PAGE ARTICLE ONE - BASIC LEASE PROVISIONS 1 1.01 BASIC LEASE PROVISIONS 1 1.02 ENUMERATION OF EXHIBITS 3 1.03 DEFINITIONS 4 ARTICLE TWO - PREMISES, TERM, FAILURE TO GIVE POSSESSION, COMMON AREAS AND PARKING 10 2.01 LEASE OF PREMISES 10 2.02 TERM 10...Lease Agreement • April 14th, 2008 • Codexis Inc • California
LICENSE AGREEMENTLicense Agreement • April 14th, 2008 • Codexis Inc • California
This LICENSE AGREEMENT (the “Agreement”), effective as of March 28, 2002 (the “Effective Date”), is made by and between Maxygen, Inc., a Delaware corporation (“MUS”), and Codexis, Inc., a Delaware corporation (“Codexis”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 14th, 2008 • Codexis Inc • New York
THIS LOAN AND SECURITY AGREEMENT, dated as of September 28, 2007 (as amended, restated, supplemented or otherwise modified from time to time (this “Agreement”)) is among GENERAL ELECTRIC CAPITAL CORPORATION (“GECC”), in its capacity as agent for Lenders (as defined below), together with its successors and assigns in such capacity, “Agent”), OXFORD FINANCE CORPORATION (“Oxford”), the other financial institutions who are or hereafter become parties to this Agreement as lenders (together with GECC and Oxford, collectively the “Lenders”, and each individually, a “Lender”) and CODEXIS, INC., a Delaware corporation (“Borrower”). Agent has an office at 83 Wooster Heights Road, Fifth Floor, Danbury, CT 06810 (the “Agent’s Office”). Borrower’s mailing address and chief executive office is 200 Penobscot Drive, Redwood City, CA 94063.
AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • April 14th, 2008 • Codexis Inc • New York
THIS AMENDED AND RESTATED LICENSE AGREEMENT, together with exhibits attached hereto, (the “Amended and Restated License Agreement”) is entered into as of the Execution Date and effective as of November 1, 2006 (the “Effective Date”), by and between Equilon Enterprises LLC dba Shell Oil Products US, a Delaware limited liability company, having a place of business at 910 Louisiana Street, Houston, Texas 77002 (“Shell”), and Codexis, Inc., a Delaware corporation, having a place of business at 200 Penobscot Drive, Redwood City, California 94063 (“Codexis”). Shell and Codexis may each be referred to herein individually as a “Party” or, collectively, as the “Parties.”
AMENDED AND RESTATED COLLABORATIVE RESEARCH AGREEMENTCollaborative Research Agreement • April 14th, 2008 • Codexis Inc • New York
THIS AMENDED AND RESTATED COLLABORATIVE RESEARCH AGREEMENT, together with exhibits and schedules attached hereto, (the “Amended and Restated Research Agreement” or the “Agreement”) is entered into as of the Execution Date and effective as of November 1, 2006 (the “Effective Date”), by and between Equilon Enterprises LLC dba Shell Oil Products US, a Delaware limited liability company, having a place of business at 910 Louisiana Street, Houston, Texas 77002 (“Shell”), and Codexis, Inc., a Delaware corporation, having a place of business at 200 Penobscot Drive, Redwood City, California 94063 (“Codexis”). Shell and Codexis may each be referred to herein individually as a “Party” or, collectively, as the “Parties.”
AMENDMENT NO. 1 TO LICENSE AGREEMENTLicense Agreement • April 14th, 2008 • Codexis Inc
This Amendment No. 1 (“Amendment No. 1”) amends that certain License Agreement effective March 28, 2002 (the “Agreement”) entered by and between Maxygen, Inc. (“MUS”) and Codexis, Inc. (“Codexis”), and shall be effective as of September 13, 2002 (the “Amendment Date”). MUS and Codexis hereby amend the License Agreement as follows:
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 14th, 2008 • Codexis Inc • New York
THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is dated as of November 9, 2007 (the “Amendment Date”), by and among CODEXIS, INC., a Delaware corporation (“Borrower”), WASABI ACQUISITION LLC, a Delaware limited liability company (“Wasabi”), GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation acting in its capacity as agent (the “Agent”) for the lenders under the Credit Agreement (as defined below) (the “Lenders”), and the Lenders.
SUPPLY AGREEMENTSupply Agreement • April 14th, 2008 • Codexis Inc
THIS SUPPLY AGREEMENT (the “Agreement”), effective as August 1, 2006 (the “Effective Date”), is made and entered into by and between Codexis Laboratories India Private Limited, a corporation organized and existing under the laws of India and having a place of business at G-01, Prestige Loka, 7/1 Brunton Road, Bangalore – 560 025, India (“Codexis”), and Arch Pharmalabs Limited, a corporation organized and existing under the laws of India and having a place of business at H wing, 4th Floor, Tex Centre, Chandivali, Mumbai, 400072, India (“Arch”). Codexis and Arch each may be referred to herein individually as a “Party” or collectively as the “Parties.”
FIRST AMENDMENT TO LEASELease • April 14th, 2008 • Codexis Inc
This First Amendment to Lease (“Amendment”) is entered into, and dated for reference purposes, as of June 1, 2004 (the “Execution Date”) by and between METROPOLITAN LIFE INSURANCE COMPANY, a New York corporation, as Landlord (“Landlord”), and CODEXIS, INC., a Delaware corporation, as Tenant (“Tenant”), with reference to the following facts (“Recitals”):
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • April 14th, 2008 • Codexis Inc • California
THIS CERTIFIES THAT, for value received, Oxford Finance Corporation, (“Holder”) is entitled to subscribe for and purchase Nine Thousand One Hundred (9,100) shares of the fully paid and non-assessable shares of Common Stock (“the Shares”) of Codexis, Inc., a Delaware corporation (the “Company”), at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Common Stock” shall mean the Company’s currently authorized Common Stock, and any stock into which such Common Stock may hereafter be exchanged.
THIRD AMENDMENT TO LEASELease • April 14th, 2008 • Codexis Inc
This Third Amendment to Lease (“Amendment”) is entered into, and dated for reference purposes, as of March 31, 2008 (the “Execution Date”) by and between METROPOLITAN LIFE INSURANCE COMPANY, a New York corporation (“Metropolitan”), as Landlord (“Landlord”), and Codexis, Inc. a Delaware corporation (“Codexis”), as Tenant (“Tenant”), with reference to the following facts (“Recitals”):
MASTER SECURITY AGREEMENT No. 5081102 Dated as of October 25, 2005 (“Agreement”)Master Security Agreement • April 14th, 2008 • Codexis Inc • Virginia
THIS AGREEMENT is between Oxford Finance Corporation (together with its successors and assigns, if any, “Secured Party”) and Codexis, Inc. (“Debtor”). Secured Party has an office at 133 N. Fairfax Street, Alexandria, VA 22314. Debtor is a corporation organized and existing under the laws of the state of Delaware. Debtor’s mailing address and chief place of business is 200 Penobscot Drive, Redwood City, CA 94063.
ENZYME LICENSE AND SUPPLY AGREEMENTEnzyme License and Supply Agreement • April 14th, 2008 • Codexis Inc • New York
THIS ENZYME LICENSE AND SUPPLY AGREEMENT (the “Agreement”), effective as of August 1, 2006 (the “Effective Date”), is made and entered into by and between Codexis, Inc., a Delaware corporation, having a place of business at 200 Penobscot Drive, Redwood City, California 94063, USA (“Codexis”), and Arch Pharmalabs Limited, a corporation organized and existing under the laws of India, having a place of business at H wing, 4th Floor, Tex Centre, Chandivali, Mumbai, 400072, India (“Arch”). Codexis and Arch each may be referred to herein individually as a “Party,” or collectively as the “Parties.”
SECOND AMENDMENT TO LEASELease • April 14th, 2008 • Codexis Inc
This Second Amendment to Lease (“Amendment”) is entered into, and dated for reference purposes, as of March 9, 2007 (the “Execution Date”) by and between METROPOLITAN LIFE INSURANCE COMPANY, a New York corporation (“Metropolitan”), as Landlord (“Landlord”), and Codexis, Inc. a Delaware corporation (“Codexis”), as Tenant (“Tenant”), with reference to the following facts (“Recitals”):
ContractCommon Stock Purchase Warrant • April 14th, 2008 • Codexis Inc • California
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED UNLESS SUCH SALE OR TRANSFER IS IN ACCORDANCE WITH THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS OR SOME OTHER EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS IS AVAILABLE WITH RESPECT THERETO.
ContractWarrant Agreement • April 14th, 2008 • Codexis Inc • California
THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT THE PRIOR WRITTEN CONSENT OF THE COMPANY OR WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER, SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETTER FROM THE SECURITIES AND EXCHANGE COMMISSION.
AMENDMENT NO. 3 TO LICENSE AGREEMENTLicense Agreement • April 14th, 2008 • Codexis Inc
This Amendment No. 3 (“Amendment No. 3”) amends that certain License Agreement effective March 28, 2002 entered by and between Maxygen, Inc. (“MUS”) and Codexis, Inc. (“Codexis”), as previously amended by Amendment No. 1 to License Agreement effective September 13, 2002, and Amendment No. 2 to License Agreement effective October 1, 2002, (as amended, the “Agreement”), and shall be effective as of August , 2006 (the “Third Amendment Date”). MUS and Codexis hereby amend the Agreement as follows:
MASTER SERVICES AGREEMENTMaster Services Agreement • April 14th, 2008 • Codexis Inc • New York
This Master Services Agreement, dated August 1, 2006 (the “Agreement”), effective as of August 1, 2006 (the “Effective Date”), is made and entered into by and between Codexis, Inc., a Delaware corporation, having a place of business at 200 Penobscot Drive, Redwood City, California 94063, USA, (“Codexis”) and Arch Pharmalabs Limited, a corporation organized and existing under the laws of India, having a place of business at H wing, 4th Floor, Tex Centre, Chandivali, Mumbai, 400072, India, (“Arch”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 14th, 2008 • Codexis Inc • California
This Registration Rights Agreement (the “Agreement”) is entered into by and among Codexis, Inc., a Delaware corporation (the “Company”) and the shareholders of JFC—Jülich Fine Chemicals GmbH (“JFC”), Dr. Matthias Arnold, Dr. Thomas Daußmann, Dr. Thomas Drescher, Dr. Karl Rix, Dr. Falk Schneider, Mr. Horst Leutenberg and Mr. Thomas Kalthoff (including their successors and assigns, each a “Holder” and collectively, the “Holders”).
WARRANT TO PURCHASE SHARES OF SERIES D CONVERTIBLE PREFERRED STOCKWarrant Agreement • April 14th, 2008 • Codexis Inc • New York
THIS CERTIFIES THAT, for value received, (“Holder”) is entitled to subscribe for and purchase the Specified Number (as defined below) of shares of fully paid and nonassessable Series D Convertible Preferred Stock of Codexis, Inc., a Delaware corporation (the “Company”), at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Series D Preferred” shall mean Company’s presently authorized Series D Convertible Preferred Stock, $.0001 par value per share, and any stock into which such Series D Preferred may hereafter be converted or exchanged and the term “Warrant Shares” shall mean the shares of Series D Preferred which Holder may acquire pursuant to this Warrant and any other shares of stock into which such shares of Series D Preferred may hereafter be converted or exchanged.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 14th, 2008 • Codexis Inc • California
THIS LOAN AND SECURITY AGREEMENT NO. 3771 (this “Agreement”) is entered into as of February 12, 2004 by and between LIGHTHOUSE CAPITAL PARTNERS V, L.P. (“Lender”) and CODEXIS, INC., a Delaware corporation (“Borrower”).
ContractLicense Agreement • April 14th, 2008 • Codexis Inc
[*] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
AMENDMENT NO. 2 TO LICENSE AGREEMENTLicense Agreement • April 14th, 2008 • Codexis Inc
This Amendment No. 2 (“Amendment No. 2”) amends that certain License Agreement effective March 28, 2002, entered into by and between Maxygen, Inc. (“MUS”) and Codexis, Inc. (“Codexis”), as amended by Amendment No. 1 to License Agreement effective September 13, 2002 (as amended, the “Agreement”), and shall be effective as of October 1, 2002. MUS and Codexis hereby amend the Agreement as follows:
ContractLicense Agreement • April 14th, 2008 • Codexis Inc
[*] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
AGREEMENTCollaboration Agreement • April 14th, 2008 • Codexis Inc • New York
THIS AGREEMENT (the “Agreement”), effective as of August 1, 2006 (the “Effective Date”), is made and entered into by and between Codexis, Inc., a Delaware corporation, having a place of business at 200 Penobscot Drive, Redwood City, California 94063, USA, (“Codexis”), Codexis Laboratories India Private Limited, a corporation organized and existing under the laws of India and having a place of business at G-01, Prestige Loka, 7/1 Brunton Road, Bangalore – 560 025, India (“Codexis India”), and Arch Pharmalabs Limited, a corporation organized and existing under the laws of India, having a place of business at H wing, 4th Floor, Tex Centre, Chandivali, Mumbai, 400072, India, (“Arch”). Codexis, Codexis India and Arch each may be referred to herein individually as a “Party,” or collectively as the “Parties.”
CODEXIS, INC. FOURTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT November 13, 2007Investor Rights Agreement • April 14th, 2008 • Codexis Inc • California
This Fourth Amended and Restated Investor Rights Agreement (the “Agreement”) is entered into as of November 13, 2007, by and among Codexis, Inc., a Delaware corporation (the “Company”) and the investors listed on Exhibit A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.”
