BIOPLEX SYSTEMS, INC. West Newton, MA 02465T2 Biosystems, Inc. • July 2nd, 2014 • Surgical & medical instruments & apparatus • Massachusetts
We are pleased that you have agreed to become a consultant to Bioplex Systems, Inc. This Agreement is made as of the date written above (the “Effective Date”) between Bioplex Systems, Inc., a Delaware corporation (the “Company”) and Dr. Langer, at Massachusetts Institute of Technology (the “Institution”). This letter is to confirm our understanding with respect to (i) your rendering services as a consultant to the Company and (ii) your agreement to protect and preserve information and property which is confidential and proprietary to the Company or other third parties with whom the Company does business (the terms and conditions agreed to in this letter shall hereinafter be referred to as the “Agreement”). In consideration of the mutual promises and covenants contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, we have agreed as follows:
Re: Employment AgreementT2 Biosystems, Inc. • July 2nd, 2014 • Surgical & medical instruments & apparatus • Massachusetts
This letter is to confirm our understanding with respect to (i) your employment by T2 Biosystems, Inc., (the “Company”) and (ii) your agreement not to compete with: (A) the Company, or (B) any present or future parent or subsidiary of the Company or wholly-owned affiliate thereof over which you have control, of which you have knowledge of Confidential Information (defined below), or through which you have developed goodwill (each a “Company Affiliate” and collectively, together with the Company, the “Company Group”), (the terms and conditions agreed to in this letter are hereinafter referred to as the “Agreement”). In consideration of the mutual promises and covenants contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby mutually acknowledged, we have agreed as follows:
T2 BIOSYSTEMS, INC. FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT March 22, 2013Investors’ Rights Agreement • July 2nd, 2014 • T2 Biosystems, Inc. • Surgical & medical instruments & apparatus • Delaware
This Fourth Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of March 22, 2013, by and among T2 Biosystems, Inc., a Delaware corporation (the “Company”), and the persons and entities listed on Exhibit A hereto (each, an “Investor” or a “Preferred Holder” and collectively, the “Investors” or the “Preferred Holders”). Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.
THE GENERAL HOSPITAL CORPORATION EXCLUSIVE LICENSE AGREEMENT MGH Agreement No.: 2006A21314 MGH Case Nos.: 1864 and 2745Exclusive License Agreement • July 2nd, 2014 • T2 Biosystems, Inc. • Surgical & medical instruments & apparatus • Massachusetts
This License Agreement (“AGREEMENT”) is made as of the 7th day of November, 2006 (“EFFECTIVE DATE”), between Bioplex Systems, Inc., a Delaware corporation, having a principal place of business at One Memorial Drive, Cambridge, Massachusetts 02142 (“COMPANY”) and The General Hospital Corporation, d/b/a Massachusetts General Hospital, a not-for-profit Massachusetts corporation, with a principal place of business at Fruit Street, Boston, Massachusetts 02114 (“HOSPITAL”), each referred to herein individually as a “PARTY” and collectively as the “PARTIES”.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 2nd, 2014 • T2 Biosystems, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of August 30, 2007 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation and with a loan production office located at One Newton Executive Park, Suite 200, 2221 Washington Street, Newton, Massachusetts 02462 (“Bank”), and T2 BIOSYSTEMS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
SECURITY AGREEMENTSecurity Agreement • July 2nd, 2014 • T2 Biosystems, Inc. • Surgical & medical instruments & apparatus • Massachusetts
COMMERCIAL LEASECommercial Lease • July 2nd, 2014 • T2 Biosystems, Inc. • Surgical & medical instruments & apparatus • Massachusetts
SALES AGREEMENTSales Agreement • July 2nd, 2014 • T2 Biosystems, Inc. • Surgical & medical instruments & apparatus • Massachusetts
This Sales Agreement (“Agreement”) is entered into as of February 11, 2011 (the “Effective Date”) by and between [***] (“Seller’s Principal Office”), and T2 Biosystems, Inc. (“Purchaser”), a Massachusetts corporation, with its principal office located at 101 Hartwell Avenue, Lexington, MA 02421.
