DECIPHER BIOSCIENCES, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • November 14th, 2019 • Decipher Biosciences, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of March 29, 2019 (the “Effective Date”), by and among DECIPHER BIOSCIENCES, INC., a Delaware corporation (formerly known as GenomeDx Inc., the “Company”), and each of the investors listed on Schedule A attached hereto (each, an “Investor,” and collectively, the “Investors”).
TERM LOAN AGREEMENT dated as of September 23, 2015 between GENOMEDX BIOSCIENCES INC. as Borrower, The SUBSIDIARY GUARANTORS from Time to Time Party Hereto, CRG PARTNERS III L.P., CRG PARTNERS III – PARALLEL FUND “A” L.P. and CRG PARTNERS III (CAYMAN)...Agreement • November 14th, 2019 • Decipher Biosciences, Inc. • Surgical & medical instruments & apparatus • New York
TERM LOAN AGREEMENT (this “Agreement”), dated as of September 23, 2015 (the “Closing Date”), among GENOMEDX BIOSCIENCES INC., a company incorporated in British Columbia, Canada (“Borrower”), the SUBSIDIARY GUARANTORS from time to time party hereto, the Lenders from time to time party hereto and CRG PARTNERS III L.P. as administrative and collateral agent for the Lenders hereunder (in such capacity, the “Agent”).
ContractDecipher Biosciences, Inc. • November 14th, 2019 • Surgical & medical instruments & apparatus • British Columbia
THIS WARRANT AND THE CLASS A COMMON SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
ContractAdoption Agreement • November 14th, 2019 • Decipher Biosciences, Inc. • Surgical & medical instruments & apparatus • New York
THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OR THE SECURITIES LAWS OF ANY STATE, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW OR, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF, AND MAY BE OFFERED, SOLD, ASSIGNED, PLEDGED, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE UNITED STATES ONLY PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT OR PURSUANT TO AN APPLICABLE EXEMPTION FROM REGISTRATION UNDER THE ACT AND, IF REQUESTED, BY GENOMEDX BIOSCIENCES INC. (THE “COMPANY”), UPON DELIVERY OF AN OPINION OF COUNSEL IN A FORM SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT.
LICENSE AGREEMENT Between: THE UNIVERSITY OF BRITISH COLUMBIA and GENOMEDX BIOSCIENCES INC. SchedulesLicense Agreement • November 14th, 2019 • Decipher Biosciences, Inc. • Surgical & medical instruments & apparatus • British Columbia
THE UNIVERSITY OF BRITISH COLUMBIA, a corporation continued under the University Act of British Columbia with offices at #103-6190 Agronomy Road, Vancouver, British-Columbia, V6T 1Z3
