0001193805-12-001172 Sample Contracts

AMENDMENT NO. 1 TO DEPOSIT AGREEMENT
Deposit Agreement • July 12th, 2012 • Deutsche Bank Trust Co Americas/ ADR Group • Pharmaceutical preparations

AMENDMENT NO. 1 dated as of , 2012 (the "Amendment") to the Deposit Agreement dated as of March 14, 2011 (as amended from time to time, the "Deposit Agreement") by and among Grifols, S.A., a company incorporated under the laws of the Kingdom of Spain, and its successors (the "Company"), (ii) Deutsche Bank Trust Company Americas, an indirect wholly owned subsidiary of Deutsche Bank A.G., acting in its capacity as depositary, and any successor depositary hereunder (the "Depositary"), and (iii) all Holders and Beneficial Owners of American Depositary Shares evidenced by American Depositary Receipts issued thereunder.

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