Adaptive Biotechnologies Corporation Common Stock Underwriting AgreementUnderwriting Agreement • June 17th, 2019 • Adaptive Biotechnologies Corp • Biological products, (no disgnostic substances) • New York
Adaptive Biotechnologies Corporation, a Washington corporation (the “Company”), proposes, subject to the terms and conditions stated in this underwriting agreement (this “Agreement”), to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), for whom Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and BofA Securities, Inc. are acting as representatives (the “Representatives”), an aggregate of [●] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [●] additional shares (the “Optional Shares”) of the common stock, par value $0.0001 per share (“Stock”), of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
Master Terms and Conditions of Sale (Illumina Advantage Products)Master Terms and Conditions of Sale • June 17th, 2019 • Adaptive Biotechnologies Corp • Biological products, (no disgnostic substances) • California
These MASTER TERMS AND CONDITIONS OF SALE (these “Terms”) are entered into effective as of May 28, 2019 (the “Effective Date”) by and between Illumina, Inc., a Delaware corporation with a business address at 5200 Illumina Way, San Diego, California 92122 (together with its Affiliates, “Illumina”), and Adaptive Biotechnologies Corporation, a Washington corporation with a business address at 1551 Eastlake Avenue East, Suite 200, Seattle, Washington 98102 (together with its Affiliates, “Adaptive”). Illumina and Adaptive are collectively referred to as the “Parties”, and each individually as a “Party”. For purposes of these Terms, the term “Affiliate” means, with respect to a Party, any entity directly controlling, controlled by, or under common control with such Party, for only so long as that control exists. For purposes of this definition, “control” means (a) in the case of a corporate entity, direct ownership of at least fifty percent of the stock or shares having the right to vote (or
