SEER, INC. [l] Shares of Class A Common Stock, par value $0.00001 Underwriting AgreementUnderwriting Agreement • November 30th, 2020 • Seer, Inc. • Laboratory analytical instruments • New York
In reliance on Section 5(d) or Rule 163B of the Securities Act of 1933, as amended (the “Act”), Seer, Inc. (the “Issuer”) hereby authorizes each of J.P. Morgan Securities LLC (“J.P. Morgan”), Morgan Stanley & Co. LLC (“Morgan Stanley”), BofA Securities, Inc. (“BofA”) and Cowen and Company, LLC (“Cowen”) and the affiliates and respective employees of each, to engage on behalf of the Issuer in oral and written communications with potential investors that are “qualified institutional buyers”, as defined in Rule 144A under the Act, or institutions that are “accredited investors”, within the meaning of Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Act, to determine whether such investors might have an interest in the Issuer’s contemplated initial public offering (“Testing-the-Waters Communications”). A “Written Testing-the Waters Communication” means any Testing-the-Waters Communication that is a written communication within the meaning of Rule 405 under the Act. Any Written Te
SEER, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • November 12th, 2020 • Seer, Inc. • Laboratory analytical instruments • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of [_______, 2020] and is between Seer, Inc., a Delaware corporation (the “Company”), and [insert name of indemnitee] (“Indemnitee”).
SEER, INC. [●] Shares of Class A Common Stock, par value $0.00001 Underwriting AgreementUnderwriting Agreement • January 25th, 2021 • Seer, Inc. • Laboratory analytical instruments • New York
Seer, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [●] shares of Class A common stock, par value $0.00001 per share, of the Company, and certain stockholders of the Company named in Schedule 2 hereto (the “Selling Stockholders”) propose to sell to the several underwriters an aggregate of [●] shares of Class A common stock, par value $0.00001 per share, of the Company (collectively, the “Underwritten Shares”). In addition, the Selling Stockholders propose to sell, at the option of the Underwriters up to an additional [●] shares of Class A common stock of the Company (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Class A common stock of the Company to be outstanding after giving effect to the sale of the Shares a
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • November 12th, 2020 • Seer, Inc. • Laboratory analytical instruments • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 12th day of May, 2020, by and among Seer, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” and each of the stockholders listed on Schedule B hereto, each of whom is referred to herein as a “Key Holder” 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 INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • November 12th, 2020 • Seer, Inc. • Laboratory analytical instruments • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of ____________, 2020, by and among Seer, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” and each of the stockholders listed on Schedule B hereto, each of whom is referred to herein as a “Key Holder” 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 INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • January 25th, 2021 • Seer, Inc. • Laboratory analytical instruments • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of December 9, 2020, by and among Seer, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” and each of the stockholders listed on Schedule B hereto, each of whom is referred to herein as a “Key Holder” and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 6.9 hereof.
THE BRIGHAM AND WOMEN’S HOSPITAL, INC. EXCLUSIVE PATENT LICENSE AGREEMENT BWH Agreement No: [***] BWH Cases Nos: [***], [***], [***] and [***]Exclusive Patent License Agreement • November 12th, 2020 • Seer, Inc. • Laboratory analytical instruments • Massachusetts
This License Agreement (‘“Agreement”) is made as of the 18th day of December, 2017 (“Effective Date” ), by and between Seer Biosciences, Inc., a Delaware corporation, having a principal place of business at [***] (“Company”‘) and The Brigham and Women’s Hospital, Inc., a not-for-profit Massachusetts corporation, with a principal place of business at 75 Francis Street, Boston, Massachusetts 02115 (“Hospital”), each referred to herein individually as a “Party” and collectively as the “Parties”.
ContractUmbrella Development & Supply Agreement • November 12th, 2020 • Seer, Inc. • Laboratory analytical instruments • Delaware
[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.
SEER, INC. CONSULTANT AGREEMENTConsultant Agreement • August 26th, 2022 • Seer, Inc. • Laboratory analytical instruments • California
This Consultant Agreement (“Agreement”) is entered into as of September 30, 2022 (the “Effective Date”) between Seer, Inc., a Delaware corporation with its principal place of business at 3800 Bridge Parkway, Suite 102, Redwood City, CA 94065 (“Company”) and Omead Ostadan, an individual (“Consultant”). Consultant has unique skills and knowledge pertinent to the Company’s business and Company desires to retain Consultant as consultant under the terms of this Agreement.
SEER, INC. CEO CHANGE IN CONTROL AND SEVERANCE AGREEMENTCeo Change in Control and Severance Agreement • November 30th, 2020 • Seer, Inc. • Laboratory analytical instruments • California
This CEO Change in Control and Severance Agreement (the “Agreement”) is made by and between Seer, Inc., a Delaware corporation, and Omid Farokhzad (“Executive”), effective as of the day immediately prior to the Registration Date, as defined below (the “Effective Date”).
Ex 10.1 March 2, 2022 Scott Thomas Re: Offer of Employment Dear Scott,Employment Agreement • March 18th, 2022 • Seer, Inc. • Laboratory analytical instruments
SEER, INC. CLASS A COMMON STOCK PURCHASE AGREEMENT November 12, 2020Class a Common Stock Purchase Agreement • November 12th, 2020 • Seer, Inc. • Laboratory analytical instruments • Delaware
THIS CLASS A COMMON STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of November 12, 2020, by and among Seer, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A attached hereto (each, an “Investor” and collectively, the “Investors”).
Re: Offer of EmploymentEmployment Agreement • March 4th, 2024 • Seer, Inc. • Laboratory analytical instruments
November 30, 2020 David Horn Via email Re: Confirmatory Employment Letter Dear David:Confirmatory Employment Letter • November 30th, 2020 • Seer, Inc. • Laboratory analytical instruments • California
This confirmatory employment letter agreement (the “Agreement”) is entered into between David Horn (“you”) and Seer, Inc. (the “Company” or “we”), effective as of the day immediately prior to the Registration Date (the “Effective Date”), to confirm the terms and conditions of your employment with the Company as of the Effective Date. “Registration Date” means the effective date of the first registration statement that is filed by the Company and declared effective pursuant to Section 12(b) of the U.S. Securities Exchange Act of 1934, as amended, with respect to any class of the Company’s securities.
November 30, 2020 Omead Ostadan Via email Re: Confirmatory Employment Letter Dear Omead:Confirmatory Employment Letter • November 30th, 2020 • Seer, Inc. • Laboratory analytical instruments • California
This confirmatory employment letter agreement (the “Agreement”) is entered into between Omead Ostadan (“you”) and Seer, Inc. (the “Company” or “we”), effective as of the day immediately prior to the Registration Date (the “Effective Date”), to confirm the terms and conditions of your employment with the Company as of the Effective Date. “Registration Date” means the effective date of the first registration statement that is filed by the Company and declared effective pursuant to Section 12(b) of the U.S. Securities Exchange Act of 1934, as amended, with respect to any class of the Company’s securities.
LEAVE OF ABSENCE AGREEMENTLeave of Absence Agreement • October 13th, 2021 • Seer, Inc. • Laboratory analytical instruments • California
This Leave of Absence Agreement (the “Agreement”) is made by and between Omead Ostadan (“Employee”) and Seer, Inc. (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”), effective as of October 7, 2021 (the “Effective Date”).
November 30, 2020 Omid Farokhzad Via email Re: Confirmatory Employment Letter Dear Omid:Confirmatory Employment Letter • November 30th, 2020 • Seer, Inc. • Laboratory analytical instruments • California
This confirmatory employment letter agreement (the “Agreement”) is entered into between Omid Farokhzad (“you”) and Seer, Inc. (the “Company” or “we”), effective as of the day immediately prior to the Registration Date (the “Effective Date”), to confirm the terms and conditions of your employment with the Company as of the Effective Date. “Registration Date” means the effective date of the first registration statement that is filed by the Company and declared effective pursuant to Section 12(b) of the U.S. Securities Exchange Act of 1934, as amended, with respect to any class of the Company’s securities.
