Rollover AgreementRollover Agreement • June 27th, 2016 • Response Biomedical Corp • Services-testing laboratories • British Columbia
This letter agreement (this “Agreement”) sets forth the commitment of the undersigned (the “Company Securityholder”), subject to the terms and conditions contained herein, to transfer, contribute and deliver the securities of Response Biomedical Corp. (the “Company”) set forth on Schedule “A” hereto (the “Rollover Contribution Securities”) to 1077801 B.C. Ltd. (the “Purchaser”) in exchange for new securities of the Purchaser provided set forth on Schedule “A” hereto and as described in the Arrangement Agreement (as defined below) (the “Purchaser Rollover Securities”).
SECURITY AGREEMENTSecurity Agreement • February 13th, 2014 • Response Biomedical Corp • Services-testing laboratories • British Columbia
Response Biomedical Corp., a British Columbia corporation having its chief executive office at 1781 West 75th Avenue, Vancouver, British Columbia V6P 6P2
FORBEARANCE TO LOAN AGREEMENTForbearance Agreement • December 24th, 2014 • Response Biomedical Corp • Services-testing laboratories • British Columbia
This FORBEARANCE TO LOAN AGREEMENT (this “Agreement”) is entered into this 31st day of October, 2014, by and between Silicon Valley Bank (“Bank”) and RESPONSE BIOMEDICAL CORP., a British Columbia corporation (“Borrower”).
SUBSCRIPTION AGREEMENTSubscription Agreement • May 5th, 2011 • Response Biomedical Corp • Services-testing laboratories • New York
This Subscription Agreement (this “Agreement”) is dated as of June 27, 2010, between Response Biomedical Corp., a corporation continued under the laws of the Province of British Columbia (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively the “Purchasers”).
Form of Voting and Support AgreementVoting and Support Agreement • June 27th, 2016 • Response Biomedical Corp • Services-testing laboratories • British Columbia
As you know, OrbiMed Advisors LLC and Shanghai Runda Medical Technology Co., Ltd., through 1077801 B.C. Ltd. (the “Purchaser”) have been in discussions with the board of directors of Response Biomedical Corp. (“Response”) regarding a proposed transaction (the “Proposed Transaction”) to acquire all of the issued and outstanding shares in the capital of Response. It is contemplated that the Proposed Transaction will be implemented by way of a plan of arrangement under the Business Corporations Act (British Columbia), the details of which are set forth in a definitive arrangement agreement (the “Arrangement Agreement”), a draft of which has been provided to you and which is to be entered into by the Purchaser and Response upon the execution and delivery by you of this agreement. The execution and delivery of this agreement by you is a condition to the entering into of the Arrangement Agreement.
STANDBY PURCHASE AGREEMENTStandby Purchase Agreement • March 29th, 2012 • Response Biomedical Corp • Services-testing laboratories • British Columbia
WHEREAS RBC proposes to effect an offering of Rights to the holders of record of its Shares pursuant to a short form prospectus, each such Right being exercisable for 2.7532 Units;
COLLABORATION AGREEMENT Between RESPONSE BIOMEDICAL CORP. and HANGZHOU JOINSTAR BIOMEDICAL TECHNOLOGY CO., LTD. Dated as of February16, 2015Collaboration Agreement • June 2nd, 2015 • Response Biomedical Corp • Services-testing laboratories
This Collaboration Agreement ( this “Agreement”) is made and entered into as of February 16, 2015 (the “Effective Date”), by and between Response Biomedical Corp., a corporation organized under the laws of British Columbia and having a place of business at 1781-75th Avenue W., Vancouver, B.C., Canada V6P 6P2 (“Response”), and 杭州中翰盛泰生物技术有限公司, Hangzhou Joinstar Biomedical Technology Co., Ltd., a corporation organized under the laws of People’s Republic of China (“PRC”, for the purpose of this Agreement only, excluding Hong Kong Special Administration Region, Macau Special Administration Region and Taiwan) and having its registered address at Floor 10, Main Building, #519 Xingguo RD, Qianjiang Economic Development Zone, Hangzhou, Zhejiang Province, China (“JBT”). In this Agreement, Response and JBT may each be referred to as a “Party” and collectively as the “Parties.”
INDEMNITY AGREEMENTIndemnification Agreement • November 9th, 2011 • Response Biomedical Corp • Services-testing laboratories • British Columbia
RESPONSE BIOMEDICAL CORPORATION, a company under the laws of the Province of British Columbia having an address at 1781 75th Avenue West, Vancouver BC V6P 6P2
Binding Term Sheet - Supply ConfidentialSupply Agreement • December 30th, 2014 • Response Biomedical Corp • Services-testing laboratories
This binding term sheet (this “Binding Term Sheet”), dated as of October 15, 2014, is between Response Biomedical Corp., having its principle address at 1781-75th Avenue W., Vancouver, B.C., Canada V6P 6P2 (“Response”), and 杭州中翰盛泰生物技术有限公司, HANGZHOU JOINSTAR BIOMEDICAL TECHNOLOGY CO., LTD, having its registered address at Floor 10, Main Building, #519 Xingguo RD, Qianjiang Economic Development Zone, Hangzhou, Zhejiang Province, China (“JBT”) for supply by Response of raw materials for multiple Assays that will run on a New Analyzer developed by JBT. This Binding Term Sheet is intended to be a binding agreement between the parties until such time as the parties enter into Supply Agreement that more fully state the agreements between the parties with respect to the transactions described herein.
INTERNATIONAL DISTRIBUTION AGREEMENTDistribution Agreement • May 16th, 2012 • Response Biomedical Corp • Services-testing laboratories • England and Wales
THIS DISTRIBUTION AGREEMENT by and between Response Biomedical Corporation, of 1781 - 75th Avenue W. Vancouver, BC, Canada V6P 6P2 (“Response”), and O&D Biotech Co., Ltd. China (北京市康思润业生物技术有限公司 in Chinese, “Distributor”), is made effective as of February 21, 2011 (“Effective Date”). Response and Distributor may be referred to herein individually as a “Party” and collectively as the “Parties.”
MASTER MANUFACTURING AND SUPPLY AGREEMENTMaster Manufacturing and Supply Agreement • March 31st, 2009 • Response Biomedical Corp • Services-testing laboratories • New York
THIS MASTER MANUFACTURING AND SUPPLY AGREEMENT (“Master Agreement”) dated November 30, 2006 (“Effective Date”) is between 3M Company acting through its Medical Division (“3M”) and Response Biomedical Corporation, 100-8900 Glenlyon Parkway, Burnaby, B.C., Canada (“RBC”). 3M and RBC are referred to jointly as “Parties” and individually as a “Party”.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • March 29th, 2012 • Response Biomedical Corp • Services-testing laboratories • New York
This Note Purchase Agreement (this “Agreement”), dated as of November 22, 2011, between Response Biomedical Corp., a corporation continued under the laws of the Province of British Columbia (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively the “Purchasers”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • July 27th, 2012 • Response Biomedical Corp • Services-testing laboratories • British Columbia
SUPPLY AGREEMENTSupply Agreement • June 2nd, 2015 • Response Biomedical Corp • Services-testing laboratories
This Supply Agreement (this “Agreement”), dated as of February 16, 2015 (the “Effective Date”), is between RESPONSE BIOMEDICAL CORP., having its principle address at 1781-75th Avenue W., Vancouver, B.C., Canada V6P 6P2 (“Response”), and 杭州中翰盛泰生物技术有限公司, HANGZHOU JOINSTAR BIOMEDICAL TECHNOLOGY CO., LTD, having its registered address at Floor 10, Main Building, #519 Xingguo RD, Qianjiang Economic Development Zone, Hangzhou, Zhejiang Province, China (“JBT”).
Response Biomedical Signs Agency Agreement, Amends Proposed FinancingAgency Agreement • March 11th, 2005 • Response Biomedical Corp • Services-testing laboratories
Vancouver, British Columbia, December 20, 2004 – Response Biomedical Corp. (TSX-V: RBM), today announced it has signed an agency agreement with Haywood Securities Inc. relating to the proposed best efforts private placement announced November 15, 2004. Based on the level of interest received to date, the Company has increased the upper limit of the financing from $1.5 to $3.0 million. Up to 4,000,000 Units are to be placed at a price $0.75 per Unit, each Unit consisting of one common share and two non-transferable one-half of one common share purchase warrants.
IRREVOCABLE GUARANTEE AGREEMENTIrrevocable Guarantee Agreement • February 4th, 2004 • Response Biomedical Corp
RESPONSE BIOMEDICAL CORP., a company duly incorporated pursuant to the laws of British Columbia and an office at 8855 Northbrook Court, Burnaby, British Columbia, Canada, V5J 5J1
EMPLOYMENT AGREEMENTEmployment Agreement • March 31st, 2009 • Response Biomedical Corp • Services-testing laboratories • British Columbia
RESPONSE BIOMEDICAL CORPORATION, a Corporation with its principal place of business at 100-8900 Glenlyon Parkway, Burnaby, British Columbia, V5J 5J8 (the “Company”).
PRIVATE PLACEMENT LETTER AGREEMENTPrivate Placement Letter Agreement • September 26th, 2013 • Response Biomedical Corp • Services-testing laboratories • British Columbia
This letter agreement (this “Letter Agreement”) is entered into as of September 26, 2013, by and among Response Biomedical Corp., a British Columbia Corporation (“Response”), OrbiMed Private Investments III, LP, a Delaware limited partnership (“OrbiMed Investments”), OrbiMed Asia Partners, LP, a Cayman Islands limited partnership (“OrbiMed Asia”), OrbiMed Associates III, LP, a Delaware limited partnership (“OrbiMed Associates” and together with OrbiMed Investments and OrbiMed Asia, “OrbiMed”), and Bloom Burton & Co. Inc., an Ontario corporation (the “Agent”).
IRREVOCABLE GUARANTEE AGREEMENTIrrevocable Guarantee Agreement • February 4th, 2004 • Response Biomedical Corp
RESPONSE BIOMEDICAL CORP., a company duly incorporated pursuant to the laws of British Columbia and an office at 8855 Northbrook Court, Burnaby, British Columbia, Canada, V5J 5J1
IRREVOCABLE GUARANTEE AGREEMENTIrrevocable Guarantee Agreement • May 2nd, 2005 • Response Biomedical Corp • Services-testing laboratories
RESPONSE BIOMEDICAL CORP., a company incorporated under the laws of British Columbia having its head office at 8081 Lougheed Highway, Burnaby, B.C. V5A 1W9, Canada,
AGENCY AGREEMENTAgency Agreement • June 30th, 2006 • Response Biomedical Corp • Services-testing laboratories • British Columbia
We, Haywood Securities Inc. (the “Agent” or “we” or “us” or “our”), understand that Response Biomedical Corp. (the “Company” or “you” or “your”) proposes to appoint us as your agent to sell units of the Company (the “Units”) at a price of $0.50 per Unit, each Unit consisting of one common share (a “Common Share”) in the capital of the Company and one half of one share purchase warrant (a “Warrant”), pursuant to which the Company may issue up to 6,000,000 Units (the “ Offering ”). The Offering will be carried out in the Provinces of Ontario, British Columbia and Alberta (collectively, the “Provinces”) and elsewhere as permitted herein.
LICENCE AGREEMENTLicense Agreement • February 4th, 2004 • Response Biomedical Corp • British Columbia
THE UNIVERSITY OF BRITISH COLUMBIA, a corporation continued under the University Act of British Columbia and having an office at #103-6190 Agronomy Road, in the City of Vancouver, in the Province of British Columbia, V6T 1Z3
IRREVOCABLE GUARANTEE AGREEMENTIrrevocable Guarantee Agreement • June 30th, 2006 • Response Biomedical Corp • Services-testing laboratories
RESPONSE BIOMEDICAL CORP., a company incorporated under the laws of British Columbia having its head office at 100 - 8900 Glenlyon Parkway, Burnaby, B.C. V5J 5J8, Canada,
THIS MANAGEMENT AGREEMENT is made effective as of November 1, 2004, BETWEEN:Management Agreement • May 2nd, 2005 • Response Biomedical Corp • Services-testing laboratories • British Columbia
RESPONSE BIOMEDICAL CORP., a company duly incorporated pursuant to the laws of British Columbia and an office at 8081 Lougheed Highway, British Columbia V5A 1W9
This CONSULTING AGREEMENT effective March 10, 2003Consulting Agreement • February 4th, 2004 • Response Biomedical Corp • British Columbia
BETWEEN: RESPONSE BIOMEDICAL CORP., a company incorporated in the Province of British Columbia and having an office at 8855 Northbrook Court, Burnaby, British Columbia V5J 5J1
ARRANGEMENT AGREEMENT June 16, 2016Arrangement Agreement • June 20th, 2016 • Response Biomedical Corp • Services-testing laboratories • British Columbia
agency AgreementAgency Agreement • September 26th, 2013 • Response Biomedical Corp • Services-testing laboratories • British Columbia
Bloom Burton & Co. Inc. (the “Agent”) understands that Response Biomedical Corp. (the “Corporation”) proposes to issue and sell up to 816,326 subscription receipts (the “Subscription Receipts”) at a price of $2.45 per Subscription Receipt (the “Issue Price”) for aggregate gross proceeds of up to $2,000,000 (the “Offering”), with each Subscription Receipt, in accordance with the specific terms and conditions of the Subscription Receipt Agreement (as defined hereinafter), entitling the holder thereof to receive, for no additional consideration, one unit of the Corporation (each, a “Unit”) upon receipt of disinterested shareholders’ approval for the Offering (the “Conversion Date”) in accordance with the rules of the Toronto Stock Exchange (the “TSX”). The Subscription Receipts, together with the underlying Common Shares (as defined hereinafter), the underlying Warrants (as defined hereinafter) and the Warrant Shares (as defined hereinafter) are referred to herein as the “Offered Securiti
DEMAND OPERATING FACILITY AGREEMENTDemand Operating Facility Agreement • February 4th, 2004 • Response Biomedical Corp
This Agreement Between: The Toronto-Dominion Bank (the "Bank"), through its TD Tower Commercial Banking Centre Branch, in 700 Georgia Street W. Vancouver, B.C..
LOAN AGREEMENTLoan Agreement • March 27th, 2014 • Response Biomedical Corp • Services-testing laboratories • British Columbia
THIS LOAN AGREEMENT (this “Agreement”) dated as of February 11, 2014 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and RESPONSE BIOMEDICAL CORP., a British Columbia corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
FORM 5D ESCROW AGREEMENT (SURPLUS SECURITY)Escrow Agreement • May 2nd, 2005 • Response Biomedical Corp • Services-testing laboratories • British Columbia
WHEREAS, the Parties hereto have entered into, or have agreed to be bound by, a performance escrow agreement made as of December 31, 1995 (the "Former Escrow Agreement") prepared pursuant to the former policies of the TSX Venture Exchange;
FORBEARANCE TO LOAN AGREEMENTForbearance Agreement • November 6th, 2014 • Response Biomedical Corp • Services-testing laboratories • British Columbia
This FORBEARANCE TO LOAN AGREEMENT (this “Agreement”) is entered into this 31st day of October, 2014, by and between Silicon Valley Bank (“Bank”) and RESPONSE BIOMEDICAL CORP., a British Columbia corporation (“Borrower”).
Binding Term Sheet - Equity Investment (HZLZ) ConfidentialBinding Term Sheet - Equity Investment • October 21st, 2014 • Response Biomedical Corp • Services-testing laboratories • British Columbia
This Binding Term Sheet - Equity Investment (HZLZ) (this “Binding Term Sheet”), dated as of October 15th, 2014, is between 杭州丽珠医疗器械有限公司Hangzhou Lizhu Medical Instrument & Reagent Co., Ltd，注册地址为2F, Building 6, #188-200, Moganshan Road, Hangzhou, Zhejiang, China (“HZLZ”) and Response Biomedical Corp., having its principle address at 1781-75th Avenue W., Vancouver, B.C., Canada V6P 6P2 (“Response”), and sets forth the terms with respect to the investment in Response equity by HZLZ. This Binding Term Sheet is intended to be a binding agreement between the parties until such time as the parties enter into Subscription Agreement that more fully state the agreements between the parties with respect to the transactions described herein.
EMPLOYMENT AGREEMENTEmployment Agreement • April 1st, 2010 • Response Biomedical Corp • Services-testing laboratories • British Columbia
RESPONSE / DATREND SUPPLY AGREEMENTManufacturing Agreement • July 25th, 2005 • Response Biomedical Corp • Services-testing laboratories • British Columbia
THIS AGREEMENT effective this 2nd day of July, 2005, between Response Biomedical Corp., a company incorporated in the Province of British Columbia, and having a principal place of business at 8081 Lougheed Highway, Burnaby, B.C. (hereinafter referred to as “Company”), and Datrend Systems, Inc., a company incorporated in the Province of British Columbia, and having a principal place of business at Unit #1 - 3531 Jacombs Road, Richmond, B.C. (hereinafter referred to as “Manufacturer”). This Manufacturing/Supply Agreement and the exhibits attached hereto are collectively referred to as the “Agreement”.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 10th, 2012 • Response Biomedical Corp • Services-testing laboratories • British Columbia
