0001193805-11-000820 Sample Contracts

Contract
Deposit Agreement • April 29th, 2011 • JPMorgan Chase Bank, N.A. - ADR Depositary • Pharmaceutical preparations

AMENDMENT NO. 1, dated as of April 30, 2011 (the "Amendment"), to the Amended and Restated Deposit Agreement dated as of October 12, 2007, among Sanofi-Aventis, a société anonyme, organized under the laws of the Republic of France (herein called the "Company"), JPMorgan Chase Bank, N.A., a New York banking corporation (herein called the "Depositary"), and all Owners and Beneficial Owners from time to time of American Depositary Receipts ("Receipts") issued thereunder.

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