0001140361-19-011686 Sample Contracts
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 26th, 2019 • Castle Biosciences Inc • Services-medical laboratories
THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of November 30, 2018 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including Oxford in its capacity as a Lender and SILICON VALLEY BANK, a California corporation with an office located at 3003 Tasman Drive, Santa Clara, CA 95054 (“Bank” or “SVB”) (each a “Lender” and collectively, the “Lenders”), and CASTLE BIOSCIENCES, INC., a Delaware Corporation with offices located at 820 South Friendswood Drive, Suite 201, Friendswood, TX 77546 (“Borrower”), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as follo
Standard Contracts
CASTLE BIOSCIENCES, INC.Stock Option Agreement • June 26th, 2019 • Castle Biosciences Inc • Services-medical laboratories • Delaware
Unless otherwise defined herein, the terms defined in the 2008 Stock Plan (the “Plan”) shall have the same defined meanings in this Stock Option Agreement (the “Option Agreement”).
ContractWarrant Agreement • June 26th, 2019 • Castle Biosciences Inc • Services-medical laboratories • California
THIS WARRANT AND THE 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 APPLICABLE STATE SECURITIES LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
INDEMNITY AGREEMENTIndemnity Agreement • June 26th, 2019 • Castle Biosciences Inc • Services-medical laboratories • Delaware
This Indemnity Agreement (this “Agreement”) dated as of ___________ _____, 20__, is made by and between Castle Biosciences, Inc., a Delaware corporation (the “Company”), and _________________ (“Indemnitee”).
STANDARD OFFICE LEASE BY AND BETWEEN MERCED RESTART PHOENIX INVESTORS II, LLC, A DELAWARE LIMIT ED LIABILITY COMPANY AS LANDLORD, AND CASTLE BIOSCIENCES, INC., A DELAWARE CORPORATION AS TENANT 3737 N. 7TH STREET, PHOENIX, ARIZONA SUITE 160Standard Office Lease • June 26th, 2019 • Castle Biosciences Inc • Services-medical laboratories • Arizona
This Standard Office Lease (“Lease”) is made and entered into and effective as of this this 5th day of October, 201 5, b y and between Merced Restart Phoenix Investors II, LLC. a Delaware limited liability company (“Landlord”), and Castle Biosciences, Inc., a Delaware corporation (“Tenant”).
ContractWarrant Agreement • June 26th, 2019 • Castle Biosciences Inc • Services-medical laboratories • California
THIS WARRANT AND THE 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 APPLICABLE STATE SECURITIES LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
CASTLE BIOSCIENCES, INC. FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT July 15, 2015Investors’ Rights Agreement • June 26th, 2019 • Castle Biosciences Inc • Services-medical laboratories • Delaware
This Fifth Amended and Restated Investors’ Rights Agreement (this “Agreement”) is dated as of July 15, 2015, and is between Castle Biosciences, Inc., a Delaware corporation (the “Company”), and the persons and entities listed on Exhibit A hereto (each, an “Investor” and collectively, the “Investors”). This Agreement amends and restates that certain Fourth Amended and Restated Investors’ Rights Agreement dated August 11, 2014 (the “Prior Agreement”), by and between the Company and certain of the Investors. Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.
ContractWarrant Agreement • June 26th, 2019 • Castle Biosciences Inc • Services-medical laboratories • California
THIS WARRANT AND THE 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 THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
ContractWarrant Agreement • June 26th, 2019 • Castle Biosciences Inc • Services-medical laboratories • California
THIS WARRANT AND THE 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 THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • June 26th, 2019 • Castle Biosciences Inc • Services-medical laboratories • Missouri
THIS LICENSE AGREEMENT (“Agreement”) is made and entered into as of this 14th day of November, 2009 (“Effective Date”) by and between The Washington University, a corporation established by special act of the Missouri General Assembly, approved February 22, 1853 and acts amendatory thereto, having its principal office at One Brookings Drive, St. Louis, Missouri 63130 (“WUSTL”), and Castle Biosciences, Inc., a corporation, (“Licensee”) having a principal office at 2014 San Miguel Drive, Friendswood, Texas 77546 and the following correspondence address:
OFFICE BUILDING LEASEOffice Building Lease • June 26th, 2019 • Castle Biosciences Inc • Services-medical laboratories
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 26th, 2019 • Castle Biosciences Inc • Services-medical laboratories • California
THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of June 13, 2019 (the “First Amendment Date”), by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314, as collateral agent (in its individual capacity, “Oxford”; and in its capacity as collateral agent, “Collateral Agent”), the Lenders listed on Schedule 1.1 of the Loan Agreement (as defined below) or otherwise party thereto from time to time including Oxford in its capacity as a Lender and SILICON VALLEY BANK, a California corporation with an office located at 3003 Tasman Drive, Santa Clara, CA 95054 (“Bank” or “SVB”) (each a “Lender” and collectively, the “Lenders”), and CASTLE BIOSCIENCES, INC., a Delaware Corporation with offices located at 820 S. Friendswood, Suite 201, Friendswood, TX 77546 (“Borrower”).
Re: DirectorshipDirector Agreement • June 26th, 2019 • Castle Biosciences Inc • Services-medical laboratories
On behalf of Castle Biosciences, Inc. (the “Company”), I thank you for agreeing to be a member of the Company’s Board of Directors (the “Board”). The Company looks forward to your expertise as it grows and strives to bring substantial value to its stakeholders. This letter agreement (this “Agreement’) confirms the understanding and agreement between you and the Company with respect to your role as a director of the Company (a “Director”).
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 26th, 2019 • Castle Biosciences Inc • Services-medical laboratories • Texas
THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of September 20, 2012 (the “Effective Date”) by and between Castle Biosciences, Inc., a Delaware corporation (the “Company”), and Derek Maetzold (“Executive”) (collectively referred to as the “Parties” or individually referred to as a “Party”). This Agreement amends and restates that certain Executive Employment Agreement dated June 1, 2008 (the “Prior Agreement”), by and between the Company and Executive.
