INDEMNIFICATION AGREEMENTIndemnification Agreement • September 1st, 2021 • Cue Health Inc. • Laboratory analytical instruments • Delaware
This Indemnification Agreement (“Agreement”) is made as of [________], 20[ ] by and between Cue Health Inc., a Delaware corporation (the “Company”), and [______________________] (“Indemnitee”) [[Solely with respect to officers and directors that execute this form of indemnification agreement on or prior to the Company’s initial public offering:] and shall be effective as of the effectiveness of a Registration Statement on Form S-1 relating to the initial registration under the Securities Act of 1933, as amended, of shares of the Company’s common stock].
Underwriting AgreementUnderwriting Agreement • September 20th, 2021 • Cue Health Inc. • Laboratory analytical instruments • New York
Cue Health Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [●] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [●] additional shares (the “Optional Shares”) of common stock, par value $0.00001 per share (“Stock”), of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
CUE HEALTH INC. COMMON STOCK SALES AGREEMENTSales Agreement • August 9th, 2023 • Cue Health Inc. • Laboratory analytical instruments • New York
Cue Health Inc., a Delaware corporation, (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
LEASE AGREEMENTLease Agreement • September 1st, 2021 • Cue Health Inc. • Laboratory analytical instruments
THIS LEASE AGREEMENT (this “Lease”) is made this 16th day of January, 2017, between ARE-SD REGION NO. 25, LLC, a Delaware limited liability company (“Landlord”), and CUE INC., a California corporation (“Tenant”).
LEASE by and between BMR-MODA SORRENTO LP, a Delaware limited partnership, AS LANDLORD and CUE HEALTH INC., a Delaware corporation, AS TENANTLease • September 1st, 2021 • Cue Health Inc. • Laboratory analytical instruments
THIS LEASE (this “Lease”) is entered into as of this 4th day of December, 2018 (the “Execution Date”), by and between BMR-MODA SORRENTO LP, a Delaware limited partnership (“Landlord”), and CUE HEALTH INC., a Delaware corporation (“Tenant”).
STANDARD INDUSTRIAL/COMMERCIAL MULTI-TENANT LEASE - NETLease Agreement • May 24th, 2021 • Cue Health Inc. • Laboratory analytical instruments
PREFERRED STOCK RIGHTS AGREEMENT Dated as of September 21, 2023 between CUE HEALTH INC. and COMPUTERSHARE TRUST COMPANY, N.A., as Rights AgentPreferred Stock Rights Agreement • September 22nd, 2023 • Cue Health Inc. • Laboratory analytical instruments • Delaware
This Preferred Stock Rights Agreement (this “Agreement”), dated as of September 21, 2023, is between Cue Health Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company, as rights agent (the “Rights Agent”). Each of the Company and the Rights Agent are sometimes referred to as a “Party.” All capitalized terms used in this Agreement have the meanings given to them in Section 1.
EMPLOYMENT AGREEMENTEmployment Agreement • September 1st, 2021 • Cue Health Inc. • Laboratory analytical instruments • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”), is made as of January 20, 2021 (the “Effective Date”) by and between Cue Health Inc. (the “Company”), and Erica Palsis (the “Executive”) (together, the “Parties”).
ContractStock Option Agreement • September 24th, 2021 • Cue Health Inc. • Laboratory analytical instruments • California
IT IS UNLAWFUL TO CONSUMMATE A SALE OR TRANSFER OF THIS SECURITY, OR ANY INTEREST THEREIN, OR TO RECEIVE ANY CONSIDERATION THEREFOR, WITHOUT THE PRIOR WRITTEN CONSENT OF THE COMMISSIONER OF CORPORATIONS OF THE STATE OF CALIFORNIA, EXCEPT AS PERMITTED IN THE COMMISSIONER’S RULES.
LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of June 30, 2022, by and among CUE HEALTH INC., a Delaware corporation (“Borrower”), the financial institutions from time to time party to this...Loan and Security Agreement • July 1st, 2022 • Cue Health Inc. • Laboratory analytical instruments
STANDARD INDUSTRIAL/COMMERCIAL MULTI-TENANT LEASE - NETStandard Industrial/Commercial Multi-Tenant Lease - Net • September 1st, 2021 • Cue Health Inc. • Laboratory analytical instruments
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • September 1st, 2021 • Cue Health Inc. • Laboratory analytical instruments • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 1st day of June, 2020, by and among Cue Health Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 6.9 hereof.
AMENDED AND RESTATED 2014 EQUITY INCENTIVE PLAN STOCK OPTION AWARD AGREEMENTStock Option Award Agreement • September 1st, 2021 • Cue Health Inc. • Laboratory analytical instruments
Subject to your signature below, you have been granted an option (the “Option”) to purchase shares of common stock (“Common Stock”) of Cue Health Inc., a Delaware corporation (the “Company”), pursuant to the Cue Health Inc. Amended and Restated 2014 Equity Incentive Plan (the “Plan”) and this Stock Option Award Agreement (the “Option Agreement”). Your Option is granted under and governed by the terms and conditions of the Plan and this Option Agreement. Capitalized terms used but not defined in this Option Agreement shall have the same meaning as set forth in the Plan.
ContractStock Option Agreement • September 24th, 2021 • Cue Health Inc. • Laboratory analytical instruments • California
IT IS UNLAWFUL TO CONSUMMATE A SALE OR TRANSFER OF THIS SECURITY, OR ANY INTEREST THEREIN, OR TO RECEIVE ANY CONSIDERATION THEREFOR, WITHOUT THE PRIOR WRITTEN CONSENT OF THE COMMISSIONER OF CORPORATIONS OF THE STATE OF CALIFORNIA, EXCEPT AS PERMITTED IN THE COMMISSIONER’S RULES.
EMPLOYMENT AGREEMENTEmployment Agreement • September 1st, 2021 • Cue Health Inc. • Laboratory analytical instruments • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”), is made as of July 8, 2021 by and between Cue Health Inc., a Delaware corporation (the “Company”), and Clint Sever (the “Executive”) (together, the “Parties”).
RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • September 1st, 2021 • Cue Health Inc. • Laboratory analytical instruments
This grant of RSUs satisfies in full all commitments that the Company has to the Participant with respect to the issuance of stock, stock options or other equity securities.
STANDARD FORM INDUSTRIAL NET LEASEStandard Form Industrial Net Lease • September 1st, 2021 • Cue Health Inc. • Laboratory analytical instruments
*Subject to abatement of monthly Base Rent for the four (4) month period commencing on April 1, 2021 and ending on July 31, 2021 as provided in Paragraph 3.1 of this Lease.
EMPLOYMENT AGREEMENTEmployment Agreement • March 6th, 2023 • Cue Health Inc. • Laboratory analytical instruments • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”), is made as of February 28, 2023 (the “Effective Date”) by and between Cue Health Inc. (the “Company”), and Aasim Javed (the “Executive”) (together, the “Parties”).
ContractStock Option Agreement • September 24th, 2021 • Cue Health Inc. • Laboratory analytical instruments • California
IT IS UNLAWFUL TO CONSUMMATE A SALE OR TRANSFER OF THIS SECURITY, OR ANY INTEREST THEREIN, OR TO RECEIVE ANY CONSIDERATION THEREFOR, WITHOUT THE PRIOR WRITTEN CONSENT OF THE COMMISSIONER OF CORPORATIONS OF THE STATE OF CALIFORNIA, EXCEPT AS PERMITTED IN THE COMMISSIONER’S RULES.
AMENDMENT NO. 1 TO PREFERRED STOCK RIGHTS AGREEMENTPreferred Stock Rights Agreement • April 9th, 2024 • Cue Health Inc. • Laboratory analytical instruments
This Amendment No. 1 to the Preferred Stock Rights Agreement (this “Amendment”) is dated as of April 8, 2024 (the “Effective Date”), and amends the Preferred Stock Rights Agreement, dated as of September 21, 2023 (the “Rights Agreement”), between Cue Health Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company, as rights agent (the “Rights Agent”). Capitalized terms used in this Amendment and not otherwise defined have the meaning given to them in the Rights Agreement.
RETENTION PAYMENT AGREEMENTRetention Payment Agreement • March 13th, 2024 • Cue Health Inc. • Laboratory analytical instruments
This Retention Payment Agreement (“Agreement”) establishes the terms of your continued employment with Cue Health Inc. and for which Cue is offering a discretionary $[ ] retention payment (the “Retention Payment”). The Retention Payment is to recognize your value to Cue and to signify the importance of retaining your knowledge for the minimum period specified below. Employment with Cue is and continues to be “at will” with either party having the right to terminate the relationship at any time, and this Agreement and its terms is not intended to and does not create an employment contract for any defined period.
Cue Health, Inc. San Diego, CA 92121Investment Agreement • February 16th, 2024 • Cue Health Inc. • Laboratory analytical instruments • Delaware
This letter (this “Agreement”) constitutes the agreement between (a) Cue Health, Inc. (“Company”) and (b) Tarsadia Investments, LLC (“TI”), Tarsadia Capital, LLC (together with TI, “Tarsadia”), T-Twelve Holdings, LLC (“T-Twelve”) and each of the other Persons (as defined below) set forth on the signature pages to this Agreement (collectively with Tarsadia and T-Twelve, the “Investor Signatories”). Company and the Investor Signatories are collectively referred to as the “Parties.” The Investor Signatories and each Affiliate (as defined below) and Associate (as defined below) of each Investor Signatory are collectively referred to as the “Investor Group.”
