0000950162-07-000488 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • August 7th, 2007 • Xoma LTD /De/ • Pharmaceutical preparations • California

This Employment Agreement (“Agreement”), effective as of this 3rd day of August, 2007, by and between XOMA (US) LLC (“XOMA” or the “Company”), a Delaware limited liability company with its principal office at 2910 Seventh Street, Berkeley, California, and Steven B. Engle (“Employee”), an individual residing at 14891 De La Valle Place, Del Mar, CA 92015.

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XOMA LTD. CHANGE OF CONTROL SEVERANCE AGREEMENT
Change of Control Severance Agreement • August 7th, 2007 • Xoma LTD /De/ • Pharmaceutical preparations • California

This Change of Control Severance Agreement (the “Agreement”) is made and entered into effective as of August 3, 2007 (the “Effective Date”), by and between Steven B. Engle (the “Employee”) and XOMA Ltd., a Bermuda company (the “Company”).

Share Option Agreement Under the XOMA Ltd.
Share Option Agreement • August 7th, 2007 • Xoma LTD /De/ • Pharmaceutical preparations • California
Non-Qualified Share Option Agreement Under the XOMA Ltd. Restricted Share Plan
Qualified Share Option Agreement • August 7th, 2007 • Xoma LTD /De/ • Pharmaceutical preparations • California
Share Option Agreement Under the XOMA Ltd.
Share Option Agreement • August 7th, 2007 • Xoma LTD /De/ • Pharmaceutical preparations • California
CONSULTING AGREEMENT
Consulting Agreement • August 7th, 2007 • Xoma LTD /De/ • Pharmaceutical preparations • California

THIS CONSULTING AGREEMENT (“Agreement”), effective as of 12:01 p.m., August 3, 2007 (the “Effective Date”), is between XOMA (US) LLC (hereinafter referred to as “XOMA”), a Delaware company with limited liability having an address of 2910 Seventh Street, Berkeley, California 94710, and John L. Castello (hereinafter referred to as “MR. CASTELLO”), an individual having an address of 201 Oakridge Drive, Danville, California 94506, both of whom may be jointly referred to sometimes hereinafter as the “Parties”. In consideration of the mutual promises, covenants, and conditions contained herein, the Parties hereby agree as follows:

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