QUOTIENT LIMITED, as Issuer, the Guarantors party hereto as of the date hereof and any Guarantor that becomes party hereto pursuant to Section 4.10 hereof 12% Senior Secured Notes due 2023 INDENTURE Dated as of October 14, 2016 U.S. BANK NATIONAL...Indenture • October 14th, 2016 • Quotient LTD • In vitro & in vivo diagnostic substances • New York
INDENTURE dated as of October 14, 2016 among Quotient Limited, a public limited liability no par value company formed under the laws of Jersey, Channel Islands with an address at Elizabeth House, 9 Castle Street, St. Helier, JE2 3RT Jersey, Channel Islands (the “Issuer”), the Guarantors party hereto as of the date hereof, any other Guarantor that becomes party hereto pursuant to Section 4.10, and U.S. Bank National Association, as trustee (as more fully defined in Section 1.01, the “Trustee”) and as collateral agent (as more fully defined in Section 1.01, the “Collateral Agent”).
COLLATERAL AGREEMENT DATED AS OF OCTOBER 14, 2016 AMONG QUOTIENT LIMITED, as Issuer, ALBA BIOSCIENCE LIMITED, QBD (QS IP) LIMITED, QUOTIENT BIOCAMPUS LIMITED, QUOTIENT BIODIAGNOSTICS, INC., QUOTIENT SUISSE SA, THE SUBSIDIARY PARTIES FROM TIME TO TIME...Collateral Agreement • October 14th, 2016 • Quotient LTD • In vitro & in vivo diagnostic substances • New York
THIS COLLATERAL AGREEMENT (as amended, extended, renewed, restated, supplemented, waived or otherwise modified from time to time, this “Agreement”) is entered into as of October 14, 2016, by and among QUOTIENT LIMITED, a public limited liability no par value company formed under the laws of Jersey with an address at Elizabeth House, 9 Castle Street, St. Helier, JE2 3RT Jersey, Channel Islands (the “Issuer”), ALBA BIOSCIENCE LIMITED, a limited company formed under the law of Scotland (“Alba”), QBD (QS IP) Limited, a public limited liability no par value company formed under the laws of Jersey (“QBD”), QUOTIENT BIOCAMPUS LIMITED, a limited company formed under the law of Scotland (“Biocampus”), QUOTIENT BIODIAGNOSTICS, INC., a corporation formed under the law of Delaware (“Biodiagnostics”), QUOTIENT SUISSE SA, a société anonyme (joint stock company) formed under the law of Switzerland (“Suisse”), any other SUBSIDIARY PARTIES (as defined below) from time to time party hereto, U.S. BANK NA
ROYALTY RIGHT AGREEMENT {FOR USE ONLY IN ISSUE DATE AGREEMENT: dated as of October 14, 2016} {FOR USE ONLY IN SUBSEQUENT CLOSING DATE AGREEMENT: dated as of , 201 } between QUOTIENT LIMITED and THE PURCHASER NAMED HEREINRoyalty Right Agreement • October 14th, 2016 • Quotient LTD • In vitro & in vivo diagnostic substances • New York
Quotient Limited, a public limited liability company formed under the Laws of Jersey, Channel Islands (the “Seller”), hereby covenants and agrees with you as follows:
PURCHASE AGREEMENT dated October 14, 2016 among QUOTIENT LIMITED, THE SUBSIDIARY GUARANTORS NAMED HEREIN and THE PURCHASER NAMED HEREIN $120,000,000 12% SENIOR SECURED NOTES DUE 2023Purchase Agreement • October 14th, 2016 • Quotient LTD • In vitro & in vivo diagnostic substances • New York
Quotient Limited, a public limited liability company formed under the Laws of Jersey, Channel Islands (the “Issuer”), and the Subsidiaries of the Issuer named on the signature pages hereto (the “Subsidiary Guarantors”), hereby covenant and agree with you as follows:
