RAINDANCE TECHNOLOGIES, INC. FORM OF OFFICER INDEMNIFICATION AGREEMENTOfficer Indemnification Agreement • March 31st, 2015 • Raindance Technologies Inc • Laboratory analytical instruments • Delaware
This Indemnification Agreement (“Agreement”) is made as of [—] by and between RainDance Technologies, Inc., a Delaware corporation (the “Company”), and [—] (“Indemnitee”).
ContractWarrant Agreement • February 27th, 2015 • Raindance Technologies Inc • Laboratory analytical instruments • California
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED (the “1933 ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO YOU THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT, OR ANY APPLICABLE STATE SECURITIES LAWS.
SECURITY AGREEMENTSecurity Agreement • August 25th, 2014 • Raindance Technologies Inc • Laboratory analytical instruments • New York
SECURITY AGREEMENT dated as of September 17, 2013 (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), among RAINDANCE TECHNOLOGIES, INC., a Delaware corporation (“Borrower”; collectively with each entity that becomes a “Grantor” hereunder as contemplated by Section 5.12, the “Grantors” and each, a “Grantor”), CAPITAL ROYALTY PARTNERS II L.P, CAPITAL ROYALTY PARTNERS II – PARALLEL FUND “A” L.P., and PARALLEL INVESTMENT OPPORTUNITIES PARTNERS II L.P. (together, the “Secured Parties” and each, a “Secured Party”) and CAPITAL ROYALTY PARTNERS II L.P., as Control Agent for the Secured Parties (the “Control Agent”).
Term Loan NoteTerm Loan Note • February 27th, 2015 • Raindance Technologies Inc • Laboratory analytical instruments
This Note is a Note issued pursuant to the terms of Section 2.04 of the Loan Agreement, and this Note and the holder hereof are entitled to all the benefits and security provided for thereby or referred to therein, to which Loan Agreement reference is hereby made for a statement thereof. All defined terms used in this Note, except terms otherwise defined herein, shall have the same meaning as in the Loan Agreement.
TERM LOAN AGREEMENT dated as of September 17, 2013 between RAINDANCE TECHNOLOGIES, INC. as Borrower, The SUBSIDIARY GUARANTORS from Time to Time Party Hereto, and Capital Royalty Partners II L.P., Capital Royalty Partners II – Parallel Fund “A” L.P....Term Loan Agreement • February 27th, 2015 • Raindance Technologies Inc • Laboratory analytical instruments • New York
TERM LOAN AGREEMENT, dated as of September 17, 2013 (this “Agreement”), among RAINDANCE TECHNOLOGIES, INC., a Delaware corporation (“Borrower”), the SUBSIDIARY GUARANTORS from time to time party hereto and the Lenders from time to time party hereto.
EXCLUSIVE LICENSE AGREEMENT BETWEEN THE UNIVERSITY OF CHICAGO AND RAINDANCE TECHNOLOGIES FOR MICROFLUIDIC TECHNOLOGYExclusive License Agreement • February 27th, 2015 • Raindance Technologies Inc • Laboratory analytical instruments • Illinois
This License Agreement (“Agreement”), dated June 9, 2008, is between The University of Chicago, an Illinois not-for-profit corporation (“UNIVERSITY”), and RainDance Technologies, a Delaware corporation, having an address at 44 Hartwell Ave., Lexington, MA 02421 (“RAINDANCE”). Each hereunder maybe referred to separately as the (“Party”), or together as the (“Parties”).
LEASE BY AND BETWEEN Middlesex Billerica 749 LLC as Landlord and RainDance Technologies, Inc., as TenantLease Agreement • February 27th, 2015 • Raindance Technologies Inc • Laboratory analytical instruments
CONFIDENTIAL TREATMENT REQUESTED UNDER C.F.R. SECTIONS 200.80(b)(4), 200.83 AND 230.406. [****] INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION.
RAINDANCE TECHNOLOGIES, INC. SUPPLY AGREEMENTSupply Agreement • August 25th, 2014 • Raindance Technologies Inc • Laboratory analytical instruments • England
CONFIDENTIAL TREATMENT REQUESTED UNDER C.F.R. SECTIONS 200.80(b)(4), 200.83 AND 230.406. [****] INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION.
COEXCLUSIVE PATENT LICENSE AGREEMENT For NUCLEIC ACID DETECTION AND ANALYSIS For All Fields of Use Between LAWRENCE LIVERMORE NATIONAL SECURITY, LLC and RAINDANCE TECHNOLOGIES, INC. LLNL Case No. TL02294-0.0 Lawrence Livermore National Laboratory...Patent License Agreement • February 27th, 2015 • Raindance Technologies Inc • Laboratory analytical instruments • California
This license agreement (“Agreement”) is effective on the Effective Date by and between Lawrence Livermore National Security, LLC (“LLNS”) under its U.S. Department of Energy (“DOE”) Contract No. DE-AC52-07NA27344 to manage and operate Lawrence Livermore National Laboratory (“LLNL”), and RainDance Technologies, Inc. (“LICENSEE”), a Delaware corporation having its principal place of business at 44 Hartwell Avenue, Lexington, MA 02421. LLNS is a limited liability company incorporated in the State of Delaware, with its principal office at 1658 Holmes Street, Livermore, CA 94550-6010. LLNS and LICENSEE are referred to jointly as “Parties.” This Agreement and the resulting license are subject to overriding obligations to the Federal Government pursuant to the provisions of LLNS’s Contract No. DE-AC52-07NA27344 with the DOE for the operation of the LLNL and DOE’s grant of patent rights to LLNS.
FIRST AMENDED AND RESTATED SUPPLY AGREEMENTSupply Agreement • February 27th, 2015 • Raindance Technologies Inc • Laboratory analytical instruments • Massachusetts
This Amended and Restated Supply Agreement (this “Agreement”) is entered into as of June 25, 2014 (the “A&R Effective Date”) by and between RainDance Technologies, Inc., a Delaware corporation, with principal offices at 749 Middlesex Turnpike, Billerica, MA 01821 (“Supplier”) and Myriad Genetic Laboratories Inc., a Delaware corporation, with principal offices at 320 Wakara Way, Salt Lake City, Utah 84108 (“Customer”).
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • February 27th, 2015 • Raindance Technologies Inc • Laboratory analytical instruments
This Exclusive License Agreement (this “Agreement”) is made as of December 5,2005 (the “Effective Date”) by and between Medical Research Council, a UK publicly funded research organization, with a corporate address of 20 Park Crescent, London W1B 1AL (“MRC”) and RainDance, a Delaware company with a corporate address of 530 Whitfield Street, Guilford, CT 06437 (“RainDance”). MRC and RainDance are each hereafter referred to individually as a ‘Party” and collectively as the “Parties.”
LICENSE AGREEMENT between PRESIDENT AND FELLOWS OF HARVARD COLLEGE and RAINDANCE TECHNOLOGIES, INC. Dated: February 23, 2006License Agreement • February 27th, 2015 • Raindance Technologies Inc • Laboratory analytical instruments • Massachusetts
This License Agreement is entered into as of this 23rd day of February, 2006 (the “Effective Date”), by and between Raindance Technologies, Inc., a Delaware corporation, having a principle place of business at 530 Whitfield Street, Guilford CT 06437 (“Licensee”) and President and Fellows of Harvard College, Holyoke Center, Suite 727, 1350 Massachusetts Ave., Cambridge, MA (“Harvard”).
SUPPLY AGREEMENTSupply Agreement • February 27th, 2015 • Raindance Technologies Inc • Laboratory analytical instruments • Missouri
THIS AGREEMENT is made as of the 24th day of February, 2009, by and between Sigma-Aldrich Inc., having an office at 3050 Spruce Street, St. Louis, MO 63103 (“SIGMA”), and Rain Dance Technologies, Inc., having an office at 44 Hartwell Avenue, Lexington, MA 02421 (“BUYER”).
Re: Termination Benefits and Change in Control AgreementTermination Benefits and Change in Control Agreement • March 31st, 2015 • Raindance Technologies Inc • Laboratory analytical instruments
This letter agreement (the “Agreement”) [amends and restates in its entirety that certain letter agreement between you and RainDance Technologies, Inc. (the “Company”) dated as of [ ], and] sets forth the terms of your agreement with the Company with respect to matters set forth herein. This Agreement fully supersedes any prior oral or written agreements or understandings related to severance pay or benefits in connection with the ending of your employment with the Company or any of its successors or assigns.
RAINDANCE TECHNOLOGIES, INC. FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT April 12, 2013Investors’ Rights Agreement • February 27th, 2015 • Raindance Technologies Inc • Laboratory analytical instruments • Delaware
This Fourth Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of April 12, 2013 by and among RainDance Technologies, Inc., a Delaware corporation (the “Company”) and the persons and entities listed on Exhibit A hereto (each, a “Series E Holder” and collectively, the “Series E Holders”), the persons and entities listed on Exhibit B hereto (each, a “Series D Holder” and collectively, the “Series D Holders”), the persons and entities listed on Exhibit C hereto (each, a “Series C Holder” and collectively, the “Series C Holders”), the persons and entities listed on Exhibit D hereto (each, a “Series B Holder” and collectively, the “Series B Holders”, together with the Series E Holders, the Series D Holders and the Series C Holders, the “Preferred Holders”) and the persons and entities listed on Exhibit E hereto (each, a “Common Holder” and collectively, the “Common Holders”). Unless otherwise defined herein, capitalized terms used in this Agreement have the meani
RAINDANCE TECHNOLOGIES, INC. PARTICIPATION AGREEMENTParticipation Agreement • May 12th, 2014 • Raindance Technologies Inc • Laboratory analytical instruments • Delaware
THIS PARTICIPATION AGREEMENT (this “Agreement”) is made and entered into as of February 20, 2014 (the “Effective Date”), by and among RainDance Technologies, Inc., a Delaware corporation (the “Company” or “RainDance”) GE Ventures Limited, an Irish limited company (“GE Ventures”) and GE Ventures LLC, a Delaware limited liability company (the “LLC” and together with GE Ventures, the “Purchaser”).
PIK Loan NotePik Loan Note • June 25th, 2014 • Raindance Technologies Inc • Laboratory analytical instruments
This Note is a Note issued pursuant to the terms of Section 3.02(d) of the Loan Agreement, and this Note and the holder hereof are entitled to all the benefits and security provided for thereby or referred to therein, to which Loan Agreement reference is hereby made for a statement thereof. All defined terms used in this Note, except terms otherwise defined herein, shall have the same meaning as in the Loan Agreement.
SUPPLY AGREEMENTSupply Agreement • June 25th, 2014 • Raindance Technologies Inc • Laboratory analytical instruments • Missouri
THIS AGREEMENT is made as of the 24th day of February, 2009, by and between Sigma-Aldrich Inc., having an office at 3050 Spruce Street, St. Louis, MO 63103 (“SIGMA”), and Rain Dance Technologies, Inc., having an office at 44 Hartwell Avenue, Lexington, MA 02421 (“BUYER”).
