ContractWarrant Agreement • July 30th, 2010 • Complete Genomics Inc • 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 AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
ContractWarrant Agreement • July 30th, 2010 • Complete Genomics Inc • 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 AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
AMENDMENT TO SEVERANCE AGREEMENTSeverance Agreement • July 30th, 2010 • Complete Genomics Inc
This AMENDMENT TO SEVERANCE AGREEMENT (this “Amendment”), is made and entered into effective as of December 31, 2008 (the “Effective Date”), by and between Complete Genomics, Inc., a Delaware corporation (the “Company”), and Robert John Curson (the “Employee”).
COMPLETE GENOMICS, INC.Severance Agreement • July 30th, 2010 • Complete Genomics Inc • California
Complete Genomics, Inc. (the “Company”) is pleased to have you as an employee. This letter (the “Agreement”) sets forth the terms of your severance in the event of your termination of employment under certain specified circumstances.
ContractWarrant Agreement • July 30th, 2010 • Complete Genomics Inc • 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 AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
COMPLETE GENOMICS, INC.Stock Option Agreement • July 30th, 2010 • Complete Genomics Inc • California
Complete Genomics, Inc., a Delaware corporation (the “Company”), pursuant to its 2006 Equity Incentive Plan (the “Plan”), hereby grants to Optionee listed below (“Optionee”), an option to purchase the number of shares of the Company’s Common Stock set forth below, subject to the terms and conditions of the Plan and this Stock Option Agreement (this “Option Agreement”). Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Option Agreement.
LEASELease • July 30th, 2010 • Complete Genomics Inc • California
THIS LEASE (“Lease”) is made and entered into as of October 31, 2008 (the “Lease Commencement Date”), by and between BRITANNIA HACIENDA VIII, LLC, a Delaware limited liability company (“Landlord”), and COMPLETE GENOMICS, INC., a Delaware corporation (“Tenant”). This Lease supersedes the Short Term Lease Agreement dated as of September 15, 2008 previously executed by Landlord and Tenant with respect to the Existing Premises (as defined below), which Short Term Lease Agreement is hereby terminated and shall be of no further force or effect.
THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • July 30th, 2010 • Complete Genomics Inc • California
This Omnibus Amendment, dated as of November 6, 2009 (this “Omnibus Amendment”) amends (i) that certain Third Amended and Restated Investor Rights Agreement, dated as of August 12, 2009, among Complete Genomics, Inc., a Delaware corporation (the “Company”), the Investors (as defined therein) and the Founders (as defined therein) (“the “IRA”), (ii) that certain Third Amended and Restated Right of First Refusal and Co-Sale Agreement, dated as of August 12, 2009, among the Investors (as defined therein), the Founders (as defined therein) and the Company (the “ROFR Agreement”) and (iii) that certain Third Amended and Restated Voting Agreement, dated as of August 12, 2009, among the Company and the Stockholders (as defined therein) (the “Voting Agreement” together with the IRA and the ROFR Agreement, the “Agreements”).
INTELLECTUAL PROPERTY LICENSE AGREEMENT BETWEEN CALLIDA GENOMICS, INC. AND COMPLETE GENOMICS, INC. EFFECTIVE AS OF MARCH 28, 2006Intellectual Property License Agreement • July 30th, 2010 • Complete Genomics Inc • California
This INTELLECTUAL PROPERTY LICENSE AGREEMENT (this “Agreement”) is entered into as of March 28, 2006 (the “Effective Date”) by and between Callida Genomics, Inc., a Delaware corporation having a principal place of business located at 750 North Pastoria Ave., Sunnyvale, CA 94085 (“Callida”) and Complete Genomics, Inc., a Delaware corporation having a principal place of business located at 750 North Pastoria Ave., Suite 100, Sunnyvale, CA 94085 (“CGI”). Callida and CGI each may be referred to herein individually as a “Party,” or collectively as the “Parties.”
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 30th, 2010 • Complete Genomics Inc • California
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of July 30, 2008 (the “Effective Date”) among (i) SILICON VALLEY BANK, a California corporation with a loan production office located at 2400 Hanover Street, Palo Alto, California 94304 (“SVB”), as collateral agent (the “Collateral Agent”), (ii) and the Lenders listed on Schedule 1.1 thereof and party hereto, including without limitation, SVB, OXFORD FINANCE CORPORATION, a Delaware corporation (“Oxford”), LEADER LENDING, LLC – SERIES A (“Leader A”), and LEADER LENDING, LLC – SERIES B (“Leader B”), and (iii) COMPLETE GENOMICS, INC., a Delaware corporation (“Borrower”), provides the terms on which Lenders shall lend to Borrower and Borrower shall repay Lenders. The parties agree as follows:
COMPLETE GENOMICS, INC. STOCK PURCHASE WARRANT No. B-«Warrant_No»Stock Purchase Warrant • July 30th, 2010 • Complete Genomics Inc • California
This Warrant (the “Warrant”) is being issued pursuant to the terms of that certain Bridge Loan Agreement, dated as of February 21, 2007 by and among the Holder, the Company and certain other investors set forth therein (the “Loan Agreement”). This Warrant may be exercised in whole or in part, at the option of the Holder. Unless otherwise defined herein, defined terms in this Warrant shall have the meanings ascribed to them in the Loan Agreement. Unless indicated otherwise, the number of shares of Series B Preferred Stock that Holder may purchase by exercising this Warrant is as follows: the quotient of numerator (A) the product of (x) 0.05, (y) the applicable Loan Amount loaned by such Investor at such Closing and (z) the number of months as measured by the number of complete months and the percentage of a complete month comprised by any less-than-complete month, between the date of the applicable Closing and the date of the closing of the Next Financing (as defined below) and denomina
AMENDMENT to the INTELLECTUAL PROPERTY LICENSE AGREEMENTIntellectual Property License Agreement • July 30th, 2010 • Complete Genomics Inc
THIS AMENDMENT TO THE INTELLECTUAL PROPERTY LICENSE AGREEMENT (“Amendment”), effective as of December 17, 2008 (the “Amendment Date”), is made and entered into by and between CALLIDA GENOMICS, INC., a Delaware corporation having a principal place of business located at 750 North Pastoria Ave., Sunnyvale, CA 94085 (“Callida”) and COMPLETE GENOMICS, INC., a Delaware corporation having a principal place of business located at 2071 Stierlin Court, Mountain View CA 94043 (“CGI”).
COMPLETE GENOMICS, INC. STOCK PURCHASE WARRANT NO. D-«Number»Warrant Agreement • July 30th, 2010 • Complete Genomics Inc • California
If this Warrant should be exercised in part only, the Company shall, upon surrender of this Warrant, execute and deliver a new Warrant evidencing the rights of the Holder thereof to purchase the balance of the Warrant Shares purchasable hereunder. Upon receipt by the Company of this Warrant and such notice of exercise, together with, if applicable, the aggregate Warrant Price, at such office, or by the stock transfer agent or warrant agent of the Company at its office, the Holder shall be deemed to be the holder of record of the applicable Warrant Shares, notwithstanding that the stock transfer books of the Company shall then be closed or that certificates representing such Warrant Shares shall not then be actually delivered to the Holder. The Company shall pay any and all documentary stamp or similar issue or transfer taxes payable in respect of the issue or delivery of the Warrant Shares.
COMPLETE GENOMICS, INC. STOCK PURCHASE WARRANT NO. 2010-«Warrant_No»Warrant Agreement • July 30th, 2010 • Complete Genomics Inc • Delaware
This Warrant (the “Warrant”) is being issued pursuant to the terms of that certain Bridge Loan Agreement, dated as of April 12, 2010 by and among the Holder, the Company and certain other investors set forth therein (the “Loan Agreement”). This Warrant may be exercised in whole or in part, at the option of the Holder. Unless otherwise defined herein, defined terms in this Warrant shall have the meanings ascribed to them in the Loan Agreement.
