0001193125-10-061090 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 19th, 2010 • GenMark Diagnostics, Inc. • Delaware

This Indemnificaton Agreement, dated as of , 2010, is made by and between GenMark Diagnostics, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).

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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 19th, 2010 • GenMark Diagnostics, Inc. • California

This Executive Employment Agreement (“Agreement”) is entered into as of January 1, 2010 (“Effective Date”), by Osmetech Technology, Inc. and subsidiaries (“Company”) and Pankaj Singhal (“Executive”). Company and Executive are each a “Party” to this Agreement and are sometimes collectively referred to as “Parties” and supersedes any previous written or verbal agreements.

NON-EXCLUSIVE LICENSE AGREEMENT BETWEEN THE JOHNS HOPKINS UNIVERSITY CLINICAL MICRO SENSORS DBA OSMETECH MOLECULAR DIAGNOSTICS JHU Ref: 9328
Non-Exclusive License Agreement • March 19th, 2010 • GenMark Diagnostics, Inc. • Maryland

This Non-exclusive License Agreement (hereinafter referred to as the “Agreement”) is by and between The Johns Hopkins University (hereinafter referred to as “JHU”), a corporation of the State of Maryland, having a principal place of business at 3400 N. Charles Street, Baltimore, Maryland 21218-2695, and Clinical Micro Sensors (hereinafter referred to as “Company”), Doing Business As Osmetech Molecular Diagnostics, a corporation incorporated in the State of California, located at 757 South Raymond Avenue., Pasadena, CA 91105.

NON-EXCLUSIVE PATENT LICENSE AGREEMENT BETWEEN OSMETECH AND THE UNIVERSITY OF WASHINGTON UW REFERENCE: 7063-18921A UW TECHTRANSFER, INVENTION LICENSING NEGOTIATED BY CHRISTINE HAN, PH.D., M.P.H.
Non-Exclusive Patent License Agreement • March 19th, 2010 • GenMark Diagnostics, Inc. • Washington

This Agreement (“Agreement”) is dated and effective as of the date of last signature (the “Effective Date”), and is made by and between the University of Washington, a public institution of higher education and an agency of the state of Washington (the “University”), and Osmetech Molecular Diagnostics, an entity consisting solely of Clinical Micro Sensors, Inc. and Osmetech, Inc., both Delaware Corporations (the “Company”), (individually a “Party” or collectively the “Parties”).

Contract
Exclusive License Agreement • March 19th, 2010 • GenMark Diagnostics, Inc.

This draft is dated October 18, 2007, and is solely for purposes of negotiation. No contract shall exist until a final, written agreement is signed by MARSHFIELD CLINIC and an authorized representative of Licensee. This draft shall expire on November 10, 2007.

LICENSE AGREEMENT: INTRONS AND EXONS OF THE CYSTIC FIBROSIS GENE AND MUTATIONS AT VARIOUS POSITIONS OF THE GENE
License Agreement • March 19th, 2010 • GenMark Diagnostics, Inc. • Ontario

This is an Agreement, effective as of the 15th day of March, 2006 (the “Effective Date”), entered into by Clinical Micro Sensors, Inc., DBA Osmetech Molecular Diagnostics, a corporation incorporated in California, located at 757 S. Raymond Avenue, Pasadena, CA 91105 (including all affiliates licensed hereunder, hereinafter collectively referred to as “LICENSEE”), and HSC RESEARCH AND DEVELOPMENT LIMITED PARTNERSHIP, a partnership organized and subsisting under the laws of the Province of Ontario, Canada (“RDLP”). LICENSEE and RDLP agree as follows:

AMENDED AND RESTATED CHEMICALLY MODIFIED ENZYMES KIT PATENT LICENSE AGREEMENT
Chemically Modified Enzymes Kit Patent License Agreement • March 19th, 2010 • GenMark Diagnostics, Inc.

This License Agreement (“Agreement”) is made by and between Roche Molecular Systems, Inc., a Delaware corporation having an office at 4300 Hacienda Drive, Pleasanton, California 94588, USA and F. Hoffmann-La Roche Ltd., Grenzacherstrasse 124, CH-4070 Basel, Switzerland (hereinafter jointly referred to as “ROCHE”) and Osmetech Molecular Diagnostics, 757 S. Raymond Avenue, Pasadena, CA 91105 (hereinafter referred to as “LCE”) hereafter collectively referred to as “The Parties”.

OSMETECH TECHNOLOGY, INC. CLINICAL MICRO SENSORS, INC. GENMARK DIAGNOSTICS, INC. LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • March 19th, 2010 • GenMark Diagnostics, Inc. • California
LICENSE AGREEMENT MICHIGAN FILE 492p2 TECHNOLOGY DIAGNOSTIC PRODUCT DISTRIBUTION LICENSE
License Agreement • March 19th, 2010 • GenMark Diagnostics, Inc. • Michigan

This License Agreement, effective as of the 15th day of March, 2006 (the “Effective Date”), entered into by Clinical Micro Sensors, DBA Osmetech Molecular Diagnostics, a corporation incorporated in the State of California located at 757 South Raymond Avenue, Pasadena, California 91105, USA (“LICENSEE”), the Regents of the University of Michigan, a constitutional corporation of the State of Michigan (“MICHIGAN”), and HSC Research and Development Limited Partnership, a partnership organized and subsisting under the laws of the Province of Ontario, Canada (“RDLP”). LICENSEE, MICHIGAN and RDLP agree as follows:

Compromise Agreement Osmetech plc and James White Without Prejudice Subject to Contract
Compromise Agreement • March 19th, 2010 • GenMark Diagnostics, Inc.
THE CAMPUS SUMMARY OF BASIC LEASE INFORMATION
Lease • March 19th, 2010 • GenMark Diagnostics, Inc. • California

This Lease, which includes the preceding Summary of Basic Lease Information (the “Summary”) attached hereto and incorporated herein by this reference (the Lease and Summary to be known sometimes collectively hereafter as the “Lease“), dated as of the date set forth in Section 1 of the Summary, is made by and between THE CAMPUS CARLSBAD, LLC, a Delaware limited liability company (“Landlord“), and CLINICAL MICRO SENSORS, INC., a Delaware corporation dba Osmetech Molecular Diagnostics (“Tenant”).

Compromise Agreement David Sandilands and Osmetech plc Without Prejudice Subject to Contract
Compromise Agreement • March 19th, 2010 • GenMark Diagnostics, Inc.
LICENSE AGREEMENT
License Agreement • March 19th, 2010 • GenMark Diagnostics, Inc. • California

This AGREEMENT is effective as of the 8th day of February 1995, between California Institute of Technology, 1201 East California Boulevard, Pasadena, California 91125 (“CALTECH”) and Clinical Micro Sensors, Inc., 428 South Sierra Bonita Avenue, Pasadena, CA 91106 (“CMS”), a corporation of the State of California:

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