Cytek Biosciences, Inc., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 20__ Debt SecuritiesIndenture • August 26th, 2022 • Cytek Biosciences, Inc. • Laboratory analytical instruments • New York
INDENTURE, dated as of [•], 20__, among Cytek Biosciences, Inc., a Delaware corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”):
CYTEK BIOSCIENCES, INC. AND _____________, AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF __________Preferred Stock Warrant Agreement • August 26th, 2022 • Cytek Biosciences, Inc. • Laboratory analytical instruments • New York
THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between CYTEK BIOSCIENCES, INC., a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).
CYTEK BIOSCIENCES, INC. AND _____________, AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF __________Warrant Agreement • August 26th, 2022 • Cytek Biosciences, Inc. • Laboratory analytical instruments • New York
THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [•], between CYTEK BIOSCIENCES, INC., a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).
CYTEK BIOSCIENCES, INC. AND _____________, AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF __________Warrant Agreement • August 26th, 2022 • Cytek Biosciences, Inc. • Laboratory analytical instruments • New York
THIS COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [•], between CYTEK BIOSCIENCES, INC., a Delaware corporation (the “Company”), and [•], a [corporation] [national banking association] organized and existing under the laws of [•] and having a corporate trust office in [•], as warrant agent (the “Warrant Agent”).
•] Shares CYTEK BIOSCIENCES, INC. COMMON STOCK (PAR VALUE $0.001 PER SHARE) UNDERWRITING AGREEMENTUnderwriting Agreement • July 19th, 2021 • Cytek BioSciences, Inc. • Laboratory analytical instruments • New York
INDEMNITY AGREEMENTIndemnity Agreement • July 19th, 2021 • Cytek BioSciences, Inc. • Laboratory analytical instruments • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of ____________, 2021, is made by and between CYTEK BIOSCIENCES, INC., a Delaware corporation (the “Company”), and ____________ (“Indemnitee”).
LEASE BY AND BETWEEN SNH MEDICAL OFFICE PROPERTIES TRUST, a Maryland real estate investment trust, as Landlord, AND CYTEK BIOSCIENCES, INC., a Delaware corporation, as Tenant 47215/47211 Lakeview Boulevard, Fremont, California 94538Lease Agreement • July 2nd, 2021 • Cytek BioSciences, Inc. • Laboratory analytical instruments • California
CYTEK BIOSCIENCES, INC. EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • August 26th, 2022 • Cytek Biosciences, Inc. • Laboratory analytical instruments • New York
As further set forth in this agreement (this “Agreement”), Cytek Biosciences, Inc., a company organized under the laws of Delaware (the “Company”), proposes to issue and sell from time to time through Piper Sandler & Co. (the “Agent”), as sales agent, the Company’s common stock, par value $0.001 per share (the “Common Stock”) having an aggregate gross offering price of up to $150,000,000 (such shares of Common Stock to be sold pursuant to this Agreement, the “Shares”) on terms set forth herein. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitation set forth in Section 2 of this Agreement on the number of shares of Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and the Agent shall have no obligation in connection with such compliance.
SETTLEMENT, LICENSE, AND EQUITY ISSUANCE AGREEMENTSettlement, License, and Equity Issuance Agreement • July 2nd, 2021 • Cytek BioSciences, Inc. • Laboratory analytical instruments • Delaware
This SETTLEMENT, LICENSE, AND EQUITY ISSUANCE AGREEMENT (this “Agreement”) is made and entered into as of October 5, 2020 (the “Effective Date”), by and between Becton, Dickinson and Company, a New Jersey corporation having a place of business at 1 Becton Drive, Franklin Lakes, New Jersey 07417, (“BD”), and Cytek Biosciences Inc., a Delaware corporation having a place of business at 46107 Landing Parkway, Fremont, California 94538 (“Cytek”). BD and Cytek are each referred to herein as a “Party,” and collectively as the “Parties.”
SUPPLY & LICENSE AGREEMENTSupply & License Agreement • July 2nd, 2021 • Cytek BioSciences, Inc. • Laboratory analytical instruments • California
This Supply and License Agreement (this “Agreement”), made as of September 1, 2020 (“Effective Date”), is by and between BIOTIUM, INC. (“BIOTIUM”), a California corporation with a place of business at 46117 Landing Parkway, Fremont, CA 94538, and CYTEK BIOSCIENCES, INC., a Delaware corporation with place of business at 46107 Landing Parkway, Fremont, CA 94538 (along with its Affiliates, “LICENSEE”).
SUPPLY AGREEMENT (DELIVERY OF GOODS)Supply Agreement • November 12th, 2021 • Cytek Biosciences, Inc. • Laboratory analytical instruments • California
This Supply Agreement (“Agreement”) is made on the last date of execution set forth on the signature page hereto (the “Effective Date”) by and between
ContractAsset Purchase Agreement • March 1st, 2023 • Cytek Biosciences, Inc. • Laboratory analytical instruments • Delaware
[***] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.
CYTEK BIOSCIENCES, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • July 2nd, 2021 • Cytek BioSciences, Inc. • Laboratory analytical instruments • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 23rd day of October, 2020, by and among Cytek BioSciences, 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 8.9 hereof.
