VENTURE LOAN AND SECURITY AGREEMENTVenture Loan and Security Agreement • March 15th, 2022 • D-Wave Quantum Inc. • New York
Triple Net LeaseD-Wave Quantum Inc. • March 15th, 2022
This Lease, executed in duplicate at Palo Alto, California, this 15th day of January, 2013, by and between Embarcadero Joint Venture, a California general partnership, and D-Wave Systems Inc., a Canadian corporation, hereinafter referred to respectively as “Lessor” and “Lessee”, without regard to number or gender,
D-WAVE SYSTEMS INC. FORM OF 2020 EQUITY INCENTIVE PLAN AWARD AGREEMENT - OPTIONJoinder Agreement • March 15th, 2022 • D-Wave Quantum Inc. • British Columbia
D-Wave Systems Inc. (the “Company”) hereby offers the Award Holder the following option to purchase Shares of the Company pursuant to the 2020 Equity Incentive Plan established by the Company (the “Plan”) subject to the additional terms and conditions set out below (the “Award”), and this agreement being the “Award Agreement”). All capitalized terms not otherwise defined in this Agreement have the meaning ascribed to them in the Plan.
SEMICONDUCTOR LINE OPERATION AGREEMENTSemiconductor Line Operation Agreement • March 15th, 2022 • D-Wave Quantum Inc. • New York
This Semiconductor Line Operation Agreement (the “Agreement”) is entered into effective as of 23-DEC-17 (“Effective Date”) by and between Cypress Semiconductor Corporation, a Delaware corporation with offices located at 198 Champion Court, San Jose, California, 95134 (“Cypress”) and D-Wave Systems Inc, a company continued under the federal laws of Canada and having its head office at Suite 100 – 4401 Still Creek Drive, Burnaby, British Columbia, V5C 6G9 (“Customer”) (the “Party” or “Parties” as applicable).
0727219 B.C. LTD. (“Nominee”) and PCI BETA HOLDINGS INC. (“Beneficial Owner” and together with the Nominee, the “Landlord”) and D-WAVE SYSTEMS INC. (“Tenant”)Waiver Agreement • March 15th, 2022 • D-Wave Quantum Inc. • British Columbia
For good and valuable consideration, the receipt and sufficiency of which each party acknowledges, the parties covenant and agree as follows:
TECHNOLOGY PARTNERSHIPS CANADA THE PROJECT MERCURYAmendment Agreement • March 15th, 2022 • D-Wave Quantum Inc.
WHEREAS in a context in which innovation is essential in an increasingly knowledge-based economy, the Minister is charged with the achievement of Canada’s objectives of increasing economic growth, creating jobs and wealth, and supporting sustainable development; and
D-Wave Commercial Inc. Palo Alto, CA 94303D-Wave Quantum Inc. • March 15th, 2022 • California
This Agreement sets out the terms and conditions of your employment with D-Wave Commercial Inc. (the “Company”). If you agree with these terms and conditions, please return to us a signed copy of this Agreement.
AGREEMENT FOR PILOT LINE OPERATION BY AND BETWEEN CYPRESS SEMICONDUCTOR CORPORATION AND D-WAVE SYSTEMS INC.Amendment, • March 15th, 2022 • D-Wave Quantum Inc. • New York
This Pilot Line Operation Agreement (the “Agreement”) is entered into effective as of 31 July, 2006 (“Effective Date”) by and between Cypress Semiconductor Corporation, a Delaware corporation with offices located at 198 Champion Court, San Jose, California, 95134(“Cypress”) and D-Wave Systems Inc., a company continued under the federal laws of Canada and having its head office at Suite 100 - 4401 Still Creek Drive, Burnaby, British Columbia, V5C 6G9 (“Customer”) (the “Party” or “Parties” as applicable).
STRATEGIC INNOVATION FUND Development and Commercialization of Next-Generation Quantum ComputerD-Wave Quantum Inc. • March 15th, 2022 • British Columbia
I- The Strategic Innovation Fund (“SIF”) is designed to encourage research and development, and accelerate the technology transfer and commercialization of innovative products, services, and processes; facilitate the growth and expansion of firms; secure economically significant mandates within or to Canada; and, advance industrial research and technology demonstration activities through collaboration;
DWSI HOLDINGS INC. FORM OF 2020 EQUITY INCENTIVE PLAN AWARD AGREEMENT - OPTIOND-Wave Quantum Inc. • March 15th, 2022 • British Columbia
DWSI Holdings Inc. (the “Company”) hereby offers the Award Holder the following option to purchase Shares of the Company pursuant to the 2020 Equity Incentive Plan established by the Company (the “Plan”) subject to the additional terms and conditions set out below (the “Award”), and this agreement being the “Award Agreement”). All capitalized terms not otherwise defined in this Agreement have the meaning ascribed to them in the Plan.
D-Wave Commercial Inc. 2650 E. Bayshore Rd. Palo Alto, CA 94303] www.dwavesys.comD-Wave Quantum Inc. • March 15th, 2022 • Washington
LEASE Between 0937847 B.C. LTD. and OMNI CIRCUIT BOARDS LTD.Lease • March 15th, 2022 • D-Wave Quantum Inc. • British Columbia
In consideration of the covenants and agreements in this Lease, the Landlord and the Tenant covenant and agree as follows:
AMENDMENT AGREEMENT NO. 1D-Wave Quantum Inc. • March 15th, 2022
A- The Minister, D-Wave Systems Inc. (“D-Wave”) and DWSI Holdings Inc. (“DWSI”) entered into a contribution agreement executed on November 20, 2020 under the Strategic Innovation Fund. The contribution agreement is referred to as the “Contribution Agreement”;
LEASE EXTENSION AND MODIFICATION AGREEMENT THIS AGREEMENT MADE EFFECTIVE AS OF NOVEMBER 8, 2021 BETWEEN REDSTONE ENTERPRISES LTD.Lease Extension and Modification Agreement • March 15th, 2022 • D-Wave Quantum Inc.
D-Wave Commercial Inc. 2650 E Bayshore Road Palo Alto, California USA 94303 www.dwavesys.comD-Wave Quantum Inc. • March 15th, 2022 • Colorado
This Agreement sets out the terms and conditions of your employment with D-Wave Commercial Inc. (the “Company”). If you agree with these terms and conditions, please return to us a signed copy of this Agreement.
FIRST AMENDMENT TO LEASELease • March 15th, 2022 • D-Wave Quantum Inc.
This First Amendment to Lease (“First Amendment”), dated as of January 29, 2018 (the “Effective Date”), by and between Embarcadero Joint Venture, a California general partnership (“Lessor”), and D-Wave Commercial Inc., a Delaware corporation (“Lessee”), as successor to D-Wave Systems, Inc., a Canadian corporation (“Original Lessee”), amends that certain Lease, dated January 15, 2013, by and between Lessor and Original Lessee, (the “Lease”), for the Premises located at 2650 East Bayshore Road, Palo Alto, California with reference to the following facts:
SUSTAINABLE DEVELOPMENT TECHNOLOGY CANADA CONTRIBUTION AGREEMENTContribution Agreement • March 15th, 2022 • D-Wave Quantum Inc. • British Columbia
THIS CONTRIBUTION AGREEMENT (the “Agreement”) is made in triplicate this 10th day of July, 2018 (the “Effective Date”) between Canada Foundation for Sustainable Development Technology, a corporation without share capital continued under the Canada Foundation for Sustainable Development Technology Act (Canada) (“SDTC”) and D-Wave a corporation incorporated under the laws of British Columbia (hereinafter referred to as the “Eligible Recipient”).
AMENDMENT OF LEASEAmendment of Lease • March 15th, 2022 • D-Wave Quantum Inc. • British Columbia
