Common use of Reporting Covenants Required Complies Clause in Contracts

Reporting Covenants Required Complies. Monthly Financial Statements and a Compliance Certificate (Section 6.01(a)) Within 30 days after the end of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (CPA audited) (Section 6.01(c)) Annually, within 90 days after the end of each fiscal year Yes No Board approved operating plan and financial projections and for the next fiscal year (Section 6.01(d)) 30 days prior to the start of each fiscal year Yes No 409(A) valuation reports (Section 6.01(e)) Within 30 days after completion Yes No All board packages delivered to board of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action > $100,000 (Section 6.02(c)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOF, the undersigned has executed this Compliance Certificate on , 20 . ADAPTIVE INSIGHTS, INC. By: Name: Title: INCUMBENCY CERTIFICATE The undersigned, , hereby certifies that:

Reporting Covenants Required Complies. Monthly Financial Statements and a financial statements with Compliance Certificate (Section 6.01(a)) Within Monthly within 30 days after the end of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (CPA auditedAudited) (Section 6.01(c)) AnnuallyFYE within 180 days Yes No 10-Q, within 90 10-K and 8-K Within 5 days after the end of each fiscal year filing with SEC Yes No A/R & A/P Agings, Deferred Revenue reports, and detailed debtor listings (i) Monthly within 20 days when on streamline and (ii) weekly when not on streamline Yes No Borrowing Base Reports (i) Weekly when not on streamline and (ii) monthly within 20 days when on streamline Yes No Board approved operating plan and financial projections and for the next fiscal year (Section 6.01(d)) 30 days prior to the start of each fiscal year Yes No 409(A) valuation reports (Section 6.01(e)) Within 30 days after completion of Board approval and within 5 Business Days of any updates/amendments thereto Yes No All board packages delivered to board of directors Maintain as indicated: Adjusted Quick Ratio (Section 6.02(a)tested monthly) When delivered to board > 1.0:1.0 _____:1.0 Yes No Detailed capitalization table by round and investor Required Actual Adjusted Quick Ratio (Section 6.02(b)tested monthly) Quarterly > 1.10:1.0 _____:1.0 Yes No Legal action > $100,000 The following financial covenant analyses and information set forth in Schedule 1 attached hereto are true and accurate as of the date of this Certificate. The following are the exceptions with respect to the certification above: (Section 6.02(c)If no exceptions exist, state “No exceptions to note.”) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOF, the undersigned has executed this Compliance Certificate on , 20 . ADAPTIVE INSIGHTS-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- PUBMATIC, INC. BANK USE ONLY Received by: By: AUTHORIZED SIGNER Name: Date: Title: INCUMBENCY CERTIFICATE The undersigned, , hereby certifies that:Verified: Date: Compliance Status: Yes No

Reporting Covenants Required Complies. Company Prepared Monthly Financial Statements and a F/S Monthly, within 30 days YES NO Compliance Certificate (Section 6.01(a)) Within Monthly, within 30 days after the end YES NO CPA Audited, Unqualified F/S Annually, within 180 days of each month Yes No Quarterly Financial Statements and a Compliance Certificate FYE YES NO Annual Business Plan (Section 6.01(b)) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (CPA audited) (Section 6.01(c)incl. operating budget) Annually, within 90 days after the end of each fiscal year Yes No Board approved operating plan and financial projections and for the next fiscal year (Section 6.01(d)) 30 days prior to the start of each fiscal year Yes No 409(AFYE YES NO Audit Annual YES NO If Public: 10-Q Quarterly, within 5 days of SEC filing (50 days) valuation reports YES NO 10-K Annually, within 5 days of SEC filing (Section 6.01(e)95 days) Within 30 days after completion Yes No All board packages delivered to board YES NO Total amount of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round Borrower’s cash and investor (Section 6.02(b)) Quarterly Yes No Amount: $ YES NO investments Total amount of Borrower’s cash and Amount: $ YES NO investments maintained with Bank Legal action Action > $100,000 (Section 6.02(c)) 200,000 Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) upon notice YES NO Inventory Disputes > $200,000 Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) upon notice YES NO Mergers & Acquisitions > $250,000 Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <upon notice YES NO Cross default with other agreements Notify promptly upon notice YES NO >$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <200,000 Judgment > $100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No 200,000 Notify promptly upon notice YES NO None. Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No 200,000 YES NO Permitted Indebtedness general basket (Section 7.05) Investments for stock repurchase <$100,000 $ Yes No 200,000 YES NO Permitted Investments for subsidiaries <$200,000 YES NO Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No 200,000 YES NO Permitted Investments to Subsidiaries (Section 7.06) for joint ventures <$500,000 / month $ Yes No 200,000 YES NO Permitted Investments general basket (Section 7.06) Liens for equipment leases <$100,000 $ Yes No IN WITNESS WHEREOF200,000 YES NO Permitted Transfers <$200,000 YES NO Please Enter Below Comments Regarding Violations: The Officer further acknowledges that at any time Borrower is not in compliance with all the terms set forth in the Agreement, including, without limitation, the undersigned has executed this Compliance Certificate on financial covenants, 20 no credit extensions will be made. ADAPTIVE INSIGHTSVery truly yours, INC. By: Authorized Signer Name: Title: INCUMBENCY CERTIFICATE Permitted Indebtedness (Exhibit A) The undersignedCompany has an outstanding balance payable to Gen-Probe / Hologic of $4,811,316.00 at September 30, 2013 resulting from the purchase of testing instruments. The amount due is unsecured and is non-interest bearing. The Company is required to make periodic payments to Gen-Probe pursuant to the Supply Agreement between Gen-Probe Incorporated and Roka Bioscience, hereby certifies that:Inc. dated May 27, 2011 (the “Gen-Probe Supply Agreement”). However, for the avoidance of doubt, per the agreed-upon provisions of the final Term Sheet with respect to this Agreement, such amount due under the Gen-Probe Supply Agreement is not to be considered “debt or sellers notes”. Permitted Investments (Exhibit A) None. Permitted Liens (Exhibit A) None. Prior Names (Section 5.5) None. Inventory or Equipment Locations (Section 5.5) Roka Bioscience, Inc. 20 Xxxxxxxxxxxx Xxxxxxxxx, 0xx Xxxxx Xxxxxx, NJ 07059 Roka Bioscience, Inc. 10000 Xxxxxxx Xxxxxx Xxxxx Xxx Xxxxx, XX 00000 Tech Trans / Xxxxxxx Distribution, Inc. 4800 Xxxxxxx Xxxx Xx. Memphis, TN 38141 FedEx 5000 Xxxxxx Xx. Memphis, TN In addition to the above locations, the Company has Atlas instruments on loan to customers in various states pursuant to Evaluation Agreements, Rental Agreements and Reagent Rental Agreements. Records of customer address locations are maintained by the Company will be provided upon request. Litigation (Section 5.6) None. Inbound Licenses (Section 5.12)

Reporting Covenants Required Complies. Monthly Financial Statements and a Compliance Certificate (Section 6.01(a)) Within 30 days after the end of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (CPA audited) (Section 6.01(c)) Annually, within 90 days after the end of each fiscal year Yes No Board approved operating plan and financial projections and for the next fiscal year (Section 6.01(d)) 30 days prior to the start of each fiscal year Yes No 409(A) valuation reports (Section 6.01(e)) Within 30 days after completion Yes No All board packages delivered to board of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Description Applicable Legal action > $100,000 (Section 6.02(c)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Yes No Negative Covenants Required Actual Complies Permitted Transfers general basket (Section 7.02(iv)) <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOF, the undersigned has executed this Compliance Certificate on , 20 . ADAPTIVE INSIGHTS, INC. By: Name: Title: EXHIBIT E INCUMBENCY CERTIFICATE The undersigned, , hereby certifies that:

Reporting Covenants Required Complies. Monthly Financial Statements and a consolidated financial statements with Compliance Certificate (Section 6.01(a)) Within Monthly within 30 days after the end of each month Yes No Updated structure chart Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)) Within 30 within 45 days after the end of each fiscal quarter Yes No Annual financial statements (CPA auditedAudited) (Section 6.01(c)) AnnuallyFYE within 180 days Yes No 10-Q, within 90 10-K and 8-K Within 5 days after the end of each fiscal year filing with SEC Yes No Board-approved projections Within 60 days of the earlier of (i) FYE or (ii) approval by the Board approved operating plan and financial projections and for of Directors Yes No The following Intellectual Property was registered after the next fiscal year Effective Date (Section 6.01(d)if no registrations, state “None”) 30 days prior The following are the exceptions with respect to the start of each fiscal year Yes certification above: (If no exceptions exist, state “No 409(Aexceptions to note.”) valuation reports (Section 6.01(e)) Within 30 days after completion Yes No All board packages delivered to board of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action > $100,000 (Section 6.02(c)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOF, the undersigned has executed this Compliance Certificate on , 20 . ADAPTIVE INSIGHTSReceived by: By: AUTHORIZED SIGNER Name: Date: Title: Verified: AUTHORIZED SIGNER UPSTART NETWORK, INC. Date: Compliance Status: Yes No By: Name: Title: INCUMBENCY CERTIFICATE The undersignedDEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Fax To: Date: LOAN PAYMENT: From Account #________________________________ To Account #__________________________________________ (Deposit Account #) (Loan Account #) Principal $____________________________________ and/or Interest $________________________________________ Authorized Signature: Phone Number: Print Name/Title: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account #________________________________ To Account #__________________________________________ (Loan Account #) (Deposit Account #) Amount of Growth Capital Advance $15,000,000 All Co-Borrowers’ representations and warranties in the Mezzanine Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: OUTGOING WIRE REQUEST: Deadline for same day processing is noon, Pacific Time Beneficiary Name: _____________________________ Amount of Wire: $_____________________________ Beneficiary Bank: ______________________________ Account Number:_____________________________ City and State: ______________________________ Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: Authorized Signature: ___________________________ 2nd Signature (if required): _______________________________ Print Name/Title: ______________________________ Print Name/Title: ______________________________________ Telephone #: Telephone #: _____________________________ CO-BORROWER A: UPSTART HOLDINGS, INC. Date: October 22, 2018 BANK: SILICON VALLEY BANK I hereby certifies thatcertify, solely in my capacity as an officer of the company and not in my individual capacity, as follows, as of the date set forth above:

Reporting Covenants Required Complies. Monthly Financial Statements and a Company Prepared F/S Monthly, within 30 days (45 days post-IPO) YES NO Compliance Certificate (Section 6.01(a)) Within Monthly, within 30 days after the end of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)45 days post-IPO) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (YES NO CPA audited) (Section 6.01(c)) Audits, Unqualified F/S Annually, within 90 150 days after the end of FYE YES NO Board Approved Projections Annually, by 4/30 of each fiscal year Yes No Board approved operating plan and financial projections and for the next fiscal year (Section 6.01(d)) YES NO Bookings Report Quarterly, within 30 days prior to the start of each fiscal year Yes No 409(A(45 days post-IPO) valuation reports (Section 6.01(e)) Within YES NO Renewal Rate Report Quarterly, within 30 days after completion Yes No All board packages delivered to board (45 days post-IPO) YES NO A/R Aging Monthly, within 30 days (45 days post-IPO) YES NO A/P Aging Monthly, within 30 days (45 days post-IPO) YES NO Borrowing Base Certificate Monthly, within 30 days (45 days post-IPO) YES NO Intellectual Property Report Quarterly, within 30 days (45 days post-IPO) If Public: 10-Q Quarterly, within 5 days of directors SEC filing (50 days) YES NO 10-K Annually, within 5 days of SEC filing (95 days) YES NO Adjusted Revenue At all times before 4/30/12: $75,000,000.00 On 4/30/12 and thereafter: $100,000,000.00 $ YES NO Cash at Bank See Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action > $100,000 (Section 6.02(c)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services6.7(b) $ Yes No <YES NO Capital Expenditures < $2,000,000 (Bank Services) 3,000,000.00 annually $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <YES NO Capitalized Software Expenses < $1,400,000 (decreases as principal repaid) 10,000,000.00 annually $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOFYES NO Please Enter Below Comments Regarding Covenant Violations: The Officer further acknowledges that at any time Borrower is not in compliance with all the terms set forth in the Agreement, including, without limitation, the undersigned has executed this Compliance Certificate on financial covenants, 20 no credit extensions will be made. ADAPTIVE INSIGHTSVery truly yours, INC. BANK USE ONLY Rec’d By: Authorized Signer Date: Reviewed By: Date: Name: Financial Compliance Status: YES/NO Title: INCUMBENCY CERTIFICATE The undersignedThis Prime Referenced Rate Addendum to Loan and Security Agreement (this “Addendum”) is entered into as of January 31, 2012, hereby certifies that:by and between Comerica Bank (“Bank”) and Bazaarvoice, Inc. (“Borrower”). This Addendum supplements the terms of the Loan and Security Agreement dated as of July 18, 2007 (as the same may be amended, modified, supplemented, extended or restated from time to time, the “Agreement”).

Reporting Covenants Required Complies. Company Prepared Monthly Financial Statements and a Compliance Certificate (Section 6.01(a)) Within F/S Monthly, within 30 days after the end of each (45 days for last month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (and each month after an IPO) YES NO CPA audited) (Section 6.01(c)) Audited, Unqualified F/S Annually, within 150 days of FYE (90 days after an IPO) YES NO Borrowing Base Certificate Monthly, within 20 days after the end 10th of each fiscal year Yes No Board approved operating plan month YES NO A/R & A/P Agings Monthly, within 30 days YES NO Student bad debt payable liability report Quarterly, within 30 days YES NO Annual Projections Annually, within 30 days of FYE YES NO Intellectual Property Report Quarterly, within 30 days YES NO Total amount of Borrower’s cash and financial projections investments Amount: $ YES NO Total amount of Borrower’s cash and for the next fiscal year investments maintained with Agent Amount: $ YES NO Cross default with other agreements >$200,000 (Section 6.01(d)) 30 days prior to the start of each fiscal year Yes No 409(A) valuation reports (Section 6.01(e)) Within 30 days after completion Yes No All board packages delivered to board of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action > $100,000 (Section 6.02(c9.1(f)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect upon notice YES NO Judgments/Settlements > $200,000 (Section 6.02(d9.1(j)) Notify promptly Yes No Formation of any Subsidiary upon notice YES NO Minimum Revenue (tested quarterly) See Section 7.9(a) $ YES NO Minimum Adjusted Quick Ratio 1.10:1.00 :1.00 YES NO Core Program Profitability $ $ YES NO Permitted Debt for financed fixed or capital assets (Section 6.02(e8.1(c)) Notify promptly Yes No <$ $ YES NO Permitted Transfers general basket unsecured Debt (Section 7.02(iv8.1(h)) <$ $ YES NO Permitted Liens re financed fixed or capital assets (Section 8.2(b)) <$ $ YES NO Permitted Asset Sales (Section 8.4(f)) <$ $ YES NO Permitted stock repurchases (Section 8.5(b)) <$100,000 200,000 $ Yes No YES NO Permitted distributions for stock repurchases Capital Expenditures (Section 7.04(ii)(28.6) <$ $ YES NO Permitted Investments of Subsidiaries into Subs/Borrower or Borrower into Subs (Section 8.7(d)) <$100,000 200,000/<$2,000,000 re Borrower in 2Tor HK LLC $ Yes No YES NO Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) joint ventures/strategic alliances (Section 7.058.7(e)) <$30,000,000 (Advances and Bank Services) 200,000 $ Yes No <$2,000,000 (Bank Services) $ Yes No YES NO Permitted Indebtedness pursuant loans/advances to SVB Loan Agreement (equipment loans) employees/officers/directors (Section 7.058.7(g)) <$1,400,000 (decreases as principal repaid) 200,000 $ Yes No YES NO Permitted Indebtedness for equipment leases Investments constituting deposits re the purchase of goods/services (Section 7.058.7(h)) <$100,000 $ Yes No $ YES NO Permitted Indebtedness general basket other Investments (Section 7.058.7(i)) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOF, the undersigned has executed this Compliance Certificate on , 20 . ADAPTIVE INSIGHTS, INC. ByYES NO Please Enter Below Comments Regarding Violations: Name: Title: INCUMBENCY CERTIFICATE The undersigned, , Borrower’s Representative hereby certifies that:

Reporting Covenants Required Complies. Board approved projections FYE within 30 days and within 10 days of any updates/amendments Yes No Monthly Financial Statements and a financial statements with Compliance Certificate Statement Monthly within 30 days Yes No N/A Annual financial statement (Section 6.01(a)CPA Audited) Within 30 + XX XXX within 180 days Yes No N/A Quarterly financial statements with Compliance Statement Quarterly within later of (i) 45 days after the end last day of each month quarter or (ii) within 5 days of filing with SEC Yes No Quarterly Financial Statements N/A Annual financial statement (CPA Audited) + XX XXX within 95 days Yes No N/A 10-Q, 10-K and a Compliance Certificate (Section 6.01(b)) 8-K Within 30 5 days after the end of each fiscal quarter filing with SEC Yes No Annual financial statements (CPA audited) (Section 6.01(c)) AnnuallyN/A Have there been any amendments of or other changes to the capitalization table of Borrower and to the Operating Documents of Borrower or any of its Subsidiaries? If yes, within 90 days after the end provide copies of each fiscal year any such amendments or changes with this Compliance Statement. Yes No Board approved operating plan and financial projections and for The following are the next fiscal year (Section 6.01(d)) 30 days prior exceptions with respect to the start of each fiscal year Yes certification above: (If no exceptions exist, state “No 409(Aexceptions to note.”) valuation reports (Section 6.01(e)) Within 30 days after completion Yes No All board packages delivered to board of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action > $100,000 (Section 6.02(c)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOF, the undersigned has executed this Compliance Certificate on , 20 . ADAPTIVE INSIGHTSPIPELINE THERAPEUTICS, INC. BANK USE ONLY Received by: By: AUTHORIZED SIGNER Date: Name: Verified: Title: INCUMBENCY CERTIFICATE The undersignedAUTHORIZED SIGNER Date: Compliance Status: Yes No Fax To: Date: _____________________ From Account # To Account # (Deposit Account #) (Loan Account #) Principal $ and/or Interest $ Authorized Signature: Phone Number: Print Name/Title: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Loan Account #) (Deposit Account #) Amount of Advance $ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: Phone Number: Print Name/Title: Deadline for same day processing is noon, Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: Authorized Signature: 2nd Signature (if required): Print Name/Title: Print Name/Title: Telephone #: Telephone #: BORROWER: PIPELINE THERAPEUTICS, INC. DATE: ___________________ BANK: SILICON VALLEY BANK I hereby certifies thatcertify as follows, as of the date set forth above:

Reporting Covenants Required Complies. Company Prepared Monthly Financial Statements and a F/S Monthly, within 30 days YES NO Compliance Certificate (Section 6.01(a)) Within Monthly, within 30 days after the end YES NO CPA Audited, Unqualified F/S Annually, within 180 days of each month Yes No Quarterly Financial Statements and FYE1 YES NO Annual Business Plan (on a Compliance Certificate (Section 6.01(b)) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (CPA audited) (Section 6.01(c)monthly basis, incl. operating budget) Annually, within 90 days after the end of each fiscal year Yes No Board approved operating plan and financial projections and for the next fiscal year (Section 6.01(d)) 30 days prior to the start of each fiscal year Yes No 409(Aboard approval YES NO Audit annual YES NO If Public: 10-Q Quarterly, within 5 days of SEC filing (50 days) valuation reports YES NO 10-K Annually, within 5 days of SEC filing (Section 6.01(e)95 days) Within 30 days after completion Yes No All board packages delivered to board YES NO Total amount of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round Borrower’s cash and investor (Section 6.02(b)) Quarterly Yes No investments Amount: $______________________ YES NO Total amount of Borrower’s cash and investments maintained with Bank Amount: $______________________ YES NO Legal action Action > $150,000 Notify promptly upon notice___________ YES NO Inventory Disputes > $100,000 (Section 6.02(c)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) upon notice___________ YES NO Mergers & Acquisitions > $100,000 Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) upon notice___________ YES NO Cross default with other agreements >$100,000 Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <upon notice___________ YES NO Judgment > $100,000 $ Yes No Permitted distributions 150,000 Notify promptly upon notice___________ YES NO 1 Other than for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No FYE 2016, within 210 days of FYE. Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No 200,000 ___________ YES NO Permitted Indebtedness general basket (Section 7.05) Investments for stock repurchase <$100,000 $ Yes No 200,000 ___________ YES NO Permitted Investments for subsidiaries <$200,000 ___________ YES NO Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No 200,000 ___________ YES NO Permitted Investments to Subsidiaries (Section 7.06) for joint ventures <$500,000 / month $ Yes No 200,000 ___________ YES NO Permitted Investments general basket (Section 7.06) Liens for equipment leases <$100,000 $ Yes No IN WITNESS WHEREOF200,000 ___________ YES NO Permitted Transfers <$200,000 ___________ YES NO Please Enter Below Comments Regarding Violations: The Officer further acknowledges that at any time Borrower is not in compliance with all the terms set forth in the Agreement, including, without limitation, the undersigned has executed this Compliance Certificate on financial covenants, 20 no credit extensions will be made. ADAPTIVE INSIGHTS, INC. By: Name: Authorized Signer Title: INCUMBENCY CERTIFICATE The undersignedI certify that I am the duly elected and qualified Secretary of Augmedix, Inc. (the “Corporation”), hereby certifies and the keeper of the records of the Corporation; that the following is a true and correct copy of resolutions duly adopted by the Board of Directors of the Corporation in accordance with its bylaws and applicable statutes. Be it Resolved, that:

Reporting Covenants Required Complies. Company Prepared Monthly Financial Statements and a F/S (Consolidated and, for U.S. operations, consolidating) Monthly, within 25 days YES NO Compliance Certificate (Section 6.01(a)) Within 30 Monthly, within 25 days after the end of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (YES NO CPA audited) (Section 6.01(c)) Audited, Unqualified F/S Annually, within 90 210 days after the end of each fiscal year Yes No Board approved operating plan and financial projections and for the next fiscal year (Section 6.01(d)) FYE YES NO Company Prepared Annual F/S Annually, within 25 days of FYE YES NO Borrowing Base Cert, A/R & A/P Agings Monthly, within 25 days YES NO Backlog/Sell-through Reports Monthly, within 25 days YES NO Intellectual Property Report Annually, within 30 days prior to the start YES NO Audit Semi-annual YES NO If Public: 10Q Quarterly, within 5 days of each fiscal year Yes No 409(ASEC filing (50 days) valuation reports YES NO 10K Annually, within 5 days of SEC filing (Section 6.01(e)95 days) Within 30 days after completion Yes No All board packages delivered to board of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No YES NO Legal action Action > $100,000 (Section 6.02(c)) 250,000 Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) upon notice YES NO Inventory Disputes > $250,000 Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) upon notice YES NO Mergers & Acquisitions, cash consideration is > $5,000,000 Notify promptly Yes No Permitted Transfers general basket upon notice YES NO Cross default with other agreements > $1,000,000 Notify promptly upon notice YES NO Judgment > $1,000,000 Notify promptly upon notice YES NO Tangible Net Worth (Section 7.02(iv)Tested Quarterly) <$100,000 See 6.7(a) of Agreement $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)YES NO Bank Debt Liquidity Coverage See 6.7(b) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan of Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No :1.00 YES NO Permitted Indebtedness for equipment leases (Section 7.05) << $100,000 $ Yes No 250,000 YES NO Permitted Indebtedness general basket (Section 7.05) <Investments for stock repurchase < $100,000 $ Yes No 250,000 YES NO Permitted Investments for subsidiaries < $1,000,000 YES NO Permitted Investments for employee loans (Section 7.06) << $50,000 $ Yes No 1,000,000 YES NO Permitted Investments to Subsidiaries (Section 7.06) <for joint ventures < $500,000 / month $ Yes No 1,000,000 YES NO Permitted Investments general basket (Section 7.06) <Liens for equipment leases < $100,000 $ Yes No IN WITNESS WHEREOF250,000 YES NO Permitted Transfers < $1,000,000 YES NO Please Enter Below Comments Regarding Violations: The Officer further acknowledges that at any time Borrower is not in compliance with all the terms set forth in the Agreement, including, without limitation, the undersigned has executed this Compliance Certificate on financial covenants, 20 no credit extensions will be made. ADAPTIVE INSIGHTSVery truly yours, INCAuthorized Signer Name Title Borrower: NeoPhotonics Corporation Bank: Comerica Bank Commitment Amount: $8,000,000 Technology & Life Sciences Division Loan Analysis Department Five Palo Alto Square, Suite 800 0000 Xx Xxxxxx Xxxx Xxxx Xxxx, XX 00000 Phone: (000) 000-0000 Fax: (000) 000-0000 U.S. ACCOUNTS RECEIVABLE 1. ByU.S. Accounts Receivable book value as of: Name: Title: INCUMBENCY CERTIFICATE The undersigned, , hereby certifies that:$

Reporting Covenants Required Complies. Company Prepared Monthly Financial Statements and a Compliance Certificate (Section 6.01(a)) Within F/S; Compl. Cert. Monthly, within 30 days after the end of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (YES NO CPA audited) (Section 6.01(c)) Audited, Unqualified F/S; Compl. Cert. Annually, within 90 days after of FYE YES NO Borrowing Base Cert., A/R & A/P Agings Monthly, within 30 days YES NO Annual Business Plan (incl. operating budget)/Projections (detailed monthly) By 1/31 YES NO Intellectual Property Report Quarterly within 30 days YES NO Audit Initial and Semi-annual YES NO 10-Q Quarterly, within 5 days of SEC filing (50 days) YES NO 10-K Annually, within 5 days of SEC filing (95 days) YES NO Total amount of Borrower's cash and Amount: $ YES NO investments Total amount of Borrower's cash and Amount: $ YES NO investments maintained with Bank TNW (measured quarterly) Variance not greater than $1MM from projections as provided in the Agreement $ _____________ YES NO Minimum TNW Increase to TNW by not less than $5MM in net cash by the end of each fiscal year Yes No Board approved operating plan and the fourth (4th) quarter of 2013, compared to projections as provided in the Agreement $ _____________ YES NO FDA 510K approval – Next-Generation Xxxxx Xxxxx Monitor 9/30/13 YES NO FDA 510K approval – Next-Generation Cerebral Oximiter 9/30/13 YES NO Please Enter Below Comments Regarding Violations: The Officer further acknowledges that at any time Borrower is not in compliance with all the terms set forth in the Agreement, including, without limitation, the financial projections and for the next fiscal year covenants, no credit extensions will be made. Very truly yours, _____________________________ Authorized Signer Permitted Indebtedness (Exhibit A) None. Permitted Investments (Exhibit A) Ownership of one hundred percent (100%) of Statcorp. Permitted Liens (Exhibit A) None. Prior Names (Section 6.01(d)5.5) 30 days prior to The Borrower also operates under the start of each fiscal year Yes No 409(A) valuation reports trade name “CASMED”. Litigation (Section 6.01(e5.6)) Within 30 days after completion Yes No All board packages delivered to board of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action > $100,000 (Section 6.02(c)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOF, the undersigned has executed this Compliance Certificate on , 20 . ADAPTIVE INSIGHTS, INC. By: Name: Title: INCUMBENCY CERTIFICATE The undersigned, , hereby certifies that:

Reporting Covenants Required Complies. Monthly Financial Statements and a financial statements Monthly, within 30 days Yes No Compliance Certificate (Section 6.01(a)) Within Monthly, within 30 days after the end of each month Yes No Quarterly Financial Statements A/R and a Compliance Certificate (Section 6.01(b)) Within A/P Aging Reports Monthly, within 30 days after the end of each fiscal quarter Yes No Annual Operating Budget and Financial Projections Annually, upon the earlier of (x) 60 days of fiscal year end and (y) 5 Business Days after Board’s approval of projections Yes No Annual audited financial statements (CPA audited) (Section 6.01(c)) and any management letters Annually, within 90 150 days of fiscal year end Yes No Statements, reports and notices to stockholders Within 5 Business Days of delivery Yes No SEC filings Within 5 days after the end of each fiscal year Yes No Board approved operating plan and financial projections and for the next fiscal year filing with SEC (Section 6.01(d)or by link to website) 30 days prior to the start of each fiscal year Yes No 409(A) valuation reports (Section 6.01(e)) Within 30 days after completion Yes No All board packages delivered to board of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action > $100,000 (Section 6.02(c)) Notify promptly notices and updates Promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Board materials As and when delivered to Board Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Board minutes Promptly after Board meetings Yes No Permitted Transfers general basket IP report Quarterly, within 30 days Yes No Bank account statements (Section 7.02(iv)with transaction detail) <Together with monthly financial statements, or within 3 Business Days of a request by a Loan Party Yes No Product related material correspondence, reports, documents and other filings Within 5 Business Days Yes No Equipment financing Indebtedness Not to exceed $100,000 500,000 outstanding $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <Unsecured credit card Indebtedness Not to exceed $100,000 250,000 outstanding at any time $ Yes No Permitted Indebtedness pursuant Repurchases of stock from former employees, consultants, officers and directors Not to SVB Loan Agreement (revolv advances) (Section 7.05) <exceed $30,000,000 (Advances and Bank Services) 250,000 per fiscal year $ Yes No <Investments in Subsidiaries that are not Loan Parties Not to exceed $2,000,000 (Bank Services) 100,000 per fiscal year $ Yes No Permitted Indebtedness pursuant Deposits or pledges for bids, tenders, contracts, leases, surety or appeal bonds Not to SVB Loan Agreement (equipment loans) (Section 7.05) <exceed $1,400,000 (decreases as principal repaid) 250,000 at any time $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <Reimbursement obligations under letters of credit Not to exceed $100,000 at any time $ Yes No Permitted Indebtedness general basket (Section 7.05) <Investments consisting of employee loans Not to exceed $100,000 250,000 at any time $ Yes No Permitted Investments for employee loans (Section 7.06) <Other Indebtedness Not to exceed $50,000 250,000 in the aggregate $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOF, the undersigned has executed this Compliance Certificate on , 20 . ADAPTIVE INSIGHTS, INC. By: Name: Title: INCUMBENCY CERTIFICATE The undersigned, , hereby certifies that:No

Reporting Covenants Required Complies. Company Prepared Monthly Financial Statements and a F/S Monthly, within 30 days YES NO Compliance Certificate (Section 6.01(a)) Within Monthly, within 30 days after the end of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (YES NO CPA audited) (Section 6.01(c)) Audited, Unqualified F/S Annually, within 90 180 days after the end of each fiscal year Yes No Board approved FYE YES NO Borrowing Base Cert., A/R & A/P Agings Monthly, within 20 days YES NO Annual Business Plan (incl. operating plan and financial projections and for the next fiscal year (Section 6.01(d)budget) By 1/31 YES NO Monthly Backlog Report Monthly, within 30 days prior to the start YES NO Audit Semi-annual YES NO If Public: 10-Q Quarterly, within 5 days of each fiscal year Yes No 409(ASEC filing (50 days) valuation reports YES NO 10-K Annually, within 5 days of SEC filing (Section 6.01(e)95 days) Within 30 days after completion Yes No All board packages delivered to board YES NO Total amount of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round Borrower’s cash and investor (Section 6.02(b)) Quarterly Yes No investments Amount: $ YES NO Total amount of Borrower’s cash and investments maintained with Bank Amount: $ YES NO Legal action Action > $100,000 (Section 6.02(c)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) upon notice YES NO Inventory Disputes > $100,000 Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) upon notice YES NO Mergers & Acquisitions > $100,000 Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <upon notice YES NO Cross default with other agreements Notify promptly upon notice YES NO > $100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <YES NO Judgment > $100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No Notify promptly upon notice YES NO Permitted Indebtedness for equipment leases (Section 7.05) <$250,000 YES NO Permitted Investments for stock repurchase <$100,000 $ Yes No YES NO Permitted Indebtedness general basket (Section 7.05) Investments for subsidiaries <$100,000 $ Yes No YES NO Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOFYES NO Permitted Investments for joint ventures <$100,000 YES NO Permitted Liens for equipment leases <$250,000 YES NO Permitted Transfers <$100,000 YES NO Please Enter Below Comments Regarding Violations: The Officer further acknowledges that at any time Borrower is not in compliance with all the terms set forth in the Agreement, including, without limitation, the undersigned has executed this Compliance Certificate on financial covenants, 20 no credit extensions will be made. ADAPTIVE INSIGHTSVery truly yours, INC. By: Authorized Signer Name: Title: INCUMBENCY CERTIFICATE The undersigned, , hereby certifies that:Permitted Indebtedness (Section 1.1) Permitted Investments (Section 1.1) Permitted Liens (Section 1.1) Prior Names (Section 5.5) Litigation (Section 5.6) Inbound Licenses (Section 5.12)

Reporting Covenants Required Complies. Company Prepared Monthly Financial Statements and a F/S Monthly, within 30 days YES NO Compliance Certificate (Section 6.01(a)) Within Monthly, within 30 days after the end of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (YES NO CPA audited) (Section 6.01(c)) Audited, Unqualified F/S Annually, within 90 120 days after of FYE YES NO Borrowing Base Certificate Weekly, by the end 2nd day of each fiscal year Yes No Board approved operating plan and financial projections and for the next fiscal year (Section 6.01(d)) week YES NO A/R & A/P Agings Monthly, within 30 days prior to the start of each fiscal year Yes No 409(A) valuation reports (Section 6.01(e)) Within YES NO Annual Forecast Annually, within 30 days after completion Yes of FYE YES NO Inventory Report Monthly, within 30 days YES NO Patents/Trademarks Notify promptly upon application/registration with USPTO YES NO Copyrights Notify within 30 days of application/registration with YES NO US Copyright Office Audit Semi-annual YES NO No All board packages delivered to board Default Certificate Monthly, within 30 days / Annually, within 120 days of directors FYE YES NO If Public: 10-Q Quarterly, within 5 days of SEC filing (Section 6.02(a)50 days) When delivered to board Yes YES NO 10-K Annually, within 5 days of SEC filing (95 days) YES NO Total amount of Borrower's cash and Amount: $N/A YES NO investments Total amount of Borrower's cash and Amount: $N/A YES NO investments maintained with Bank No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action events that would have a Material Notify promptly upon notice YES NO Adverse Effect Inventory Disputes > $100,000 (Section 6.02(c)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) upon notice YES NO Mergers & Acquisitions > $0 Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) upon notice YES NO Cross default with other agreements Notify promptly Yes No upon notice YES NO >$100,000 Judgement > $100,000 Notify promptly upon notice YES NO Maximum Leverage Ratio 2.75:1.00 :1.00 YES NO Maximum Cash Flow Leverage Ratio 2.50:1.00 :1.00 YES NO 6/30/10, Minimum Trailing 12 Month EBITDA $3,500,000 $ YES NO 09/30/10 and after, Minimum Trailing 12 Month $4,000,000 $ YES NO EBITDA Permitted Transfers general basket (Section 7.02(iv)) Purchase Money Debt <$100,000 $ Yes No 500,000 per year __________________ YES NO Permitted distributions Investments for stock repurchases (Section 7.04(ii)(2)) repurchase <$100,000 $ Yes No 250,000 per year __________________ YES NO Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) Investments for subsidiaries <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No 0 __________________ YES NO Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No 250,000 per year __________________ YES NO Permitted Investments to Subsidiaries (Section 7.06) for joint ventures <$0 __________________ YES NO Liens Securing Permitted Purchase Money <$500,000 / month $ Yes No per year __________________ YES NO Debt Permitted Investments general basket (Section 7.06) Transfers <$100,000 $ Yes No IN WITNESS WHEREOF0 __________________ YES NO Please Enter Below Comments Regarding Violations: The Officer further acknowledges that at any time Borrower is not in compliance with all the terms set forth in the Agreement, including, without limitation, the undersigned has executed this Compliance Certificate on financial covenants, 20 no credit extensions will be made. ADAPTIVE INSIGHTSVery truly yours, INC. By: Authorized Signer Name: Title: INCUMBENCY CERTIFICATE The undersignedJune 25, 2010 Comerica Bank 00000 Xx Xxxxxx Xxxx, hereby certifies that:Xxxxx 000X Xxx Xxxxx, XX 00000 Ladies and Gentlemen: This opinion is furnished to you pursuant to the Credit Agreement dated the date hereof (the "Credit Agreement") between Nexx Systems, Inc., a Delaware corporation, as borrower (the "Borrower"), and Comerica Bank, as Lender ("Lender"). Capitalized terms used in this opinion which are otherwise not defined herein have the meanings set forth in the Credit Agreement. We have acted as general corporate counsel to the Borrower in connection with the preparation, execution and delivery of the following documents (collectively, the "Loan Documents"):

Reporting Covenants Required Complies. Monthly Financial Quarterly financial statements with Compliance Statement and UBS Account Statements and a Compliance Certificate Quarterly within 45 days (Section 6.01(a)90 days for the fourth quarter of each fiscal year) Within Yes No UBS Account Statements Quarterly within 30 days (monthly within 30 days after the end funding of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)the Second Tranche) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (CPA auditedAudited) (Section 6.01(c)) AnnuallyFYE within 180 days Yes No 10-Q, within 90 10-K and 8-K Within 5 days after the end of each fiscal year filing with SEC Yes No Board approved operating plan projections No later than 45 days after FYE and financial projections and for as amended/updated Yes No The following are the next fiscal year (Section 6.01(d)) 30 days prior exceptions with respect to the start of each fiscal year Yes statements above: (If no exceptions exist, state “No 409(Aexceptions to note.”) valuation reports DEADLINE FOR SAME DAY PROCESSING IS NOON PACIFIC TIME Singular Genomics Systems, Inc. Date: LOAN PAYMENT: From Account # To Account # (Section 6.01(e)) Within 30 days after completion Yes No All board packages delivered to board of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action > $100,000 (Section 6.02(c)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advancesDeposit Account #) (Section 7.05Loan Account #) <$30,000,000 Principal $ and/or Interest $ Authorized Signature: Print Name/Title: Phone Number: LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account # To Account # (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loansAccount #) (Section 7.05Deposit Account #) <$1,400,000 (decreases Amount of Term Loan Advance $ All Borrower’s representations and warranties in the Amended and Restated Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true and correct in all material respects as principal repaid) $ Yes No Permitted Indebtedness of such date: Authorized Signature: Print Name/Title: Phone Number: OUTGOING WIRE REQUEST: Deadline for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOFsame day processing is noon, the undersigned has executed this Compliance Certificate on , 20 . ADAPTIVE INSIGHTS, INC. By: Pacific Time Beneficiary Name: Amount of Wire: $ Beneficiary Bank: Account Number: City and State: Beneficiary Bank Transit (ABA) #: Beneficiary Bank Code (Swift, Sort, Chip, etc.): Intermediary Bank: Transit (ABA) #: For Further Credit to: Special Instruction: Authorized Signature: 2nd Signature (if required): Print Name/Title: INCUMBENCY CERTIFICATE The undersignedPrint Name/Title: Telephone #: Telephone #: BORROWER: Singular Genomics Systems, Inc. DATE: September 30, 2021 BANK: Silicon Valley Bank I hereby certifies thatcertify as follows, as of the date set forth above:

Reporting Covenants Required Complies. Monthly Financial Statements and a Company Prepared Quartrly F/S (Consolidated and, for U.S. operations, consolidating) Quarterly, within 45 days of QE YES NO Company Prepared Annual F/S (Consolidated and, for U.S. operations, consolidating) Annually, within 25 days of FYE YES NO Compliance Certificate (Section 6.01(a)) Within 30 Monthly, within 25 days after the end if Advances outstanding; Quarterly, within 25 days of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)) Within 30 QE if Advances are not outstanding YES NO Eligible Accts. Certif., A/R & A/P Agings Monthly, within 25 days after the end if Advances outstanding; Quarterly, within 25 days of each fiscal quarter Yes No Annual financial statements (CPA audited) (Section 6.01(c)) QE if Advances are not outstanding YES NO Intellectual Property Report Quarterly, within 45 days YES NO If Public: 10Q Quarterly, within 45 days of QE YES NO 10K Annually, within 90 days after the end of each fiscal year Yes No Board approved operating plan and financial projections and for the next fiscal year (Section 6.01(d)) 30 days prior to the start of each fiscal year Yes No 409(A) valuation reports (Section 6.01(e)) Within 30 days after completion Yes No All board packages delivered to board of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No FYE YES NO Legal action Action > $100,000 (Section 6.02(c)) 250,000 Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) upon notice YES NO Inventory Disputes > $250,000 Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) upon notice YES NO Cross default with other agreements > $1,000,000 Notify promptly Yes No Permitted Transfers general basket upon notice YES NO Judgment > $1,000,000 Notify promptly upon notice YES NO Tangible Net Worth (Section 7.02(iv)Reported Quarterly) <See 6.7(a) of Agreement $ YES NO Bank Debt Liquidity Coverage (Reported Monthly) 1.50:1.00 :1.00 YES NO Liquidity (Reported Monthly) $100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No 60,000,000 Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 < $ Yes No 250,000 YES NO Permitted Indebtedness general basket (Section 7.05) <$100,000 Investments for stock repurchase < $ Yes No 250,000 YES NO Permitted Investments for subsidiaries < $ 1,000,000 YES NO Permitted Investments for employee loans (Section 7.06) <$50,000 < $ Yes No 1,000,000 YES NO Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month for joint ventures < $ Yes No 1,000,000 YES NO Permitted Investments general basket (Section 7.06) <$100,000 Liens for equipment leases < $ Yes No IN WITNESS WHEREOF250,000 YES NO Permitted Transfers < $ 1,000,000 YES NO Please Enter Below Comments Regarding Violations: The Officer further acknowledges that at any time Borrower is not in compliance with all the terms set forth in the Agreement, including, without limitation, the undersigned has executed this Compliance Certificate on financial covenants, 20 no credit extensions will be made. ADAPTIVE INSIGHTSVery truly yours, INCAuthorized Signer Name Title Borrower: NeoPhotonics Corporation Bank: Comerica Bank Technology & Life Sciences Division Loan Analysis Department 000 Xxxxxx Xxxxxx 0xx Xxxxx, XX 0000 Xxxx Xxxx, XX 00000 Phone: (000) 000-0000 Fax: (000) 000-0000 U.S. ACCOUNTS RECEIVABLE 1. ByU.S. Accounts Receivable book value as of: Name: Title: INCUMBENCY CERTIFICATE The undersigned, , hereby certifies that:$

Reporting Covenants Required Complies. Company Prepared Monthly Financial Statements and a F/S Monthly*, within 25 days YES NO Compliance Certificate Monthly*, within 25 days YES NO CPA Audited, Unqualified F/S Annually, within 180 days of FYE YES NO Borrowing Base Cert., A/R & A/P Agings Monthly*, within 25 days YES NO Detailed Schedules re Applicable Bookings, Monthly, within 25 days YES NO Subscription Renewal Rate and Advance Rate Calculations Annual Business Plan (Section 6.01(a)) Within 30 days after the end of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (CPA audited) (Section 6.01(c)incl. operating budget) Annually, within 90 days after the end of each fiscal year Yes No Board approved operating plan and financial projections and for the next fiscal year (Section 6.01(d)) 30 days prior to the start of each fiscal year Yes No 409(AFYE YES NO IP Report Quarterly YES NO Audit Semi-annual YES NO If Public: 10-Q Quarterly, within 5 days of SEC filing (50 days) valuation reports YES NO 10-K Annually, within 5 days of SEC filing (Section 6.01(e)95 days) Within 30 days after completion Yes No All board packages delivered to board YES NO Net Cash Amount n/a $ — — Total amount of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round Borrower’s cash and investor (Section 6.02(b)) Quarterly Yes No investments n/a $ ** YES NO Total amount of Borrower’s cash and investments maintained with Bank >$15 million** $ YES NO Legal action Action > $100,000 500,000 (Section 6.02(cSect. 6.2(a)(iv)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect upon notice YES NO Inventory Disputes > $250,000 (Section 6.02(d)Sect. 6.3) Notify promptly Yes No Formation of any Subsidiary upon notice YES NO Cross default with other agreements Notify promptly upon notice YES NO > $500,000 (Section 6.02(e)Sect. 8.7) YES NO Judgment > $500,000 (Sect. 8.9) Notify promptly Yes No upon notice YES NO Highest outstanding balance under Revolving N/A N/A Line prior to date of Certificate $ ***/**** Minimum Adjusted Net Worth*** > $10,000,000 $ YES NO Minimum Subscribers**** > 800,000 YES NO Permitted Transfers general basket (Section 7.02(iv)) Acquisitions <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No 4 million ***** YES NO Permitted Indebtedness for equipment leases (Section 7.05) << $250,000 YES NO Permitted Investments for stock repurchase < $250,000 YES NO Permitted Investments in Subsidiaries < $100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No ****** YES NO Permitted Investments for employee loans (Section 7.06) < $250,000 YES NO Permitted Investments for joint ventures < $100,000 YES NO Permitted Liens for equipment leases < $250,000 YES NO Permitted Transfers < $250,000 YES NO *** Applicable at all times after date Revolving Line outstandings are first equal to or exceed $5 million **** Applicable at all times after date Revolving Line outstandings are first equal to or exceed $7.5 million ***** $10 million if Net Cash Amount <$50,000 $ Yes No Permitted Investments to Subsidiaries 15 million ****** $2 million (Section 7.06less Investment in ICP license entity) <in Carbonite China if Net Cash Amount < $500,000 / month $ Yes No Permitted Investments general basket 15 million; $5 million (Section 7.06less Investment in ICP license entity) <in Carbonite China if Net Cash Amount > $100,000 $ Yes No IN WITNESS WHEREOF15 million Please Enter Below Comments Regarding Violations: The Officer further acknowledges that at any time Borrower is not in compliance with all the terms set forth in the Agreement, including, without limitation, the undersigned has executed this Compliance Certificate on financial covenants, 20 no credit extensions will be made. ADAPTIVE INSIGHTSVery truly yours, INC. By: Authorized Signer Name: Title: INCUMBENCY CERTIFICATE The undersignedThis Prime Referenced Rate Addendum to Loan and Security Agreement (this “Addendum”) is entered into as of May 11, 2011, hereby certifies that:by and between Comerica Bank (“Bank”) and Carbonite, Inc., a Delaware corporation (“Borrower”). This Addendum supplements the terms of the Loan and Security Agreement dated as of the date hereof by and between Borrower and Bank (as the same may be amended, modified, supplemented, extended or restated from time to time, collectively, the “Agreement”).

Reporting Covenants Required Complies. Monthly Financial Statements and a Company Prepared F/S Monthly, within 30 days (45 days post-IPO) YES NO Compliance Certificate (Section 6.01(a)) Within Monthly, within 30 days after the end of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)45 days post-IPO) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (YES NO CPA audited) (Section 6.01(c)) Audits, Unqualified F/S Annually, within 90 150 days after the end of FYE YES NO Board Approved Projections Annually, by 4/30 of each fiscal year Yes No Board approved operating plan and financial projections and for the next fiscal year (Section 6.01(d)) YES NO Bookings Report Quarterly, within 30 days prior to the start of each fiscal year Yes No 409(A(45 days post-IPO) valuation reports (Section 6.01(e)) Within YES NO Renewal Rate Report Quarterly, within 30 days after completion Yes No All board packages delivered to board (45 days post-IPO) YES NO A/R Aging Monthly, within 30 days (45 days post-IPO) YES NO A/P Aging Monthly, within 30 days (45 days post-IPO) YES NO Borrowing Base Certificate Monthly, within 30 days (45 days post-IPO) YES NO Intellectual Property Report Quarterly, within 30 days (45 days post-IPO) If Public: 10-Q Quarterly, within 5 days of directors SEC filing (50 days) YES NO 10-K Annually, within 5 days of SEC filing (95 days) YES NO Adjusted Revenue $100,000,000.00 $ YES NO Cash at Bank See Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action > $100,000 (Section 6.02(c)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services6.7(b) $ Yes No <YES NO Capital Expenditures < $2,000,000 (Bank Services) 3,000,000.00 annually $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <YES NO Capitalized Software Expenses < $1,400,000 (decreases as principal repaid) 10,000,000.00 annually $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOFYES NO Please Enter Below Comments Regarding Covenant Violations: The Officer further acknowledges that at any time Borrower is not in compliance with all the terms set forth in the Agreement, including, without limitation, the undersigned has executed this Compliance Certificate on financial covenants, 20 no credit extensions will be made. ADAPTIVE INSIGHTSVery truly yours, INC. BANK USE ONLY Rec’d By: Authorized Signer Date: Reviewed By: Name: Date: Financial Compliance Status: YES/NO Title: INCUMBENCY CERTIFICATE The undersignedThis JOINDER AGREEMENT is entered into as of June 19, 2012, hereby certifies that:among BAZAARVOICE, INC., a Delaware corporation (“Parent”), POWERREVIEWS, LLC, a Delaware limited liability company (“PowerReviews”), and COMERICA BANK (“Bank”).

Reporting Covenants Required Complies. Monthly Financial Statements and a Company Prepared F/S Monthly, within 30 days YES NO Company Prepared F/S Quarterly, within 45 days YES NO Compliance Certificate (Section 6.01(a)) Within Monthly, within 30 days after the end of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (YES NO CPA audited) (Section 6.01(c)) Audits, Unqualified F/S Annually, within 90 days after the end of each fiscal year Yes No Board approved operating plan and financial projections and for the next fiscal year (Section 6.01(d)) FYE YES NO Intellectual Property Report Quarterly, within 30 days prior to the start of each fiscal year Yes No 409(A) valuation reports (Section 6.01(e)) Within YES NO A/R Aging Monthly, within 30 days after completion Yes No All board packages delivered to board YES NO A/P Aging Monthly, within 30 days YES NO Borrowing Base Certificate Monthly, within 30 days YES NO If Public: 10-Q Quarterly, within 5 days of directors SEC filing (50 days) YES NO 10-K Annually, within 5 days of SEC filing (95 days) YES NO FINANCIAL COVENANTS REQUIRED ACTUAL COMPLIES Minimum Adjusted Quick Ratio, 2.50:1.00 __________:1.00 YES NO tested quarterly Min. Net Income/Max. Loss See Section 6.02(a)6.7(b) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action > $100,000 (Section 6.02(c)) Notify promptly Yes No Default___________________ YES NO Please Enter Below Comments Regarding Covenant Violations: The Officer further acknowledges that at any time Borrower is not in compliance with all the terms set forth in the Agreement, Event of Defaultincluding, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOFwithout limitation, the undersigned has executed this Compliance Certificate on financial covenants, 20 no credit extensions will be made. ADAPTIVE INSIGHTSVery truly yours, INC. BANK USE ONLY Rec’d By: Authorized Signer Date: Reviewed By: Name: Date: Financial Compliance Status: YES/NO Title: INCUMBENCY CERTIFICATE The undersigned, , hereby certifies that:

Reporting Covenants Required Complies. Monthly Financial Statements and a Company Prepared Quarterly F/S Quarterly, within 45 days YES NO Compliance Certificate Quarterly, within 45 days (except as otherwise noted in Section 6.01(a6.2(c)) Within YES NO Borrowing Base Certificate Monthly, within 30 days after the end of each month Yes No Quarterly Financial Statements and a Compliance Certificate (except as otherwise noted in Section 6.01(b6.2(d)) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (CPA audited) (Section 6.01(c)) Audited, Unqualified F/S Annually, within 90 days after the end of each fiscal year Yes No Board approved FYE YES NO Annual Business Plan (incl. operating plan and financial projections and for the next fiscal year budget) Earlier of (Section 6.01(d)i) 30 days prior after FYE or (ii) 7 days of approval from BOD YES NO If Public: 10-Q Quarterly, within 5 days of SEC filing (50 days) YES NO 10-K Annually, within 5 days of SEC filing (95 days) YES NO Remaining Months Liquidity measured on a trailing 6 months bias At all times after the aggregate amount of Borrower’s Cash at Bank falls below $50,000,000, 4.00 to 1.00 or Borrower must execute an Amendment to Loan and Security Agreement and Intellectual Property Security Agreement to provide Bank with a perfected first priority security interest on Borrower’s Intellectual Property YES NO N/A Springing Collateral Coverage At all times after the start aggregate amount of each fiscal year Yes No 409(A) valuation reports (Section 6.01(e)) Within 30 days after completion Yes No All board packages delivered Borrower’s Cash at Bank falls below $50,000,000, Borrower shall maintain a Collateral Coverage Ratio of 1.25 to board 1.00 YES NO N/A Creation/Acquisition of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action > $100,000 (Section 6.02(c)) Notify promptly Yes No DefaultSubsidiaries In the then-next Compliance Certificate YES NO Please Enter Below Comments Regarding Violations: The Officer further acknowledges that at any time Borrower is not in compliance with all the terms set forth in the Agreement, Event of Defaultincluding, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOFwithout limitation, the undersigned has executed this Compliance Certificate on financial covenants, 20 no credit extensions will be made. ADAPTIVE INSIGHTSVery truly yours, BERKELEY LIGHTS, INC. By: Authorized Signer Name: Title: INCUMBENCY CERTIFICATE The undersignedThis Amendment to Amended and Restated Loan and Security Agreement (this “Amendment”) is entered into as of [ ], by and between EAST WEST BANK (“Bank”) and BERKELEY LIGHTS, hereby certifies that:INC. (“Borrower”).

Reporting Covenants Required Complies. Monthly Financial Statements and a Company Prepared F/S Monthly, within 30 days YES NO Compliance Certificate (Section 6.01(a)) Within Monthly, within 30 days after the end and Quarterly, within 5 days of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)) Within 30 days after the end SEC filing of each fiscal quarter Yes No Annual financial statements (10-Q YES NO CPA audited) (Section 6.01(c)) Audits, Unqualified F/S Annually, within 90 5 days after of SEC filing of 10-K (95 days) YES NO 10-Q Quarterly, within 5 days of SEC filing (50 days) YES NO 10-K Annually, within 5 days of SEC filing (95 days) YES NO FINANCIAL COVENANTS REQUIRED ACTUAL COMPLIES Minimum Liquidity 1.50:1.00 __________:1.00 YES NO Maximum Cumulative Net Loss See Section 6.7(b) of the end of each fiscal year Yes No Board approved operating plan and financial projections and for the next fiscal year (Section 6.01(d)) 30 days prior to the start of each fiscal year Yes No 409(A) valuation reports (Section 6.01(e)) Within 30 days after completion Yes No All board packages delivered to board of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action > $100,000 (Section 6.02(c)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advancestested quarterly) (Section 7.05$____________________) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOFYES NO Please Enter Below Comments Regarding Covenant Violations: The Officer further acknowledges that at any time Borrower is not in compliance with all the terms set forth in the Agreement, including, without limitation, the undersigned has executed this Compliance Certificate on financial covenants, 20 no credit extensions will be made. ADAPTIVE INSIGHTSVery truly yours, INC. By: Authorized Signer Name: Title: INCUMBENCY CERTIFICATE The undersignedBANK USE ONLY Rec'd By: _________________________ Date: _________________________ Reviewed By: _________________________ Date: _________________________ Financial Compliance Status: YES / NO Accounts payable trade, accrued employee compensation and payroll taxes, hereby certifies thatITC in the amount of $201,000 payable in July of 2007 and $250,000 payable in July 2008. None None Seattle Filmworks Manufacturing Opticolor, Inc. PhotoWorks Digital Imaging, Inc. None Seattle Filmworks Manufacturing (inactive) Opticolor, Inc. (inactive) Photoworks Digital Imaging, Inc. (inactive) Pixami $ 35,000 Omniture $ 35,000 Data Direct $31,000 Windows 2000 advance server + MS SQL server Veritas NetBackup server + 165 clients for imagestore KANA customer service resource management $160,000 Be it Resolved, That:

Reporting Covenants Required Complies. Monthly Financial Statements financial statements and a Compliance Certificate (Section 6.01(a)) Within Monthly, within 30 days after the end of each month Yes No A/P Aging Reports Monthly, within 30 days Yes No Quarterly financial statements Quarterly, within 45 days Yes No Annual Operating Budget and Financial Statements and a Compliance Certificate (Section 6.01(b)) Within Projections Annually, within 30 days of fiscal year end and within 5 days of any material modification Yes No Annual audited financial statements and any management letters Annually, within (i) 120 days for Borrower’s 2023 fiscal year end and (ii) 90 days of any other fiscal year end Yes No Statements, reports and notices to stockholders or holders of Subordinated Debt Within 5 days of delivery Yes No SEC filings Within 5 days after filing with SEC Yes No Legal action notices and updates Promptly Yes No Board or advisory board materials Within 5 Business Days of Parent’s Board meeting Yes No Board minutes Within 5 Business Days of Parent’s Board meeting Yes No IP report At the end of each fiscal quarter Yes No Annual Bank account statements (with transaction detail) Together with monthly financial statements Yes No Product related material correspondence, reports, documents and other filings Within 5 Business Days Yes No Copies of preferred stock financing documents Together with Compliance Certificate due after closing of such financing Yes No 13-Week Cash Flow Statement and updated bank account statements (CPA auditedi) (Section 6.01(c)) Annuallyprior to the occurrence of the Successful Funding Event, within 90 days three (3) Business Days after the end of each fiscal year calendar week, and (ii) on and after the occurrence of the Successful Funding Event, within three (3) Business Days after the last day of each month Yes No Board approved operating plan and financial projections and for the next fiscal year Qualifying Payment Notice Two (Section 6.01(d)2) 30 days prior to the start Business Days after a Loan Party has knowledge of each fiscal year receiving a Qualified Payment Yes No 409(A) valuation reports (Section 6.01(e)) Within 30 days after completion Yes No All board packages delivered to board of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action > $100,000 (Section 6.02(c)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOF, the undersigned has executed this Compliance Certificate on , 20 . ADAPTIVE INSIGHTS, INC. By: Name: Title: INCUMBENCY CERTIFICATE The undersigned, , hereby certifies that:No

Reporting Covenants Required Complies. Monthly Financial Statements and a Consolidated F/S, Customer Detail Report Quarterly, within 50 days YES NO Compliance Certificate (Section 6.01(a)) Within Monthly, within 30 days after the end of each month Yes No Quarterly Financial Statements and a Compliance Certificate (Section 6.01(b)) Within 30 days after the end of each fiscal quarter Yes No Annual financial statements (days* YES NO CPA audited) (Section 6.01(c)) Audited, Unqualified F/S Annually, within 90 100 days of FYE YES NO A/R Aging Monthly, within 30 days* YES NO A/P Aging Monthly, within 30 days* YES NO Borrowing Base Certificate Monthly, within 30 days* YES NO If Public: 10-Q Quarterly, within 5 days of SEC filing (50 days) YES NO 10-K Annually, within 5 days of SEC filing (100 days) YES NO Minimum Liquidity Ratio** 1.50:1.00 :1.00 YES NO Domesic Unrestricted Cash & Cash Equivalents $ YES NO Minimum TNW Plus Subordinated Debt $80,000,000 $ YES NO * 25 days for each month after December 31, 2007. ** Minimum Liquidity Ratio defined as Domestic Unrestricted Cash and Cash Equivalents plus Eligible Accounts Receivable divided by all outstanding Indebtedness to Bank. When utilization of the end of each fiscal year Yes No Board approved operating plan and financial projections and for the next fiscal year (Section 6.01(d)) 30 days prior to the start of each fiscal year Yes No 409(A) valuation reports (Section 6.01(e)) Within 30 days after completion Yes No All board packages delivered to board of directors (Section 6.02(a)) When delivered to board Yes No Detailed capitalization table by round and investor (Section 6.02(b)) Quarterly Yes No Legal action > $100,000 (Section 6.02(c)) Notify promptly Yes No Default, Event of Default, Event of Loss or Material Adverse Effect (Section 6.02(d)) Notify promptly Yes No Formation of any Subsidiary (Section 6.02(e)) Notify promptly Yes No Permitted Transfers general basket (Section 7.02(iv)) <$100,000 $ Yes No Permitted distributions for stock repurchases (Section 7.04(ii)(2)) <$100,000 $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (revolv advances) (Section 7.05) <$30,000,000 (Advances and Bank Services) $ Yes No <$2,000,000 (Bank Services) $ Yes No Permitted Indebtedness pursuant to SVB Loan Agreement (equipment loans) (Section 7.05) <$1,400,000 (decreases as principal repaid) $ Yes No Permitted Indebtedness for equipment leases (Section 7.05) <$100,000 $ Yes No Permitted Indebtedness general basket (Section 7.05) <$100,000 $ Yes No Permitted Investments for employee loans (Section 7.06) <$50,000 $ Yes No Permitted Investments to Subsidiaries (Section 7.06) <$500,000 / month $ Yes No Permitted Investments general basket (Section 7.06) <$100,000 $ Yes No IN WITNESS WHEREOFcredit facility exceeds 50%, the undersigned has executed this Compliance Certificate on minumum domestic Unrestricted Cash and Cash Equivalents in the numerator should be no less than $5,000,000. Please Enter Below Comments Regarding Covenant Violations: The Officer further acknowledges that at any time Borrower is not in compliance with all the terms set forth in the Agreement, 20 including, without limitation, the financial covenants, no credit extensions will be made. ADAPTIVE INSIGHTSVery truly yours, INC. ByBANK USE ONLY Authorized Signer Rec’d by: Date: Name: Reviewed by: Date: Financial Compliance Status: YES / NO Title: INCUMBENCY CERTIFICATE The undersignedThis Addendum to Loan and Security Agreement (this “Addendum”) is entered into as of this 14th day of February 2007, by and between Comerica Bank (“Bank”), hereby certifies that:Nanometrics, Inc. (“Borrower”), Accent Optical Technologies Nanometrics Inc. (“Accent”), and Nanometrics IVS Inc. (“IVS”, and with Accent, each individually a “Guarantor”, and together, collectively, jointly and severally “Guarantors”). This Addendum supplements the terms of the Loan and Security Agreement of even date herewith.