EXHIBIT 2.1 PURCHASE AGREEMENTPurchase Agreement • October 25th, 2000 • Harvard Bioscience Inc • Laboratory analytical instruments • New York
Exhibit 10.4 CONFIDENTIAL INFORMATION HAS BEEN OMITTED PURSUANT TO RULE 406 UNDER THE SECURITIES ACT AND HAS BEEN FILED SEPARATELY, WITH THE COMMISSION. THE LOCATIONS OF THE OMITTED INFORMATION HAVE BEEN INDICATED WITH ASTERISKS. DISTRIBUTION...Distribution Agreement • November 9th, 2000 • Harvard Bioscience Inc • Laboratory analytical instruments • England and Wales
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 15th, 2001 • Harvard Bioscience Inc • Laboratory analytical instruments • Massachusetts
BROWN BROTHERS HARRIMAN & CO. AGENT FOR THE LENDERS REFERENCED HEREIN ANDAgreement • December 1st, 2000 • Harvard Bioscience Inc • Laboratory analytical instruments • Massachusetts
THIRD AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT DATED MARCH 2, 1999 BETWEEN BROWN BROTHERS HARRIMAN & CO., AS AGENT FOR ITSELF AND FLEET NATIONAL BANK F/K/A BANKBOSTON, N.A. AND HARVARD APPARATUS, INC.Loan and Security Agreement • December 1st, 2000 • Harvard Bioscience Inc • Laboratory analytical instruments • Massachusetts
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 29, 2013 among HARVARD BIOSCIENCE, INC., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer, BROWN BROTHERS HARRIMAN & CO., and Each of the Other Lenders From...Credit Agreement • April 3rd, 2013 • Harvard Bioscience Inc • Laboratory analytical instruments • Massachusetts
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of March 29, 2013, among HARVARD BIOSCIENCE, INC., a Delaware corporation (the “Borrower”), BROWN BROTHERS HARRIMAN & CO. and each other lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer.
LEASE - of -Lease • November 9th, 2000 • Harvard Bioscience Inc • Laboratory analytical instruments
EXHIBIT 10.7 HARVARD BIOSCIENCE, INC. EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") is made as of the 6th day of December, 2000, between Harvard Bioscience, Inc., a Delaware corporation (the "Company"), and James Warren...Employment Agreement • April 2nd, 2001 • Harvard Bioscience Inc • Laboratory analytical instruments • Massachusetts
MADE BETWEENHarvard Bioscience Inc • November 9th, 2000 • Laboratory analytical instruments
Exhibit 1.1 6,422,450 SHARES HARVARD BIOSCIENCE, INC. COMMON STOCK, $.01 PAR VALUE UNDERWRITING AGREEMENT DATED: DECEMBER ____, 2000Underwriting Agreement • December 5th, 2000 • Harvard Bioscience Inc • Laboratory analytical instruments • New York
Exhibit 10.9 LEASE AGREEMENT ARTICLE I - PARTIES This Lease Agreement (hereinafter "Lease" or "Agreement") made this 16th day of December, 1996. Seven October Hill LLC, a Massachusetts limited liability corporation, with an address at c/o Parsons...Lease Agreement • November 9th, 2000 • Harvard Bioscience Inc • Laboratory analytical instruments • Massachusetts
EXHIBIT 2.2 ASSET PURCHASE AGREEMENT AGREEMENT entered into as of July 14, 2000 by and between Harvard Apparatus, Inc., a Massachusetts corporation ("BUYER"), AmiKa Corporation., a Maryland corporation ("AMIKA"), and Ashok Shukla (the "SHAREHOLDER")...Asset Purchase Agreement • October 25th, 2000 • Harvard Bioscience Inc • Laboratory analytical instruments • Maryland
HARVARD BIOSCIENCE, INC. UNAUDITED PRO FORMA FINANCIAL INFORMATIONHarvard Bioscience Inc • January 26th, 2018 • Laboratory analytical instruments
Harvard Bioscience, Inc. (the “Company”) has entered into a Purchase Agreement, dated January 22, 2018 (the “Purchase Agreement”), pursuant to which the Company sold substantially all of the assets of its wholly-owned subsidiary, Denville Scientific, Inc. (“Denville”) to Thomas Scientific, LLC (“Thomas Scientific”) for approximately $20 million, which includes a $3 million earn-out provision. At the completion of the sale, the Company received $17 million in cash from Thomas Scientific, including cash held in escrow.
EXHIBIT 10.6 HARVARD BIOSCIENCE, INC. EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") is made as of the 6th day of December, 2000, between Harvard Bioscience, Inc., a Delaware corporation (the "Company"), and David Green...Employment Agreement • April 2nd, 2001 • Harvard Bioscience Inc • Laboratory analytical instruments • Massachusetts
By and AmongSecurityholders' Agreement • October 25th, 2000 • Harvard Bioscience Inc • Laboratory analytical instruments
FINANCING AGREEMENT Dated as of January 31, 2018 by and among HARVARD BIOSCIENCE, INC., as Parent and as Borrowing Agent, PLYMOUTH Sub, Inc. (to be merged with and into Data Sciences International, Inc.) AND EACH OTHER SUBSIDIARY OF PARENT LISTED AS A...Financing Agreement • February 2nd, 2018 • Harvard Bioscience Inc • Laboratory analytical instruments
Financing Agreement, dated as of January 31, 2018, by and among Harvard Bioscience, Inc., a Delaware corporation, a borrower (the "Parent" or the "Borrowing Agent"), Plymouth Sub, Inc., a Delaware corporation and directly wholly-owned subsidiary of the Parent, a borrower ("Merger Sub" or, prior to the consummation of the Acquisition (as defined herein), the "Initial Borrower"), which shall be merged with and into Data Sciences International, Inc., a Delaware corporation (the "Target" or, immediately upon consummation of the Acquisition, the "Surviving Borrower"), each of the other Borrowers (as defined herein) and Guarantors (as defined herein) from time to time party hereto, the lenders from time to time party hereto (each a "Lender" and collectively, the "Lenders"), Cerberus Business Finance, LLC, a Delaware limited liability company ("CBF"), as collateral agent and hypothecary representative for the Secured Parties (in such capacity, together with its successors and assigns in such
RECITALSForm of Voting Agreement • July 19th, 2002 • Harvard Bioscience Inc • Laboratory analytical instruments • Delaware
HARVARD BIOSCIENCE, INC. AND REGISTRAR AND TRANSFER COMPANY AS RIGHTS AGENT SHAREHOLDER RIGHTS AGREEMENT DATED AS OF FEBRUARY 5, 2008Shareholder Rights Agreement • February 8th, 2008 • Harvard Bioscience Inc • Laboratory analytical instruments • Delaware
Agreement, dated as of February 5, 2008, between Harvard Bioscience, Inc., a Delaware corporation (the “Company”), and Registrar and Transfer Company, a New Jersey corporation (the “Rights Agent”).
CREDIT AGREEMENT dated as of December 22, 2020 among HARVARD BIOSCIENCE, INC. as the Borrower, THE LENDERS PARTY HERETO, and CITIZENS BANK, N.A., as Administrative Agent and WELLS FARGO BANK, NATIONAL ASSOCIATION and SILICON VALLEY BANK as Joint...Credit Agreement • December 23rd, 2020 • Harvard Bioscience Inc • Laboratory analytical instruments • New York
HARVARD BIOSCIENCE, INC. EMPLOYMENT AGREEMENTRelease Agreement • November 1st, 2019 • Harvard Bioscience Inc • Laboratory analytical instruments • Massachusetts
This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made as of the 31st day of October, 2019, between Harvard Bioscience, Inc., a Delaware corporation (the “Company”), and Yash Singh (“Executive”). For purposes of this Agreement the “Company” shall refer to the Company and any of its predecessors.
AMENDMENT AND WAIVER TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT DATED MARCH 2, 1999 BETWEEN BROWN BROTHERS HARRIMAN & CO., AS AGENT FOR ITSELF AND FLEET NATIONAL BANK F/K/A BANKBOSTON, N.A. AND HARVARD APPARATUS, INC.Loan and Security Agreement • December 1st, 2000 • Harvard Bioscience Inc • Laboratory analytical instruments • Massachusetts
Exhibit 10.8 FORM OF INDEMNIFICATION AGREEMENT This Agreement made and entered into this ____ day of ______ 2000, ("Agreement"), by and between Harvard Bioscience, Inc., a Delaware corporation (the "Company," which term shall include, where...Form of Indemnification Agreement • October 25th, 2000 • Harvard Bioscience Inc • Laboratory analytical instruments • Delaware
PRODUCT DISTRIBUTION AGREEMENT BY AND BETWEEN HARVARD BIOSCIENCE, INC. AND HARVARD APPARATUS REGENERATIVE TECHNOLOGY, INC. DATED AS OF OCTOBER 31, 2013Product Distribution Agreement • November 6th, 2013 • Harvard Bioscience Inc • Laboratory analytical instruments • Massachusetts
THIS PRODUCT DISTRIBUTION AGREEMENT dated as of October 31, 2013 (this “Agreement”), is entered into by and between HARVARD BIOSCIENCE, INC., a Delaware corporation (“HBIO”) and HARVARD APPARATUS REGENERATIVE TECHNOLOGY, INC., a Delaware corporation (“HART”) (each, a “Party” and, collectively, the “Parties”).
INTELLECTUAL PROPERTY MATTERS AGREEMENT BY AND BETWEEN HARVARD BIOSCIENCE, INC. and HARVARD APPARATUS REGENERATIVE TECHNOLOGY, INC. Dated as of October 31, 2013 INTELLECTUAL PROPERTY MATTERS AGREEMENTIntellectual Property Matters Agreement • November 6th, 2013 • Harvard Bioscience Inc • Laboratory analytical instruments • Massachusetts
THIS INTELLECTUAL PROPERTY MATTERS AGREEMENT (this “Agreement”) is dated as of October 31, 2013, by and between Harvard Bioscience, Inc., a Delaware corporation (“HBIO”), and Harvard Apparatus Regenerative Technology, a Delaware corporation and a wholly owned subsidiary of HBIO (“HART”). HBIO and HART are each referred to herein as a “Party” and collectively as the “Parties.”
TAX SHARING AGREEMENT DATED AS OF OCTOBER 31, 2013 BY AND BETWEEN HARVARD BIOSCIENCE, INC. AND HARVARD APPARATUS REGENERATIVE TECHNOLOGY, INC. (for itself and on behalf of each member of the SpinCo Group)Tax Sharing Agreement • November 6th, 2013 • Harvard Bioscience Inc • Laboratory analytical instruments
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 8th, 2020 • Harvard Bioscience Inc • Laboratory analytical instruments • Delaware
This Indemnification Agreement (“Agreement”) is made and entered into this ____ day of ______ 20__, by and between Harvard Bioscience, Inc., a Delaware corporation (the “Company,” which term shall include, where appropriate, any Entity (as hereinafter defined) controlled directly or indirectly by the Company) and ____________ (“Indemnitee”):
THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of May 1, 2017 among HARVARD BIOSCIENCE, INC., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer, BROWN BROTHERS HARRIMAN & CO., and Each of the Other Lenders From Time...Credit Agreement • May 8th, 2017 • Harvard Bioscience Inc • Laboratory analytical instruments • Massachusetts
DATED 8 May 2008 THE MASTER FELLOWS AND SCHOLARS OF TRINITY COLLEGE CAMBRIDGE and (1) BIOCHROM LIMITED (2) LEASE Unit 22 Cambridge Science Park, Milton Road, Cambridge Term: A term of years from 8 May 2008 expiring on 28 September 2012 Initial Rent:...Harvard Bioscience Inc • March 11th, 2009 • Laboratory analytical instruments
HARVARD BIOSCIENCE, INC. EMPLOYMENT AGREEMENTRelease Agreement • June 20th, 2023 • Harvard Bioscience Inc • Laboratory analytical instruments
This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made as of the date of last signature below (the “Commencement Date”) between Harvard Bioscience, Inc., a Delaware corporation (the “Company”), and Jennifer Cote (“Executive”). For purposes of this Agreement the “Company” shall refer to the Company and any of its predecessors.
PLEDGE AND SECURITY AGREEMENT among HARVARD BIOSCIENCE, INC. EACH OF THE GUARANTORS PARTY HERETO and CITIZENS BANK, N.A., as Administrative Agent ____________________________________ Dated as of December 22, 2020Pledge and Security Agreement • December 23rd, 2020 • Harvard Bioscience Inc • Laboratory analytical instruments • New York
LEASE AGREEMENT BETWEEN SEVEN OCTOBER HILL, LLC AS LANDLORD, AND Harvard Bioscience, Inc. as Tenant 84 October Hill Road, Building # 7 Holliston, Massachusetts 01746 DATED AS OF December 30, 2005Lease Agreement • January 4th, 2006 • Harvard Bioscience Inc • Laboratory analytical instruments
HARVARD BIOSCIENCE, INC. EMPLOYMENT AGREEMENTEmployment Agreement • May 27th, 2016 • Harvard Bioscience Inc • Laboratory analytical instruments • Massachusetts
This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made as of the 26th day of May, 2016, between Harvard Bioscience, Inc., a Delaware corporation (the “Company”), and Yong Sun (“Executive”). For purposes of this Agreement the “Company” shall refer to the Company and any of its predecessors.
LIMITED CONSENT AND WAIVERConsent and Waiver • March 17th, 2017 • Harvard Bioscience Inc • Laboratory analytical instruments • Massachusetts
This LIMITED CONSENT AND WAIVER (this “Limited Consent”) is dated as of November 1, 2016, and is effective as of October 26, 2016 and is made by and among HARVARD BIOSCIENCE, INC. (the “Borrower”), BANK OF AMERICA N.A., as Administrative Agent (“Agent”) L/C Issuer and Lender, and BROWN BROTHERS HARRIMAN & CO. (“BBH”).
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • July 8th, 2019 • Harvard Bioscience Inc • Laboratory analytical instruments
This Separation and Release Agreement (the “Release Agreement”) is entered into by Jeffrey Duchemin (the “Executive”) and Harvard Bioscience, Inc. (the “Company”) as of the date that the last party executing this Release Agreement executes the same as noted on the signature page hereto. This is the Release Agreement referenced in the Agreement between the Executive and the Company made as of August 26, 2013 (as amended or modified from time to time, the “Employment Agreement”).
NON-QUALIFIED STOCK OPTION TO PURCHASE SHARES OF COMMON STOCK UNDER THE HARVARD BIOSCIENCE, INC. THIRD AMENDED AND RESTATEDNon-Qualified • November 6th, 2020 • Harvard Bioscience Inc • Laboratory analytical instruments • Delaware
On July 18, 2019, Harvard Bioscience, Inc., a Delaware corporation (including its successors, the “Company”) and Michael Rossi (the “Optionee”) entered into an employment agreement setting forth the terms of Optionee’s employment (as amended, restated or modified from time to time, the “Employment Agreement”), which contemplated among other things that the parties would enter into this option agreement. The Board of Directors of the Company has determined that it is in the best interests of the Company and its stockholders to grant an option (the “Option”) to the Optionee as provided herein.
