AGREEMENT AND PLAN OF MERGER by and among DVS SCIENCES, INC., FLUIDIGM CORPORATION, DAWID MERGER SUB, INC. and SHAREHOLDER REPRESENTATIVE SERVICES LLC, solely in its capacity as the Stockholder Representative January 28, 2014Merger Agreement • January 29th, 2014 • Fluidigm Corp • Laboratory analytical instruments • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of January 28, 2014, is made by and among DVS Sciences, Inc., a Delaware corporation (the “Company”), Fluidigm Corporation, a Delaware corporation (“Parent”), Dawid Merger Sub, Inc., a Delaware corporation and direct wholly owned subsidiary of Parent (“Merger Sub”), and Shareholder Representative Services LLC, a Colorado limited liability company (the “Stockholder Representative”), solely in its capacity as the representative for the Stockholders and only for the purposes expressly provided herein and for no other purpose. Parent, Merger Sub and the Company, and, solely in its capacity as and solely to the extent applicable, the Stockholder Representative, shall be referred to herein from time to time as a “Party” and collectively as the “Parties.” Capitalized terms used and not otherwise defined herein have the meanings set forth in Article XI below.
BUSINESS FINANCING MODIFICATION AGREEMENTBusiness Financing Modification Agreement • January 29th, 2014 • Fluidigm Corp • Laboratory analytical instruments
This Business Financing Modification Agreement is entered into as of January 29, 2014, by and between Fluidigm Corporation, a Delaware corporation (the “Borrower”), and Bridge Bank, National Association (“Lender”).
