FORM OF LOCKUP AGREEMENTForm of Lockup Agreement • December 26th, 2001 • Tisone Thomas C • Laboratory apparatus & furniture • Delaware
THIS LOCKUP AGREEMENT (this “Agreement”) is executed as of this day of , 2001, by the shareholders of Cartesian Technologies, Inc. whose names are set forth on the attached Exhibit A (each a “Securityholder” and collectively, the “Securityholders”), in favor of Genomic Solutions Inc., a Delaware corporation (“GNSL”). All capitalized terms used, but not defined, in this Agreement have the same meanings as in the Merger Agreement (defined below).
FORM OF ESCROW AGREEMENTForm of Escrow Agreement • December 26th, 2001 • Tisone Thomas C • Laboratory apparatus & furniture
THIS ESCROW AGREEMENT(the “Agreement”) is made as of , 2001, by and among GENOMIC SOLUTIONS INC., a Delaware corporation (“GSI”), S&S BETEILIGUNGS GmbH (“S&S”), THOMAS C. TISONE (“T. Tisone”), MICHAEL SURMANIAN (“Surmanian”) (S&S, T. Tisone, and Surmanian are sometimes collectively referred to herein as the “Shareholders”) and , a , as escrow agent (“Escrow Agent”). All capitalized terms used, but not otherwise defined, in this Agreement have the same meanings as in the Agreement and Plan of Merger (the “Merger Agreement”), dated , 2001, to which GSI and the Shareholders are parties, a copy of which (without Exhibits or Schedules) is attached to this Agreement for reference purposes only.
