0001144204-16-118429 Sample Contracts

SOLICITATION AGENCY AGREEMENT FOR TENDER OF WARRANTS IN PURCHASING SHARES
Solicitation Agency Agreement • August 11th, 2016 • Cryoport, Inc. • Plastics foam products • Minnesota

This Solicitation Agency Agreement is entered into by and between CRYOPORT, INC., a Nevada corporation (“Issuer”), and Emergent Financial Group, Inc. (the “Solicitation Agent”) as of August 11, 2016.

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Re: Agreement Not to Tender
Agreement Not to Tender • August 11th, 2016 • Cryoport, Inc. • Plastics foam products • Nevada

This letter agreement is being delivered in connection with the offer by Cryoport, Inc., a Nevada corporation (the “Company”), to holders of the Company’s outstanding warrants to purchase one share of common stock at an exercise price of $3.57 per share (the “Original Warrants”) the opportunity to exchange such Original Warrants for (1) an equal number of warrants to purchase one share of common stock at an exercise price of $1.50 per share (the “New Warrants”), conditioned upon the immediate exercise of such New Warrants, and (ii) one warrant to purchase one share of common stock at an exercise price of $3.00 per share for every four New Warrants exercised (the “Supplemental Warrants”). The Offer is being made upon the terms and subject to the conditions set forth in the offer letter/prospectus, dated August 11, 2016.

Re: Agreement Not to Tender
Agreement Not to Tender • August 11th, 2016 • Cryoport, Inc. • Plastics foam products • Nevada

This letter agreement is being delivered in connection with the offer by Cryoport, Inc., a Nevada corporation (the “Company”), to holders of the Company’s outstanding warrants to purchase one share of common stock at an exercise price of $3.57 per share (the “Original Warrants”) the opportunity to exchange such Original Warrants for (1) an equal number of warrants to purchase one share of common stock at an exercise price of $1.50 per share (the “New Warrants”), conditioned upon the immediate exercise of such New Warrants, and (ii) one warrant to purchase one share of common stock at an exercise price of $3.00 per share for every four New Warrants exercised (the “Supplemental Warrants”). The Offer is being made upon the terms and subject to the conditions set forth in the offer letter/prospectus, dated August 11, 2016.

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