1,923,077 Shares CareDx, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • January 21st, 2021 • CareDx, Inc. • Services-medical laboratories • New York
CAREDX, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • June 3rd, 2014 • CareDx, Inc. • Services-medical laboratories • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of [ , 20 ] (the “Effective Date”), and is between CareDx, Inc., a Delaware corporation (the “Company”), and [insert name of indemnitee] (“Indemnitee”).
CAREDX, INC. Shares of Common Stock (par value $0.001 per share) Sales AgreementSales Agreement • August 31st, 2018 • CareDx, Inc. • Services-medical laboratories • New York
CareDx, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Jefferies LLC (the “Agent”), as follows:
COMMON STOCK PURCHASE WARRANT CAREDX, INC.CareDx, Inc. • March 15th, 2017 • Services-medical laboratories • New York
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after September 16, 2017 (the “Initial Exercise Date”), and on or prior to the close of business on September 15, 2022 (the “Expiration Date”) but not thereafter, to subscribe for and purchase from CareDx, Inc., a Delaware corporation (the “Company”), up to 1,250,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
2,250,000 Shares CareDx, Inc. Common Stock ($0.001 par value) PURCHASE AGREEMENT September 21, 2016Purchase Agreement • September 21st, 2016 • CareDx, Inc. • Services-medical laboratories • New York
CareDx, Inc., a Delaware corporation (the “Company”), proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 2,250,000 shares (the “Firm Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company. The Firm Shares consist of 2,250,000 authorized but unissued shares of Common Stock to be issued and sold by the Company. The Company has also granted to the several Underwriters an option to purchase up to 337,500 additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Purchase Agreement (this “Agreement”) are herein collectively called the “Securities.”
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 15th, 2017 • CareDx, Inc. • Services-medical laboratories • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 15, 2017, between CareDx, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
LEASE by and between BMR-BAYSHORE BOULEVARD LLC, a Delaware limited liability company and EXPRESSION DIAGNOSTICS, INC., a Delaware corporationLease • June 3rd, 2014 • CareDx, Inc. • Services-medical laboratories
THIS LEASE (this “Lease”) is entered into as of April 27, 2006, by and between BMR-BAYSHORE BOULEVARD LLC, a Delaware limited liability company (“Landlord”), and EXPRESSION DIAGNOSTICS, INC., a Delaware corporation (“Tenant”). The date on which this Lease has been executed by both parties hereto is referred to herein as the “Effective Date.”
4,341,600 Shares1 CAREDX, INC. Common Stock, par value $0.001 per share UNDERWRITING AGREEMENTUnderwriting Agreement • October 5th, 2017 • CareDx, Inc. • Services-medical laboratories • New York
CareDx, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 4,341,600 shares (the “Firm Shares”) of common stock, par value $0.001 per share (the “Common Stock”), of the Company. The Firm Shares consist of authorized but unissued shares of Common Stock to be issued and sold by the Company. The Company also has granted to the several Underwriters an option to purchase up to 651,240 additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Underwriting Agreement (this “Agreement”) are herein collectively called the “Securities.”
COMMON STOCK PURCHASE WARRANTCareDx, Inc. • August 9th, 2018 • Services-medical laboratories • New York
This Warrant is issued pursuant to that certain Credit Agreement and Guaranty dated as of April 17, 2018 (the “Credit Agreement”) by and among the Company, as borrower, the subsidiaries of the Company from time to time party thereto as guarantors, the lenders from time to time party thereto, and Holder, as administrative agent for the lenders.
CAREDX, INC. CHANGE OF CONTROL AND SEVERANCE AGREEMENTChange of Control and Severance Agreement • June 3rd, 2014 • CareDx, Inc. • Services-medical laboratories • California
This Change of Control and Severance Agreement (the “Agreement”) is made and entered into by and between [ ] (“Executive”) and CareDx, Inc., a Delaware corporation (the “Company”), effective as of [ ] (the “Effective Date”).
SECURITY AGREEMENTSecurity Agreement • March 15th, 2017 • CareDx, Inc. • Services-medical laboratories • New York
This SECURITY AGREEMENT, dated as of March 15, 2017 (as may be amended or restated from time to time, this “Agreement”), is by and among CareDx, Inc., a Delaware corporation (the “Company”), any Subsidiaries of the Company that now or at anytime hereafter agree to guarantee the Company’s obligations under the Debentures and/or any documents or instruments associated therewith (such Subsidiaries, the “Guarantors” and together with the Company, the “Debtors”), the holders of the Company’s 9.5% Original Issue Discount Senior Secured Debentures due February 28, 2020, in the original aggregate principal amount of $27,780,000 (collectively, the “Debentures”) that are signatories hereto, their endorsees, transferees and assigns (the “Purchasers”), and JGB Collateral, LLC, a Delaware limited liability company, in its capacity as agent for the Purchasers (“Agent” and collectively with the Purchasers, the “Secured Parties”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 15th, 2016 • CareDx, Inc. • Services-medical laboratories • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 15, 2016, by and among CareDx, Inc., a Delaware corporation with headquarters located at 3260 Bayshore Boulevard, Brisbane, California 94005 (the “Company”), and the investors listed on the Schedule of Investors attached hereto as Exhibit A (individually, an “Investor” and collectively, the “Investors”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 23rd, 2007 • XDx, Inc. • Delaware
This Indemnification Agreement (“Agreement”) is made as of by and between Expression Diagnostics, Inc., a Delaware corporation (the “Company”) and (“Indemnitee”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 3rd, 2014 • CareDx, Inc. • Services-medical laboratories
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of August 15, 2012 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time, including Oxford in its capacity as a Lender, SILICON VALLEY BANK, a California corporation with an office located at 3003 Tasman Drive, Santa Clara, CA 95054 (“Bank” or “SVB”) (each of Oxford and SVB, a “Lender” and collectively, the “Lenders”), and XDX, INC., a Delaware corporation with offices located at 3260 Bayshore Boulevard, Brisbane, CA 94005 (“Borrower”), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as follows:
Credit Agreement and Guaranty dated as of April 17, 2018 among CareDx, Inc. as the Borrower, Certain Subsidiaries of the Borrower from Time to Time Party hereto, as the Subsidiary Guarantors, The Lenders from Time to Time Party hereto, as the Lenders,...Credit Agreement • August 9th, 2018 • CareDx, Inc. • Services-medical laboratories • New York
LEASELease • October 23rd, 2007 • XDx, Inc.THIS LEASE (this “Lease”) is entered into as of April 27, 2006, by and between BMR-BAYSHORE BOULEVARD LLC, a Delaware limited liability company (“Landlord”), and EXPRESSION DIAGNOSTICS, INC., a Delaware corporation (“Tenant”). The date on which this Lease has been executed by both parties hereto is referred to herein as the “Effective Date.”
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 4th, 2015 • CareDx, Inc. • Services-medical laboratories
This LOAN AND SECURITY AGREEMENT (as amended, restated, modified or otherwise supplemented from time to time, this “Agreement”) is entered into as of January 30, 2015, by and between EAST WEST BANK (“Bank”) and CAREDX, INC. (“Borrower”).
FOURTH AMENDMENT TO CONDITIONAL SHARE PURCHASE AGREEMENT AND CONVERSION AGREEMENTConditional Share Purchase Agreement And • November 15th, 2017 • CareDx, Inc. • Services-medical laboratories • Stockholm
This Fourth Amendment to Conditional Share Purchase Agreement and Conversion Agreement (this “Amendment”) is made and entered into as of November 14, 2017, by and between CAREDX, INC., a Delaware corporation (the “Purchaser”), and Midroc Invest AB (the “Seller”) and amends that certain Conditional Share Purchase Agreement, as amended (the “Agreement”), between the Purchaser and the Seller relating to the sale by the Seller and the purchase by the Purchaser of all of the Seller’s 43,678,850 shares in CareDx International AB (formerly known as Allenex AB) (the “Company”) in connection with the Purchaser’s public offer to acquire all outstanding shares in the Company announced by the Purchaser on December 16, 2015. Terms used but not defined herein shall have the meaning ascribed thereto in the Agreement.
Confidential Treatment Requested. Confidential portions of this document have been redacted and have been separately filed with the Securities and Exchange Commission. DATED JUNE 20, 2013 DISTRIBUTION AND LICENSING AGREEMENTDistribution and Licensing • June 25th, 2014 • CareDx, Inc. • Services-medical laboratories • London
NOW THEREFORE, in consideration of the mutual covenants contained in this Agreement and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties, intending to be legally bound, agree as follows:
XDX, INC. CHANGE OF CONTROL AGREEMENTChange of Control Agreement • March 31st, 2014 • CareDx, Inc. • Services-medical laboratories • California
This Change of Control Agreement (the “Agreement”) is made and entered into by and between Mitch Nelles (“Executive”) and XDx, Inc. (the “Company”), effective as of May 27, 2010 (the “Effective Date”).
THIRD AMendment to COnditional Share Purchase Agreement And CONVERSION AGREEMENTShare Purchase Agreement and Conversion Agreement • August 11th, 2017 • CareDx, Inc. • Services-medical laboratories • Stockholm
This Third Amendment to Conditional Share Purchase Agreement and Conversion Agreement (this “Amendment”) is made and entered into as of July 1, 2017, by and between CareDx, Inc., a Delaware corporation (the “Purchaser”), and Midroc Invest AB (the “Seller”) and amends that certain Conditional Share Purchase Agreement, as amended (the “Agreement”), between the Purchaser and the Seller relating to the sale by the Seller and the purchase by the Purchaser of all of the Seller’s 43,678,850 shares in CareDx International AB (formerly known as Allenex AB) (the “Company”) in connection with the Purchaser’s public offer to acquire all outstanding shares in the Company announced by the Purchaser on December 16, 2015. Terms used but not defined herein shall have the meaning ascribed thereto in the Agreement.
CAREDX, INC. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • September 11th, 2019 • CareDx, Inc. • Services-medical laboratories • California
Unless otherwise defined herein, the terms defined in the CareDx, Inc. 2019 Inducement Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Restricted Stock Unit Agreement (the “Award Agreement”), which includes the Notice of Restricted Stock Unit Grant (the “Notice of Grant”) and the Terms and Conditions of Restricted Stock Unit Grant, attached hereto as Exhibit A.
CONDITIONAL SHARE PURCHASE AGREEMENTConditional Share Purchase Agreement • December 22nd, 2015 • CareDx, Inc. • Services-medical laboratories • Stockholm
This Conditional Share Purchase Agreement (this “Agreement”) has, on the date hereof, been entered into by and between CareDx, Inc. (the “Purchaser”) and FastPartner AB (the “Seller”).
AGREEMENT AND PLAN OF MERGER by and among CAREDX, INC., MONITOR ACQUISITION CORPORATION, IMMUMETRIX, INC., and MATTIAS WESTMAN, AS HOLDERS’ AGENT Dated as of May 17, 2014Agreement and Plan of Merger • July 15th, 2014 • CareDx, Inc. • Services-medical laboratories • Delaware
This AGREEMENT AND PLAN OF MERGER, made and entered into as of May 17, 2014 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is by and among CareDx, Inc., a Delaware corporation (“Parent”), Monitor Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), ImmuMetrix, Inc., a Delaware corporation (“Company”), and Mattias Westman as the Holders’ Agent, for the purposes of Article VII only. Certain capitalized terms used herein have the meanings assigned to in Annex A.
CAREDX, INC.Stock Option Agreement • October 12th, 2017 • CareDx, Inc. • Services-medical laboratories • California
Unless otherwise defined herein, the terms defined in the CareDx, Inc. 2014 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement (the “Agreement”), including the Notice of Stock Option Grant (the “Notice of Grant”) and Terms and Conditions of Stock Option Grant, attached hereto as Exhibit A.
FORM OF WARRANTPurchase Agreement • April 14th, 2016 • CareDx, Inc. • Services-medical laboratories • New York
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER ANY APPLICABLE STATE SECURITIES LAWS. THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT ARE SUBJECT TO RESTRICTIONS ON RESALE AND MAY NOT BE RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
SEPARATION AGREEMENTSeparation Agreement • February 28th, 2024 • CareDx, Inc. • Services-medical laboratories • California
I, Reginald Seeto, have resigned from my employment with CareDx, Inc. (“Company”), effective November 1, 2023 (“Resignation Date”). The “Effective Date” of this Separation Agreement is the date of execution.
AMENDED AND RESTATED EXCLUSIVE AGREEMENTCommon Stock Purchase Agreement • July 15th, 2014 • CareDx, Inc. • Services-medical laboratories • California
This Amended and Restated Agreement (“Restated Agreement”) between THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY (“Stanford”), an institution of higher education having powers under the laws of the State of California, and ImmuMetrix, Inc. (“ImmuMetrix”), a corporation having a principal place of business at 3183 Porter Drive, Palo Alto, CA, is effective on the 27th day of January, 2014, (“Restatement Effective Date”).
VOTING AGREEMENTVoting Agreement • April 14th, 2016 • CareDx, Inc. • Services-medical laboratories • Delaware
THIS VOTING AGREEMENT (this “Agreement”) is entered into as of April 12, 2016, by and among the investors listed on Schedule A hereto (each, an “Investor”, and collectively, the “Investors”), CareDx, Inc., a Delaware corporation (the “Company”), and the stockholders of the Company listed on Schedule B hereto (each, a “Stockholder”, and collectively, the “Stockholders”). Capitalized terms used herein but not otherwise defined shall have the meaning given to them in the Purchase Agreement (as defined below).
CAREDX, INC. STOCK OPTION AGREEMENTStock Option Agreement • September 11th, 2019 • CareDx, Inc. • Services-medical laboratories • California
Unless otherwise defined herein, the terms defined in the CareDx, Inc. 2019 Inducement Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement (the “Agreement”), including the Notice of Stock Option Grant (the “Notice of Grant”) and Terms and Conditions of Stock Option Grant, attached hereto as Exhibit A.
NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE HEREUNDER HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS...CareDx, Inc. • March 15th, 2017 • Services-medical laboratories • New York
THIS 9.5% ORIGINAL ISSUE DISCOUNT SENIOR SECURED DEBENTURE is one of a series of duly authorized and validly issued 9.5% Original Issue Discount Senior Secured Convertible Debentures of CareDx, Inc., a Delaware corporation, (the “Company”), having its principal place of business at 3260 Bayshore Boulevard, Brisbane, California 94005 (this debenture, as amended, restated, supplemented or otherwise modified from time to time, the “Debenture” and collectively with the other debentures of such series, the “Debentures”) and is issued pursuant to the Purchase Agreement (as defined below).
XDX, INC. SIXTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • May 2nd, 2014 • CareDx, Inc. • Services-medical laboratories • California
THIS SIXTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of July 1, 2009, as amended on March 29, 2012, by and among XDx, Inc., a Delaware corporation (the “Company”) and the undersigned holders of the Company’s Series A Preferred Stock (the “Series A Preferred”), Series B Preferred Stock (the “Series B Preferred”), Series C Preferred Stock (the “Series C Preferred”), Series D Preferred Stock (the “Series D Preferred”), Series E Preferred Stock (the “Series E Preferred”), Series F Preferred Stock (the “Series F Preferred”) and Series G Preferred Stock (the “Series G Preferred”) listed on Exhibit A hereto (each an “Investor”, and collectively, the “Investors”).
LICENSE AND COMMERCIALIZATION AGREEMENTLicense and Commercialization Agreement • October 9th, 2018 • CareDx, Inc. • Services-medical laboratories • California
This License and Commercialization Agreement (“Agreement”) is effective as of the date of last signature below (the “Effective Date”) by and between Illumina, Inc., a Delaware corporation, having a place of business at 5200 Illumina Way, San Diego, CA, 92122 (“Illumina”), and CareDx, Inc., a Delaware corporation, having a place of business at 3260 Bayshore Boulevard, Brisbane, CA 94005 (“CareDx”). Illumina and CareDx may each be referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
Dr. Peter Maag Chief Executive Officer CareDx, Inc. Brisbane, CA 94005 Dear Dr. Maag:CareDx, Inc. • August 9th, 2018 • Services-medical laboratories
CareDx, Inc. (the “Borrower”) has requested the commitment of Perceptive Credit Holdings II, LP (the “Lender” or “Perceptive”) to provide financing to the Borrower in the form of a Senior Term Loan Facility in an aggregate principal amount not to exceed $35,000,000 (the “Facility”). Perceptive has agreed to provide such commitment on the terms set forth in this letter (the “Commitment Letter”). The proceeds of the Facility will be used for general corporate purposes, including, without limitation, business development and licensing purposes, the refinancing of existing debt and the payment of fees and expenses associated with the negotiation, execution and implementation of the Facility. The terms and provisions governing the Facility will be substantially as set forth in the draft of the documents set forth on Exhibit A hereto, with such changes which have been previously agreed to by the parties and further changes which are satisfactory to the Lender in its reasonable discretion, in
LEGAL CONSULTING AGREEMENTLegal Consulting Agreement • February 28th, 2024 • CareDx, Inc. • Services-medical laboratories • California
This Legal Consulting Agreement (“Agreement”) is entered into on October 30, 2023 and is effective on November 2, 2023 (“Effective Date”) and is between CareDx, Inc., with a business address at 8000 Marina Blvd, Brisbane, CA 94005 (“CareDx” or the “Company”) and Reginald Seeto (“Consultant”), following Consultant’s resignation of employment pursuant to the fully executed Separation Agreement between Consultant and CareDx. CareDx and Consultant may be referred to individually as a (“Party”) and collectively as the (“Parties”).
