AMENDED AND RESTATED EQUITY AGREEMENTEquity Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • Wisconsin
This Agreement is effective as of the Effective Date (as hereinafter defined), by and between WiCell Research Institute, Inc. (hereinafter called “WiCell”), a nonstock, nonprofit Wisconsin corporation, and Cellular Dynamics International, Inc., formerly known as iPS Cells, Inc. (hereinafter called “Company”), a corporation organized and existing under the laws of Wisconsin;
CELLULAR DYNAMICS INTERNATIONAL, INC. NONSTATUTORY STOCK OPTION AGREEMENTNonstatutory Stock Option Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • Wisconsin
EMPLOYMENT AGREEMENTEmployment Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • Wisconsin
THIS EMPLOYMENT AGREEMENT (the “Agreement”) between Cellular Dynamics International, Inc., a Wisconsin corporation (the “Company”), and [Robert Palay] (the “Executive”) is entered into as of _________ __, 2013 (the “Effective Date”). In consideration of the covenants contained herein, the parties agree as follows:
CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENTStock Option Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • Wisconsin
This Option Agreement, entered into as of __________________ (the “Date of Grant”), is between Cellular Dynamics International, Inc., a Wisconsin corporation (the “Company”), and [NAME] (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as set forth in the Company’s 2013 Equity Incentive Plan (the “Plan”).
PROMISSORY NOTEPromissory Note • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • Wisconsin
FOR VALID CONSIDERATION, the receipt and sufficiency of which are hereby acknowledged, and in consideration for the terms and conditions set forth in the Technology Venture Fund and Economic Diversification Program Agreement (“Agreement”) between the Wisconsin Department of Commerce (“Department”) and Cellular Dynamics International, Inc. (“Borrower”) also identified as Contract # TVF FY07-17050/GEDL FY07-17072, the Borrower promises to pay the Department the principal sum of Seven Hundred Fifty Thousand and 00/100 Dollars ($750,000.00), or so much thereof as may be advanced by the Department, together with interest, in accordance with the terms and conditions hereinafter set forth.
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • Wisconsin
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made effective as of _______ __, 20__ (subject to what is provided in Section 11(b) hereof), between Cellular Dynamics International, Inc., a Wisconsin corporation (the “Company”), and _______________ (“Indemnitee”).
LICENSE AGREEMENTLicense Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • Wisconsin
(****) DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION.
AMENDMENT TO LEASELease Amendment • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances)
FIRST AMENDMENT TO SUPPLY AGREEMENTSupply Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances)
This First Amendment (“Amendment”) to Supply Agreement is by and between Cellular Dynamics International, Inc. (“CDI”) and Hoffmann-La Roche Inc. (“Roche”).
LEASE AGREEMENTLease Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances)
This Lease is made by and between University Research Park, Incorporated, a Wisconsin non-stock corporation (hereinafter referred to as “Landlord”), and Cellular Dynamics International, Inc., a Wisconsin corporation (hereinafter referred to as “Tenant”), as of the date of execution by Landlord as set forth on the signature page hereof.
Consulting AgreementConsulting Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • Wisconsin
This Consulting Agreement, effective as of the 18th day of October, 2010, is made by and between Cellular Dynamics International, Inc. (the “Company”) and Dr. Stanley D. Rose (“Consultant”).
AMENDMENT TO LEASE AGREEMENTLease Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances)
THIS AMENDMENT TO LEASE AGREEMENT (“Amendment”) is made as of May 15, 2010 (the “Effective Date”), by and between UNIVERSITY RESEARCH PARK, INCORPORATED, a Wisconsin non-stock corporation (hereinafter referred to as “Landlord”) and CELLULAR DYNAMICS INTERNATIONAL, INC., a Wisconsin corporation (hereinafter referred to as “Tenant”).
AMENDMENT TO LEASELease Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances)
THIS AMENDMENT TO LEASE (“Amendment”) is made as of June 1, 2008, by and between UNIVERSITY RESEARCH PARK, INCORPORATED, a Wisconsin non-stock corporation (hereinafter referred to as “Landlord”) and CELLULAR DYNAMICS INTERNATIONAL, INC., a Wisconsin corporation (hereinafter referred to as “Tenant”).
Cellular Dynamics International, Inc. University Research Park Madison, WI 53711 October 18, 2010Option Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • Wisconsin
This letter (when fully executed and delivered by you as contemplated below, this “Agreement”) will confirm the terms and conditions upon which the Cellular Dynamics International, Inc. (the “Company”) by its Board of Directors would grant to you an option under the Company’s 2008 Equity Incentive Plan, as amended (the “Plan”), which option is further described herein (i.e., the Option as defined in Paragraph 4(a)). Such terms and conditions are as follows:
Cellular Dynamics International, Inc. University Research Park Madison, WI 53711 December 12, 2008Employment Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • Wisconsin
This letter (when executed and delivered by you as contemplated below, “this Agreement”) will confirm terms and conditions of your employment by Cellular Dynamics International, Inc. (the “Company”). They are as follows:
CELLULAR DYNAMICS INTERNATIONAL, INC. STOCK OPTION AGREEMENTStock Option Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • Wisconsin
This Option Agreement, entered into as of __________________ (the “Date of Grant”), is between Cellular Dynamics International, Inc., a Wisconsin corporation (the “Company”), and [NAME] (the “Participant”). All terms used herein and not otherwise defined shall have the same meaning as set forth in the Company’s 2013 Equity Incentive Plan (the “Plan”).
License and Services AgreementLicense and Services Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • California
This License and Services Agreement ("Agreement") is by and between The Buck Institute for Research on Aging, an independent non-profit research organization ("Buck") with facilities at 8001 Redwood Blvd., Novato, CA 94945 ("Facility") and Cellular Dynamics International, a Wisconsin Corporation, located at 525 Science Drive, Madison, WI 53711 ("CDI").
Cellular Dynamics International, Inc. University Research Park Madison, WI 53711Letter Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances)
This letter (when fully executed and delivered by you as contemplated below, this “Agreement”) will confirm our understanding, effective as of December 20, 2011, regarding the amendment of the 2010 Letter Agreement in connection with, and as consideration for, the grant on December 20, 2011 to you of an additional option for the purchase of 600,000 shares of Company common stock under the Plan, as follows:
GRANT AGREEMENT BETWEEN THE WISCONSIN DEPARTMENT OF COMMERCE AND STEM CELL PRODUCTS, INC.Grant Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • Wisconsin
This Agreement is entered into by and between the Wisconsin Department of Commerce (“Department”) and Stem Cell Products, Inc., (“Recipient”).
AMENDMENT TO LEASELease Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances)
THIS AMENDMENT TO LEASE (“Amendment”) is made as of August 1, 2006, by and between University Research, Incorporated, a Wisconsin non-stock corporation (hereinafter referred to as “Landlord”) and Cellular Dynamics International, Inc., a Wisconsin corporation (hereinafter referred to as “Tenant”).
Cellular Dynamics International, Inc. University Research Park Madison, WI 53711 December 19, 2008Employment Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • Wisconsin
This letter (when executed and delivered by you as contemplated below, “this Agreement”) will confirm terms and conditions of your employment by Cellular Dynamics International, Inc. (the “Company”). They are as follows:
CELLULAR DYNAMICS INTERNATIONAL, INC. FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT November 1, 2012Registration Rights Agreement • June 3rd, 2013 • Cellular Dynamics International, Inc. • Biological products, (no disgnostic substances) • Wisconsin
