FORM OF NANOSPHERE, INC. NOTE AND WARRANT PURCHASE AGREEMENT DATED JUNE 8, 2004 AND JULY 8, 2004Note and Warrant Purchase Agreement • September 27th, 2007 • Nanosphere Inc • Surgical & medical instruments & apparatus • Delaware
THIS NOTE AND WARRANT PURCHASE AGREEMENT (“Agreement”) is made as of , 2004 by and between Nanosphere, Inc., a Delaware corporation (the “Company”), and Lurie Investment Fund, L.L.C., a Delaware limited liability company (the “Lender”).
NANOSPHERE, INC. NOTE AND WARRANT PURCHASE AGREEMENT DECEMBER 9, 2005Note and Warrant Purchase Agreement • September 27th, 2007 • Nanosphere Inc • Surgical & medical instruments & apparatus • Delaware
THIS NOTE AND WARRANT PURCHASE AGREEMENT (“Agreement”) is made as of December 9, 2005 by and between Nanosphere, Inc., a Delaware corporation (the “Company”), and Lurie Investment Fund, L.L.C., a Delaware limited liability company (the “Lender”).
NON-EXCLUSIVE LICENSE AGREEMENTNon-Exclusive License Agreement • September 27th, 2007 • Nanosphere Inc • Surgical & medical instruments & apparatus • Illinois
This License Agreement (the “AGREEMENT”)is entered into and made effective this 20th day of December, 2002 (the “EFFECTIVE DATE”) between, Nanosphere, Inc., an Illinois corporation, whose principal place of business is at 1818 Skokie Boulevard, Suite 200, Northbrook, Illinois 60062 (hereinafter referred to as “NANOSPHERE”) and Abbott Laboratories, an Illinois corporation, whose principal place of business is at 100 Abbott Park Road, Abbott Park, Illinois 60064-3500 (hereinafter referred to as “ABBOTT”).
NANOSPHERE, INC. NOTE PURCHASE AGREEMENT MARCH 15, 2006Note Purchase Agreement • September 27th, 2007 • Nanosphere Inc • Surgical & medical instruments & apparatus • Illinois
THIS NOTE PURCHASE AGREEMENT (“Agreement”) is made as of March 15, 2006 by and between Nanosphere, Inc., a Delaware corporation (the “Company”), and Lurie Investment Fund, L.L.C., a Delaware limited liability company (the “Lender”).
BONUS AGREEMENTBonus Agreement • September 27th, 2007 • Nanosphere Inc • Surgical & medical instruments & apparatus • Illinois
BONUS AGREEMENT (this “Agreement”), dated as of March 16, 2006 (the “Effective Date”), between NANOSPHERE, INC., a Delaware corporation having an office at 4088 Commercial Avenue, Northbrook, Illinois 60062 (the “Company”), and WILLIAM P. MOFFITT, an individual residing at 942 Pine Tree Lane, Winnetka, Illinois 60093 (“Employee”).
SERIES C-2 PREFERRED STOCK PURCHASE AGREEMENT DATED AS OF SEPTEMBER 2, 2004 BETWEEN NANOSPHERE, INC. AND THE PERSONS LISTED ON THE SCHEDULE OF PURCHASERS ATTACHED HERETOPurchase Agreement • September 27th, 2007 • Nanosphere Inc • Surgical & medical instruments & apparatus • Delaware
THIS SERIES C-2 PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of September 2, 2004 between Nanosphere, Inc., a Delaware corporation (together with its predecessor, Nanosphere, LLC, an Illinois limited liability company, the “Company”), and the Persons listed on the Schedule of Purchasers attached hereto (collectively referred to herein as the “Purchasers” and individually as a “Purchaser”). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 6 hereof.
SERIES D PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT AMONG NANOSPHERE, INC., BAIN CAPITAL VENTURE FUND 2005, L.P., BROOKSIDE CAPITAL PARTNERS, AND THE OTHER PURCHASERS NAMED ON SCHEDULE I HERETO DATED AS OF APRIL 12, 2006Series D Preferred Stock and Warrant Purchase Agreement • September 27th, 2007 • Nanosphere Inc • Surgical & medical instruments & apparatus • New York
This SERIES D PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is made and entered into this 12th day of April, 2006 by and among Nanosphere, Inc., a Delaware corporation (the “Company”), Bain Capital Venture Fund 2005, L.P., a Delaware limited partnership and Brookside Capital Partners Fund, L.P., a Delaware limited partnership (collectively, “Bain Capital”), certain entities related to Bain Capital as listed on Schedule I and the other entities and individuals as listed on Schedule I attached hereto (each such purchaser is referred to herein as a “Purchaser,” and such purchasers collectively are referred to herein as the “Purchasers”). Certain terms used and not otherwise defined in the text of this Agreement are defined in Section 9 hereof.
License AgreementLicense Agreement • September 27th, 2007 • Nanosphere Inc • Surgical & medical instruments & apparatus • Illinois
This license agreement (“Agreement”) effective as of this 1st day of January, 2006 (“Effective Date”) is by and between Northwestern University, with offices at Rebecca Crown Center 2-223, 633 Clark St., Evanston, IL 60208-1108 (“Northwestern”), and Nanosphere, Inc., an Illinois corporation with principal offices at 4088 Commercial Avenue, Northbrook, IL 60062 (“Nanosphere”).
