0001000096-12-000149 Sample Contracts

Contract
Warrant Agreement • October 26th, 2012 • Accelr8 Technology Corp • Laboratory analytical instruments • Colorado

NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (COLLECTIVELY, THE "SECURITIES"), HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR UNDER ANY STATE SECURITIES OR BLUE SKY LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES OR BLUE SKY LAWS, PURSUANT TO REGISTRATION OR QUALIFICATION OR EXEMPTION THEREFROM. INVESTORS SHOULD BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE FINANCIAL RISKS OF THIS INVESTMENT FOR AN INDEFINITE PERIOD OF TIME. THE ISSUER OF THE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES OR BLUE SKY LAWS.

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ACCELR8 TECHNOLOGY CORPORATION EMPLOYMENT AGREEMENT WITH THOMAS V. GEIMER
Employment Agreement • October 26th, 2012 • Accelr8 Technology Corp • Laboratory analytical instruments • Colorado

This Employment Agreement is made and entered into effective the 1st day of January 2008, by and between Accelr8 Technology Corporation, a Colorado corporation (the “Company”), and Thomas V. Geimer, an individual (“Executive”).

AMENDMENT TO EMPLOYMENT AGREEMENT WITH THOMAS V. GEIMER
Employment Agreement • October 26th, 2012 • Accelr8 Technology Corp • Laboratory analytical instruments

This Amendment (the "Amendment") to the Employment Agreement with Thomas V. Geimer dated January 1, 2008 (the "Agreement") by and among Accelr8 Technology Corporation, a Colorado corporation ("Company") and Thomas V. Geimer ("Executive") is hereby adopted as of June 26, 2012.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 26th, 2012 • Accelr8 Technology Corp • Laboratory analytical instruments • Arizona

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into as of June 26, 2012, by and among Accelr8 Technology Corporation, a Colorado corporation (the "Company"), and Abeja Ventures, LLC, a Delaware limited liability company (the "Purchaser").

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Lease Agreement • October 26th, 2012 • Accelr8 Technology Corp • Laboratory analytical instruments
GRANT AGREEMENT between ARIZONA COMMERCE AUTHORITY, an agency of the State of Arizona, and ACCELR8 TECHNOLOGIES CORPORATION, a Colorado corporation
Grant Agreement • October 26th, 2012 • Accelr8 Technology Corp • Laboratory analytical instruments • Arizona

THIS GRANT AGREEMENT (the “Agreement”), dated to be effective as of August __, 2012 (the “Effective Date”), is made by and between the ARIZONA COMMERCE AUTHORITY, an agency of the State of Arizona (together with its successors and assigns, the “Authority”); and ACCELR8 TECHNOLOGIES CORPORATION, a Colorado corporation, (“Accelr8”). The Authority and Accelr8 are sometimes referred to individually as a “Party,” and collectively, as the “Parties”.

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