0001193125-07-086971 Sample Contracts

FORM OF BIDDING RULES AGREEMENT
Bidding Rules Agreement • April 23rd, 2007 • Google Inc. • Services-computer programming, data processing, etc. • New York

Bidding Rules Agreement dated as of April 20, 2007 among Google Inc., a corporation organized under the laws of Delaware (“Google”), Morgan Stanley & Co. Incorporated, as Auction Manager and Bidder, Citigroup Global Markets Inc., as Warrant Agent and Bidder, and Credit Suisse Securities (USA) LLC and UBS Securities LLC, as Bidders (the “Bidding Rules Agreement”).

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FORM OF WARRANT AGREEMENT dated as of April 20, 2007 among GOOGLE INC., Citigroup Global Markets Inc. as Warrant Agent and The Warrantholders Named Herein
Warrant Agreement • April 23rd, 2007 • Google Inc. • Services-computer programming, data processing, etc. • New York

This Warrant Agreement dated as of April 20, 2007, among Google Inc., a corporation organized under the laws of Delaware (the “Issuer”), Citigroup Global Markets Inc., as Warrant Agent (the “Warrant Agent”) and Morgan Stanley & Co. Incorporated, Citigroup Global Markets Inc., Credit Suisse Management LLC and UBS AG, London Branch, as warrantholders.

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