID O’TOOLE STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENT
Stock Option Agreement • November 7th, 2012 • Codexis Inc • Industrial organic chemicals • Delaware

Codexis, Inc., a Delaware corporation, (the “Company”) hereby grants to the holder listed below (“Participant”), an option to purchase the number of shares of the Company’s common stock (“Stock”), set forth below (the “Option”). This Option is subject to all of the terms and conditions set forth herein and the Stock Option Agreement attached hereto as Exhibit A (the “Stock Option Agreement”), which is incorporated herein by reference. Unless otherwise defined herein, the terms are defined in Article 1 of the Stock Option Agreement.

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CODEXIS, INC. DAVID O’TOOLE RESTRICTED STOCK GRANT NOTICE AND RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • November 7th, 2012 • Codexis Inc • Industrial organic chemicals • Delaware

Codexis, Inc., a Delaware corporation, (the “Company”), hereby grants to the individual listed below (“Participant”), the number of shares (the “Shares”) of the Company’s common stock (“Stock”) set forth below. These Shares are subject to all of the terms and conditions as set forth herein and in the Restricted Stock Agreement attached hereto as Exhibit A (the “Restricted Stock Agreement”) (including without limitation the Restrictions on the Shares set forth in the Restricted Stock Agreement), which is incorporated herein by reference. Unless otherwise defined herein, the terms are defined in Article 1 of the Restricted Stock Agreement.

EXCLUSIVE NEGOTIATION AGREEMENT
Exclusive Negotiation Agreement • November 7th, 2012 • Codexis Inc • Industrial organic chemicals

THIS EXCLUSIVE NEGOTIATION AGREEMENT, together with exhibits and schedules attached hereto, (the “Agreement”) is entered into and effective as of July 10, 2012 (the “Effective Date”) by and between Equilon Enterprises LLC dba Shell Oil Products US, a Delaware limited liability company, having a place of business at 910 Louisiana Street, Houston, Texas 77002 (“Shell”), and Codexis, Inc., a Delaware corporation, having a place of business at 200 Penobscot Drive, Redwood City, California 94063 (“Codexis”). Shell and Codexis may each be referred to herein individually as a “Party” or, collectively, as the “Parties.”

AGREEMENT
License Agreement • November 7th, 2012 • Codexis Inc • Industrial organic chemicals • New York

THIS AGREEMENT, together with the schedules attached hereto, (this “Agreement”) is entered into as of the Execution Date and effective as of August 31, 2012 (the “Effective Date”), by and between Equilon Enterprises LLC dba Shell Oil Products US, a Delaware limited liability company, having a place of business at 910 Louisiana Street, Houston, Texas 77002 (“Shell”), and Codexis, Inc., a Delaware corporation, having a place of business at 200 Penobscot Drive, Redwood City, California 94063 (“Codexis”). Shell and Codexis may each be referred to herein individually as a “Party” or, collectively, as the “Parties.”

SIXTH AMENDMENT TO LEASE
Lease • November 7th, 2012 • Codexis Inc • Industrial organic chemicals • California

This Sixth Amendment to Lease (“Amendment”) is entered into, and dated for reference purposes, as of September 27, 2012 (the “Execution Date”) by and between METROPOLITAN LIFE INSURANCE COMPANY, a New York corporation (“Metropolitan”), as Landlord (“Landlord”), and CODEXIS, INC., a Delaware corporation (“Codexis”), as Tenant (“Tenant”), with reference to the following facts (“Recitals”):

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