Common use of Electronic Copy Clause in Contracts

Electronic Copy. The parties to this document agree that a copy of the original signature (including an electronic copy) may be used for any and all purposes for which the original signature may have been used. The parties further waive any right to challenge the admissibility or authenticity of this document in a court of law based solely on the absence of an original signature. The parties execute this Agreement in duplicate originals by their duly authorized officers or representatives. Signature: Name: Title: Date: Signature: Name: Title: Date: Review company’s business plan to develop milestones that fit the licensing situation. Below are ideas for potential milestones: Company viability Financing Management team Manufacturing & operations (build facility or outsource manufacturing) Relationships with suppliers, customers, strategic partners Development Operational prototype Qualification or reliability Telecom: lab trial, field trial Animal studies Government approval FDA: NDA, Phase I, Phase II, etc. Broad commercialization Licensed Product available for sale First sale Net Sales (alternative; ramping annual minimums) Multiple customers 1. has already provided Stanford a preliminary business plan. By , ***** will provide Stanford a detailed document covering *****'s plans as to projected product development, markets and sales forecasts, manufacturing and operations, and financial forecasts until at least $X,000,000 (“Business Plan”). Stanford will treat this Business Plan as confidential information and to protect it as Stanford would its own confidential information. 2. By , ***** will have $X,000,000 of available non-contingent, operating capital to proceed with the exploration and development of Licensed Product. Capital will be from a third party who may or may not be an investor in ***** and unused capital will be on deposit in a financial institutional acceptable to both Stanford and *****. 3. By , ***** will provide to Stanford a listing of the management team or a schedule for the recruitment of key management positions. 4. By , ***** will make a prototype/ begin animal studies. 5. By , ***** will file an NDA, Phase I, Phase II, etc. 6. By , ***** will have a first sale of Licensed Product. 7. or a sublicensee must sell at least 1 Licensed Product every 6 months after the date of first sale of a Licensed Product. 8. By , ***** will reach annual Net Sales of at least $X,000,000. 9. By , ***** will obtain purchase orders from at least 2 customers. 10. By , ***** will reach annual Net Sales of at least $XX,000,000. 11. By , ***** will reach annual Net Sales of at least $XXX,000,000.

Electronic Copy. The parties to this document agree that a copy of the original signature (including an electronic copy) may be used for any and all purposes for which the original signature may have been used. The parties further waive any right to challenge the admissibility or authenticity of this document in a court of law based solely on the absence of an original signature. The parties execute this Agreement in duplicate originals by their duly authorized officers or representatives. Signature: Name: Title: Date: Signature: Name: Title: Date: Review company’s business plan to develop milestones that fit the licensing situation. Below are ideas for potential milestones: Company viability Financing Management team Manufacturing & operations (build facility or outsource manufacturing) Relationships with suppliers, customers, strategic partners Development Operational prototype Qualification or reliability Telecom: lab trial, field trial Animal studies Government approval FDA: NDA, Phase I, Phase II, etc. Broad commercialization Licensed Product available for sale First sale Net Sales (alternative; ramping annual minimums) Multiple customers 1. has already provided Stanford a preliminary business plan. By , ***** will provide Stanford a detailed document covering *****'s plans as to projected product development, markets and sales forecasts, manufacturing and operations, and financial forecasts until at least $X,000,000 (“Business Plan”). Stanford will treat this Business Plan as confidential information and to protect it as Stanford would its own confidential information. 2. By , ***** will have $X,000,000 of available non-contingent, operating capital to proceed with the exploration and development of Licensed Product. Capital will be from a third party who may or may not be an investor in ***** and unused capital will be on deposit in a financial institutional acceptable to both Stanford and *****. 3. By , ***** will provide to Stanford a listing of the management team or a schedule for the recruitment of key management positions. 4. By , ***** will make a prototype/ begin animal studies. 5. By , ***** will file an NDA, Phase I, Phase II, etc. 6. By , ***** will have a first sale of Licensed Product. 7. or a sublicensee must sell at least 1 Licensed Product every 6 months after the date of first sale of a Licensed Product. 8. By , ***** will reach annual Net Sales of at least $X,000,000. 9. By , ***** will obtain purchase orders from at least 2 customers. 10. By , ***** will reach annual Net Sales of at least $XX,000,000. 11. By , ***** will reach annual Net Sales of at least $XXX,000,000. Licensee: Stanford Docket number: Period Covered: From: Through: Prepared By: Date: Approved By: Date: If the license covers several products, please prepare a separate report for each product. Then combine all products into a summary royalty report.

Electronic Copy. The parties to this document agree that a copy of the original signature (including an electronic copy) may be used for any and all purposes for which the original signature may have been used. The parties further waive any right to challenge the admissibility or authenticity of this document in a court of law based solely on the absence of an original signature. The parties execute this Agreement in duplicate originals by their duly authorized officers or representatives. Signature: Name: Title: Date: Signature: Name: Title: Date: Review company’s business plan to develop milestones that fit the licensing situation. Below are ideas for potential milestones: Company viability Financing Management team Manufacturing & operations (build facility or outsource manufacturing) Relationships with suppliers, customers, strategic partners Development Operational prototype Qualification or reliability Telecom: lab trial, field trial Animal studies Government approval FDA: NDA, Phase I, Phase II, etc. Broad commercialization Licensed Product available for sale First sale Net Sales (alternative; ramping annual minimums) Multiple customers 1. has already provided Stanford a preliminary business plan. By , ***** will provide Stanford a detailed document covering *****'s plans as to projected product development, markets and sales forecasts, manufacturing and operations, and financial forecasts until at least $X,000,000 (“Business Plan”). Stanford will treat this Business Plan as confidential information and to protect it as Stanford would its own confidential information. 2. By , ***** will have $X,000,000 of available non-contingent, operating capital to proceed with the exploration and development of Licensed Product. Capital will be from a third party who may or may not be an investor in ***** and unused capital will be on deposit in a financial institutional acceptable to both Stanford and *****. 3. By , ***** will provide to Stanford a listing of the management team or a schedule for the recruitment of key management positions. 4. By , ***** will make a prototype/ begin animal studies. 5. By , ***** will file an NDA, Phase I, Phase II, etc. 6. By , ***** will have a first sale of Licensed Product. 7. or a sublicensee must sell at least 1 Licensed Product every 6 months after the date of first sale of a Licensed Product. 8. By , ***** will reach annual Net Sales of at least $X,000,000. 9. By , ***** will obtain purchase orders from at least 2 customers. 10. By , ***** will reach annual Net Sales of at least $XX,000,000. 11. By , ***** will reach annual Net Sales of at least $XXX,000,000. Licensee: Stanford Docket number: Period Covered: From: Through: Prepared By: Date: Approved By: Date: If the license covers several products, please prepare a separate report for each product. Then combine all products into a summary royalty report.

Electronic Copy. The parties to this document agree that a copy of the original signature (including an electronic copy) may be used for any and all purposes for which the original signature may have been used. The parties further waive any right to challenge the admissibility or authenticity of this document in a court of law based solely on the absence of an original signature. The parties execute this Agreement in duplicate originals by their duly authorized officers or representatives. THE BOARD OF TRUSTEES OF THE LXXXXX XXXXXXXXX JUNIOR UNIVERSITY Signature: /s/ Katharine Ka Name: Katharine Ka Title: Director Technology Licensing Date: June 28, 2013 BUTTERFLY NETWORK, INC. Signature: /s/ Axxx Xxxxxx Name: Axxx Xxxxxx Title: General Counsel Date: Review company’s business plan to develop milestones that fit the licensing situation. Below are ideas for potential milestones: Company viability Financing Management team Manufacturing & operations (build facility or outsource manufacturing) Relationships with suppliers, customers, strategic partners Development Operational prototype Qualification or reliability Telecom: lab trial, field trial Animal studies Government approval FDA: NDA, Phase I, Phase II, etc. Broad commercialization Licensed Product available for sale First sale Net Sales (alternative; ramping annual minimums) Multiple customers6/28/13 Appendix A - Milestones 1. has already provided Stanford a preliminary business plan. By , [***** ], Butterfly will provide Stanford a detailed document covering *****'s Butterfly’s plans as to projected product development, markets and sales forecasts, manufacturing and operations, and financial forecasts until at least $X,000,000 [***] (“Business Plan”). Stanford will treat this Business Plan as confidential information and to protect it as Stanford would its own confidential information. 2. By , [***** ], Butterfly will have $X,000,000 [***] of available non-contingent, operating capital to proceed with the exploration and development manufacturing scale-up of Licensed Product. Capital will be from a third party who may or may not be an investor in [***** ] and unused capital will be on deposit in a financial institutional acceptable to both Stanford and *****Butterfly. 3. By , [***], Butterfly will [** will provide to Stanford a listing of the management team or a schedule for the recruitment of key management positions**]. 4. By , [***], Butterfly will [** will make a prototype/ begin animal studies**]. 5. By , [***], Butterfly will [** will file an NDA, Phase I, Phase II, etc**]. 6. By , Butterfly or a sublicensee must [***** will have a first sale of Licensed Product]. 7. or a sublicensee must sell at least 1 Licensed Product every 6 months after the date of first sale of a Licensed ProductBy [***], Butterfly will [***]. 8. By , [***** ], Butterfly will reach annual Net Sales of at least $X,000,000. 9. By , [***** will obtain purchase orders from at least 2 customers. 10]. By , Xxxxxxxx X — Sample Reporting Form Stanford Docket No. S This report is provided pursuant to the license agreement between Stanford University and (Company Name) License Agreement Effective Date: Name(s) of Licensed Products being reported: Yearly Maintenance Fee $ Number of Sublicenses Executed Gross Revenue $ Net Sales $ Royalty Calculation Royalty Subtotal $ Credit $ Royalty Due $ Comments: Appendix C — Non-exclusive Applications 1 - [***** will reach annual Net Sales of at least $XX,000,000. 11. By , ***** will reach annual Net Sales of at least $XXX,000,000.]

Electronic Copy. The parties to this document agree that a copy of the original signature (including an electronic copy) may be used for any and all purposes for which the original signature may have been used. The parties further waive any right to challenge the admissibility or authenticity of this document in a court of law based solely on the absence of an original signature. The parties execute this Agreement in duplicate originals by their duly authorized officers or representatives. Signature: Name: Title: Date: Signature: Name: Title: Date: Review company’s business plan to develop milestones that fit the licensing situation. Below are ideas for potential milestones: Company ***** viability Financing Management team Manufacturing & operations (build facility or outsource manufacturing) Relationships with suppliers, customers, strategic partners Development Operational prototype Qualification or reliability Telecom: lab trial, field trial Animal studies Government approval FDA: NDA, Phase I, Phase II, etc. Broad commercialization Licensed Product available for sale First sale Net Sales (alternative; ramping annual minimums) Multiple customers 1. has already provided Stanford a preliminary business plan. By , ***** will provide Stanford a detailed document covering *****'s plans as to projected product development, markets and sales forecasts, manufacturing and operations, and financial forecasts until at least $X,000,000 (“"Business Plan”"). Stanford will treat this Business Plan as confidential information and to protect it as Stanford would its own confidential information. 2. By , ***** will have $X,000,000 of available non-contingent, operating capital to proceed with the exploration and development of Licensed Product. Capital will be from a third party who may or may not be an investor in ***** and unused capital will be on deposit in a financial institutional acceptable to both Stanford and *****. 3. By , ***** will provide to Stanford a listing of the management team or a schedule for the recruitment of key management positions. 4. By , ***** will make a prototype/ begin animal studies. 5. By , ***** will file an NDA, Phase I, Phase II, etc. 6. By , ***** will have a first sale of Licensed Product. 7. or a sublicensee must sell at least 1 Licensed Product every 6 months after the date of first sale of a Licensed Product. 8. By , ***** will reach annual Net Sales of at least $X,000,000. 9. By , ***** will obtain purchase orders from at least 2 customers. 10. By , ***** will reach annual Net Sales of at least $XX,000,000. 11. By , ***** will reach annual Net Sales of at least $XXX,000,000.

Electronic Copy. The parties to this document agree that a copy of the original signature (including an electronic copy) may be used for any and all purposes for which the original signature may have been used. The parties further waive any right to challenge the admissibility or authenticity of this document in a court of law based solely on the absence of an original signature. The parties execute this Agreement in duplicate originals by their duly authorized officers or representatives. Signature: Name: Title: Date: Signature: Name: Title: Date: Review company’s business plan to develop milestones that fit the licensing situation. Below are ideas for potential milestones: Company viability Financing Management team Manufacturing & operations (build facility or outsource manufacturing) Relationships with suppliers, customers, strategic partners Development Operational prototype Qualification or reliability Telecom: lab trial, field trial Animal studies Government approval FDA: NDA, Phase I, Phase II, etc. Broad commercialization Licensed Product available for sale First sale Net Sales (alternative; ramping annual minimums) Multiple customers 1. Company has already provided Stanford a preliminary business plan. By , ***** Company will provide Stanford a detailed document covering *****Company's plans as to projected product development, markets and sales forecasts, manufacturing and operations, and financial forecasts until at least $X,000,000 (“"Business Plan”"). Stanford will treat this Business Plan as confidential information and to protect it as Stanford would its own confidential information. 2. By , ***** Company will have $X,000,000 of available non-contingent, operating capital to proceed with the exploration and development of Licensed Product. Capital will be from a third party who may or may not be an investor in ***** Company and unused capital will be on deposit in a financial institutional acceptable to both Stanford and *****Company. 3. By , ***** Company will provide to Stanford a listing of the management team or a schedule for the recruitment of key management positions. 4. By , ***** Company will make a prototype/ begin animal studies. 5. By , ***** Company will file an NDA, Phase I, Phase II, etc. 6. By , ***** Company will have a first sale of Licensed Product. 7. Company or a sublicensee must sell at least 1 Licensed Product every 6 months after the date of first sale of a Licensed Product. 8. By , ***** Company will reach annual Net Sales of at least $X,000,000. 9. By , ***** Company will obtain purchase orders from at least 2 customers. 10. By , ***** Company will reach annual Net Sales of at least $XX,000,000. 11. By , ***** Company will reach annual Net Sales of at least $XXX,000,000.

Electronic Copy. The parties to this document agree that a copy of the original signature (including an electronic copy) may be used for any and all purposes for which the original signature may have been used. The parties further waive any right to challenge the admissibility or authenticity of this document in a court of law based solely on the absence of an original signature. The parties execute this Agreement in duplicate originals by their duly authorized officers or representatives. Signature: Name: Title: Date: Signature: Name: Title: Date: THE BOARD OF TRUSTEES OF THE XXXXXX XXXXXXXX JUNIOR UNIVERSITY Signature Name Title Date [insert full legal name of Licensee here] Signature Name Title Date Review company’s business plan to develop milestones that fit the licensing situation. Below are ideas for potential milestones: Company viability Financing Management team Manufacturing & operations (build facility or outsource manufacturing) Relationships with suppliers, customers, strategic partners Development Operational prototype Qualification or reliability Telecom: lab trial, field trial Animal studies Government approval FDA: NDA, Phase I, Phase II, etc. Broad commercialization Licensed Product available for sale commercialization First sale Net Sales (alternative; ramping annual minimums) Multiple customers 1. Licensee has already provided Stanford a preliminary business plan. By , ***** will provide Stanford a detailed document covering *****'s plans as to projected product development, markets and sales forecasts, manufacturing and operations, and financial forecasts until at least $X,000,000 (“Business Plan”). Stanford will treat this Business Plan as confidential information and to protect it as Stanford would its own confidential information.By 2. By , ***** Licensee will have $X,000,000 of available non-contingent, operating capital to proceed with the exploration and development of Licensed Product. Capital will be from a third party who may or may not be an investor in ***** Licensee and unused capital will be on deposit in a financial institutional acceptable to both Stanford and *****Licensee. 3. By , ***** Licensee will provide to Stanford a listing of the management team or a schedule for the recruitment of key management positions. 4. By , ***** Licensee will make a prototype/ begin animal studies. 5. By , ***** Licensee will file an NDA, Phase I, Phase II, etc. 6. By , ***** Licensee will have a first sale of Licensed Product. 7. Licensee or a sublicensee must sell at least 1 Licensed Product every 6 months after the date of first sale of a Licensed Product. 8. By , ***** Licensee will reach annual Net Sales of at least $X,000,000. 9. By , ***** Licensee will obtain purchase orders from at least 2 customers. 10. By , ***** Licensee will reach annual Net Sales of at least $XX,000,000. 11. By , ***** Licensee will reach annual Net Sales of at least $XXX,000,000. SAMPLE REPORTING FORM Stanford Docket No. S - This report is provided pursuant to the license agreement between Stanford University and (Licensee Name) License Agreement Effective Date: Name(s) of Licensed Product(s): Yearly Maintenance Fee $ Number of Sublicenses Executed Gross Sales $ Net Sales $ Royalty Calculation Royalty Subtotal $ Credit $ Royalty Due $ Comments: The Board of Trustees of the Xxxxxxxx Xxxxxx Junior University (“STANFORD”); and , a Corporation of the State of , with a principal place of business at , (“COMPANY”); have agreed to use the law firm of (“FIRM”) to prepare, file and prosecute the pending patent applications listed in Exhibit A attached hereto and maintain the patents that issue thereon (“Patents”).

Electronic Copy. The parties to this document agree that a copy of the original signature (including an electronic copy) may be used for any and all purposes for which the original signature may have been used. The parties further waive any right to challenge the admissibility or authenticity of this document in a court of law based solely on the absence of an original signature. The parties execute this Agreement in duplicate originals by their duly authorized officers or representatives. Signature: Name: Title: Date: Signature: Name: Title: Date: Review company’s business plan to develop milestones that fit the licensing situation. Below are ideas for potential milestones: Company viability Financing Management team Manufacturing & operations (build facility or outsource manufacturing) Relationships with suppliers, customers, strategic partners Development Operational prototype Qualification or reliability Telecom: lab trial, field trial Animal studies Government approval FDA: NDA, Phase I, Phase II, etc. Broad commercialization Licensed Product available for sale First sale Net Sales (alternative; ramping annual minimums) Multiple customers 1. Company has already provided Stanford a preliminary business plan. By , ***** Company will provide Stanford a detailed document covering *****Company's plans as to projected product development, markets and sales forecasts, manufacturing and operations, and financial forecasts until at least $X,000,000 (“"Business Plan”"). Stanford will treat this Business Plan as confidential information and to protect it as Stanford would its own confidential information. 2. By , ***** Company will have $X,000,000 of available non-contingent, operating capital to proceed with the exploration and development of Licensed Product. Capital will be from a third party who may or may not be an investor in ***** Company and unused capital will be on deposit in a financial institutional acceptable to both Stanford and *****Company. 3. By , ***** Company will provide to Stanford a listing of the management team or a schedule for the recruitment of key management positions. 4. By , ***** Company will make a prototype/ begin animal studies. 5. By , ***** Company will file an NDA, Phase I, Phase II, etc. 6. By , ***** Company will have a first sale of Licensed Product. 7. Company or a sublicensee must sell at least 1 Licensed Product every 6 months after the date of first sale of a Licensed Product. 8. By , ***** Company will reach annual Net Sales of at least $X,000,000. 9. By , ***** Company will obtain purchase orders from at least 2 customers. 10. By , ***** Company will reach annual Net Sales of at least $XX,000,000. 11. By , ***** Company will reach annual Net Sales of at least $XXX,000,000.

Electronic Copy. The parties to this document agree that a copy of the original signature (including an electronic copy) may be used for any and all purposes for which the original signature may have been used. The parties further waive any right to challenge the admissibility or authenticity of this document in a court of law based solely on the absence of an original signature. The parties execute this Agreement in duplicate originals by their duly authorized officers or representatives. Signature: Name: Title: Date: Signature: Name: Title: Date: THE BOARD OF TRUSTEES OF THE XXXXXX XXXXXXXX JUNIOR UNIVERSITY Signature Name Title Date [insert full legal name of Licensee here] Signature Name Title Date Review company’s business plan to develop milestones that fit the licensing situation. Below are ideas for potential milestones: Company viability Financing Management team Manufacturing & operations (build facility or outsource manufacturing) Relationships with suppliers, customers, strategic partners Development Operational prototype Qualification or reliability Telecom: lab trial, field trial Animal studies Government approval FDA: NDA, Phase I, Phase II, etc. Broad commercialization Licensed Product available for sale First sale Net Sales (alternative; ramping annual minimums) Multiple customers 1. Licensee has already provided Stanford a preliminary business plan. By , ***** will provide Stanford a detailed document covering *****'s plans as to projected product development, markets and sales forecasts, manufacturing and operations, and financial forecasts until at least $X,000,000 (“Business Plan”). Stanford will treat this Business Plan as confidential information and to protect it as Stanford would its own confidential information.By 2. By , ***** Licensee will have $X,000,000 of available non-contingent, operating capital to proceed with the exploration and development of Licensed Product. Capital will be from a third party who may or may not be an investor in ***** Licensee and unused capital will be on deposit in a financial institutional acceptable to both Stanford and *****Licensee. 3. By , ***** Licensee will provide to Stanford a listing of the management team or a schedule for the recruitment of key management positions. 4. By , ***** Licensee will make a prototype/ begin animal studies. 5. By , ***** Licensee will file an NDA, Phase I, Phase II, etc. 6. By , ***** Licensee will have a first sale of Licensed Product. 7. Licensee or a sublicensee must sell at least 1 Licensed Product every 6 months after the date of first sale of a Licensed Product. 8. By , ***** Licensee will reach annual Net Sales of at least $X,000,000. 9. By , ***** Licensee will obtain purchase orders from at least 2 customers. 10. By , ***** Licensee will reach annual Net Sales of at least $XX,000,000. 11. By , ***** Licensee will reach annual Net Sales of at least $XXX,000,000. SAMPLE REPORTING FORM Stanford Docket No. S - This report is provided pursuant to the license agreement between Stanford University and (Licensee Name) License Agreement Effective Date: Name(s) of Licensed Product(s): Yearly Maintenance Fee $ Number of Sublicenses Executed Gross Sales $ Net Sales $ Royalty Calculation Royalty Subtotal $ Credit $ Royalty Due $ Comments: The Board of Trustees of the Xxxxxxxx Xxxxxx Junior University (“STANFORD”); and , a Corporation of the State of , with a principal place of business at , (“COMPANY”); have agreed to use the law firm of (“FIRM”) to prepare, file and prosecute the pending patent applications listed in Exhibit A attached hereto and maintain the patents that issue thereon (“Patents”).