Standard Contracts
Exhibit 10.3.1 ASSIGNMENT AND ASSUMPTION AGREEMENT This Assignment and Assumption Agreement (this "Agreement") is entered into as of August 24, 2001, by and between SeraCare, Inc., a Delaware corporation (the "SeraCare"), SeraCare Life Sciences, Inc.,...Assignment and Assumption Agreement • August 30th, 2001 • Seracare Life Sciences Inc • Pharmaceutical preparations • California
Exhibit 99.1 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY STATE SECURITIES LAW, AND NEITHER THIS WARRANT NOR SUCH SECURITIES...Warrant Agreement • October 4th, 2001 • Seracare Life Sciences Inc • Pharmaceutical preparations • California
BETWEENTax Sharing Agreement • August 3rd, 2001 • Seracare Life Sciences Inc • Delaware
RECITALS --------Trademark License Agreement • August 3rd, 2001 • Seracare Life Sciences Inc • California
EXHIBIT 10.2 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT ("Agreement") dated February 5, 1996, is entered into by and between American Blood Institute, Inc., a Delaware corporation, AKA SeraCare (the "Company") and Barry Plost (the "Employee"). l....Employment Agreement • August 3rd, 2001 • Seracare Life Sciences Inc • California
FIRST AMENDMENTMaster Separation and Distribution Agreement • August 30th, 2001 • Seracare Life Sciences Inc • Pharmaceutical preparations • Delaware
Exhibit 10.7 STANDARD INDUSTRIAL/COMMERCIAL MULTI-TENANT LEASE - GROSS AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION 1. Basic Provisions ("Basic Provisions"). 1.1 Parties: This Lease ("Lease"), dated for reference purposes only, April 16, 1998, is made...Standard Industrial/Commercial Multi-Tenant Lease • August 3rd, 2001 • Seracare Life Sciences Inc
ARTICLE I SCOPE OF THE COLLABORATION --------------------------Collaboration Agreement • August 3rd, 2001 • Seracare Life Sciences Inc • Delaware
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 25th, 2005 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances • California
This Indemnification Agreement (the “Agreement”) is entered into as of May , 2005, by and among SeraCare Life Sciences, Inc., a California corporation (the “Company”) and the undersigned party (the “Indemnitee”).
EXHIBIT 10.6.1 ASSIGNMENT AND ASSUMPTION AGREEMENT This Assignment and Assumption Agreement (this "Agreement") is entered into as of August 28, 2001, by and between SeraCare, Inc., a Delaware corporation (the "SeraCare"), SeraCare Life Sciences, Inc.,...Assignment and Assumption Agreement • August 30th, 2001 • Seracare Life Sciences Inc • Pharmaceutical preparations • Iowa
3,500,000 Shares SERACARE LIFE SCIENCES, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • May 25th, 2005 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances • New York
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT is made and entered into as of October 19, 1999 by and between Del Oro Gateway Partners, L.P., a California limited partnership ("Assignor"), and Arthur Kazarian, Trustee for General Wood -------- Investment...Assignment of Leases • August 3rd, 2001 • Seracare Life Sciences Inc
RECITALSSupply and Services Agreement • October 4th, 2001 • Seracare Life Sciences Inc • Pharmaceutical preparations • California
CREDIT AND SECURITY AGREEMENTCredit and Security Agreement • June 11th, 2007 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances • Illinois
THIS CREDIT AND SECURITY AGREEMENT (as the same may be amended, supplemented, restated or otherwise modified from time to time, this “Agreement”) is dated as of June 4, 2007 by and among SERACARE LIFE SCIENCES, INC., a Delaware corporation (“Company”), f/k/a SeraCare Reorganization Company, Inc., as a Borrower, and any additional Borrower that may hereafter be added to this Agreement (together with Company, collectively, “Borrowers” and each individually, a “Borrower”), MERRILL LYNCH CAPITAL, a division of Merrill Lynch Business Financial Services Inc., individually as a Lender, and as Administrative Agent, and the financial institutions or other entities from time to time parties hereto, each as a Lender.
EXHIBIT 10.3 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is made and entered into effective the 1st day of November, 2000 by and between SeraCare, Inc. (referred herein as the "Corporation") and Michael F. Crowley II ("Crowley"). 1....Employment Agreement • August 3rd, 2001 • Seracare Life Sciences Inc
EMPLOYMENT AGREEMENTEmployment Agreement • May 18th, 2007 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances • Massachusetts
EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is intended to be the operative agreement by and between American Blood Institute, Inc., AVRE, Inc., and Binary Associates, Inc. AKA SeraCare (referred to collectively herein as...Employment Agreement • August 3rd, 2001 • Seracare Life Sciences Inc
EXHIBIT 10.1.1 AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT TO THE EMPLOYMENT AGREEMENT DATED November 14, 1995 ("the Amendment") is made and entered into this 1st day of February 2001 by and between SeraCare, Inc., a Delaware Corporation...Employment Agreement • August 3rd, 2001 • Seracare Life Sciences Inc
SERACARE LIFE SCIENCES, INC. RESTRICTED STOCK AGREEMENT (pursuant to 2001 Equity Incentive Plan)Restricted Stock Agreement • February 11th, 2011 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances • Massachusetts
This Restricted Stock Agreement (“Agreement”) is made and entered into as of ________, 2010, by and between SeraCare Life Sciences, Inc. (the “Company”), and __________ (the “Recipient”). This Agreement is and shall be subject in every respect to the provisions of the Company’s 2001 Equity Incentive Plan, as amended from time to time (the “Plan”), which is incorporated herein by reference and made a part hereof. The Recipient acknowledges that this Agreement shall be subject to all the terms and provisions of the Plan and agrees that (a) in the event of any conflict between the terms hereof and those of the Plan, the latter shall prevail, and (b) all decisions under and interpretations of the Plan by the Board or the Committee shall be final, binding and conclusive upon the Recipient and his or her heirs and legal representatives.
EMPLOYMENT AGREEMENTEmployment Agreement • November 19th, 2009 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances • Massachusetts
SUBORDINATED NOTE AGREEMENT $4,000,000 in aggregate principal amount of Subordinated Notes Due 2009Subordinated Note Agreement • September 16th, 2004 • Seracare Life Sciences Inc • Pharmaceutical preparations • California
This Subordinated Note Agreement dated as of September 14, 2004 is entered into among SeraCare Life Sciences, Inc., a California corporation (the “Company”), the persons named on the signature pages hereof (together with their respective successors and assigns, each a “Noteholder” and collectively the “Noteholders”) and David Barrett Inc., a California corporation, as Administrative Agent for the Noteholders (the “Agent”). The parties hereto agree as follows:
ASSET PURCHASE AGREEMENT dated as of July 16 2003, among SERACARE LIFE SCIENCES, INC., INTERNATIONAL RECRUITING SERVICE, INC. d/b/a BIOMEDICAL RESOURCES, INC., SIMPLICITY DIAGNOSTICS, INC. and the SELLING SHAREHOLDERS listed on Exhibit AAsset Purchase Agreement • February 20th, 2004 • Seracare Life Sciences Inc • Pharmaceutical preparations • California
This Asset Purchase Agreement is entered into as of July 16, 2003, among SeraCare Life Sciences, Inc., a California corporation (“Buyer”), International Recruiting Service, Inc. d/b/a BioMedical Resources, Inc., a Pennsylvania corporation (“Biomedical Resources”), Simplicity Diagnostics, Inc., a Pennsylvania corporation (“Simplicity Diagnositics”; each of Biomedical Resources and Simplicity Diagnostics is a “Seller” and, collectively, they are the “Sellers”), and the Persons listed on Exhibit A hereto, constituting all of the shareholders of the Sellers (the “Selling Shareholders”). Capitalized terms used herein and not otherwise defined are defined in ARTICLE X.
BY AND BETWEENAlbumin Supply Agreement • August 31st, 2001 • Seracare Life Sciences Inc • Pharmaceutical preparations
ContractAmendment of Solicitation/Modification of Contract • November 19th, 2009 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances
Amendment of Solicitation/Modification of Contract dated as of September 23, 2009 by and between the National Institutes of Health and SeraCare Life Sciences, Inc.
Agreement And Plan Of Merger dated as of February 12, 2012 among Project Plasma Holdings Corporation, Project Plasma Merger Corp. and SeraCare Life Sciences, Inc.Merger Agreement • February 14th, 2012 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of February 12, 2012, by and among Project Plasma Holdings Corporation, a Delaware corporation (“Parent”), Project Plasma Merger Corp., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), and SeraCare Life Sciences, Inc., a Delaware corporation (the “Company”).
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 8th, 2003 • Seracare Life Sciences Inc • Pharmaceutical preparations
This Second Amendment to Employment Agreement (this “Amendment”) is entered into effective as of June 4, 2003, by and among SeraCare Life Sciences, Inc., a California corporation (the “Corporation”) and Michael F. Crowley II (“Crowley”).
AGREEMENTExclusive Independent Representative Agreement • August 31st, 2001 • Seracare Life Sciences Inc • Pharmaceutical preparations • Iowa
Exhibit 10.4.1 AMENDMENT NR. 1 dated June 10, 2001 to Albumin Supply Agreement dated June 22, 1999Albumin Supply Agreement • August 3rd, 2001 • Seracare Life Sciences Inc
Seracare, Inc., a corporation of USA nationality, with address at 1925 Century Park East, Suite 1970, Los Angeles, California, USA, represented by Mr. Barry D. Plost, by virtue of his position as Chairman/CEO (hereinafter referred to as SeraCare), part of the first part.
EXPLANATORY NOTE TO THIS EXHIBITLoan Agreement • January 6th, 2011 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances • Massachusetts
The Company’s representations and warranties included in this Loan Agreement were made to each of the lenders hereunder. These representations and warranties were made as of specific dates, only for purposes of this Loan Agreement and for the benefit of the parties thereto. These representations and warranties were subject to important exceptions and limitations agreed upon by the parties, made for the purposes of allocating contractual risk between the parties rather than establishing these matters as facts and were made subject to a contractual standard of materiality that may be different from the standard generally applicable under federal securities laws. This Loan Agreement is filed with this report only to provide investors with information regarding its terms and conditions, and not to provide any other factual information regarding the Company or its business. Moreover, information concerning the subject matter of the representations and warranties may have changed, and may co
Employment Agreement of Ronald R. Dilling AmendmentEmployment Agreement • April 2nd, 2009 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances
Pursuant to Section 19 of the Employment Agreement between SeraCare Life Sciences, Inc. and Ronald R. Dilling dated February 1, 2008 (the “Agreement”), SeraCare Life Sciences, Inc. (the“Company”) and Ronald Dilling (the “Executive”) hereby agree to amend the Agreement as follows, effective February 1, 2008:
Employment Agreement of Susan Vogt AmendmentEmployment Agreement • April 2nd, 2009 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances
Pursuant to Section 14 of the Employment Agreement between SeraCare Life Sciences, Inc. and Susan Vogt dated July 14, 2006 and amended and restated on December 22, 2008 (the “Agreement”), SeraCare Life Sciences, Inc. (the “Company”) and Susan Vogt (the “Executive”) hereby agree to amend the Agreement as follows, effective April 1, 2009:
EMPLOYMENT AGREEMENTEmployment Agreement • September 26th, 2005 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances • California
This Employment Agreement (this “Agreement”) is made and entered into by and between Barry D. Plost (“Employee”) and SeraCare Life Sciences, Inc, a California corporation, (the “Company”), effective as of October 1, 2005 (“Effective Date”).
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • February 28th, 2012 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances • Delaware
ALLONGE TO LOAN AGREEMENTLoan Agreement • September 16th, 2004 • Seracare Life Sciences Inc • Pharmaceutical preparations
THIS ALLONGE TO LOAN AGREEMENT (the “Allonge”) made and entered into as of the 15th day of August, 2002, between Commerce Bank & Trust Company, a Massachusetts trust company with a principal place of business at 386 Main Street, Worcester, Massachusetts (hereinafter “Lender”) and Boston Biomedica, Inc. of 375 West Street, West Bridgewater, Massachusetts (hereinafter “Borrower”) is firmly affixed to and made a part of a certain Loan Agreement of the Borrower entered into with the Lender dated as of March 31, 2000 (hereinafter “Loan Agreement”).
SERACARE LIFE SCIENCES, INC.Incentive Stock Option Agreement • May 3rd, 2005 • Seracare Life Sciences Inc • In vitro & in vivo diagnostic substances • California
THIS INCENTIVE STOCK OPTION AGREEMENT (this “Option Agreement”) by and between SeraCare Life Sciences, Inc., a California corporation (the “Corporation”), and Craig A. Hooson (the “Participant”) evidences the incentive stock option (the “Option”) granted by the Corporation to the Participant as to the number of shares of the Corporation’s Common Stock, no par value, first set forth below.
