0001193125-11-172004 Sample Contracts

Contract
Warrant Agreement • June 23rd, 2011 • Liposcience 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 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.

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LIPOSCIENCE, INC. INCENTIVE STOCK OPTION AGREEMENT
Incentive Stock Option Agreement • June 23rd, 2011 • Liposcience Inc • Services-medical laboratories • North Carolina

LipoScience, Inc. (the “Company”) granted to the individual named below an option to purchase certain shares of common stock of the Company pursuant to the LipoScience, Inc. Stock Option Plan, in the manner and subject to the provisions of this Option Agreement.

Contract
Warrant Agreement • June 23rd, 2011 • Liposcience Inc • Services-medical laboratories • Delaware

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH APPLICABLE LAW.

LIPOSCIENCE, INC. LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • June 23rd, 2011 • Liposcience Inc • Services-medical laboratories • North Carolina

This LOAN AND SECURITY AGREEMENT (the “Agreement”) is entered into as of February 7, 2008, by and between Square 1 Bank (“Bank”) and LIPOSCIENCE, INC. (“Borrower”).

LIPOSCIENCE, INC. NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • June 23rd, 2011 • Liposcience Inc • Services-medical laboratories • Delaware

LipoScience, Inc. (the “Company”), grants to the individual named below an option to purchase certain shares of common stock of the Company pursuant to the LipoScience, Inc. Stock Option Plan, in the manner and subject to the provisions of this Option Agreement.

STANDARD LEASE
Lease Agreement • June 23rd, 2011 • Liposcience Inc • Services-medical laboratories • North Carolina
LIPOSCIENCE, INC. SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • June 23rd, 2011 • Liposcience Inc • Services-medical laboratories • Delaware

This Second Amended and Restated Investor Rights Agreement (the “Agreement”) is entered into as of August 2, 2006, by and among LipoScience, Inc., a Delaware corporation (formerly known as LipoMed, Inc.) (the “Company”), the holders of the Company’s Series D Preferred Stock (the “Series D Stock”) and Series D-1 Preferred Stock (the “Series D-1 Stock”) listed on Exhibit A attached hereto (collectively, the “Series D Investors”), the holders of the Company’s Series E Preferred Stock (the “Series E Stock”) listed on Exhibit B attached hereto (the “Series E Investors”), the holders of the Series F Preferred Stock (the “Series F Stock”) listed on Exhibit C attached hereto, and those persons listed on Exhibit D attached hereto (each individually a “Common Holder” and collectively the “Common Holders”). The Series D Investors, the Series E Investors and the Series F Investors shall be referred to herein collectively as the “Investors.” The Series D Stock, the Series D-1 Stock, the Series E St

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