Universal Biosensors Inc Sample Contracts

Employment Agreement Universal Biosensors Pty Ltd ACN 098 234 309 Garry Chambers
Employment Agreement • April 30th, 2007 • Universal Biosensors Inc • Victoria
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BOWMAYNE PTY. LTD. A.C.N. 126 501 755 (“Lessor”) AND:
Universal Biosensors Inc • March 18th, 2021 • Surgical & medical instruments & apparatus

WHEREAS: By a Lease dated 16th October, 2006 made between Heyram Properties Pty. Ltd. (“original Lessor”) and the Lessee and Deeds Of Extension And Variation of Lease dated 24th March, 2014 and 6th February, 2019 (“Deeds”) both made between the Lessor and the Lessee (“Lease”), the original Lessor agreed to let and the Lessee agreed to lease the Premises at the Building, 1 Corporate Avenue, Rowville, Vic 3178 (excluding area leased for the telecommunications aerial) (“Premises”) to be held by the Lessee pursuant to the second Deed for the term of Three (3) years which term commenced on the 1st April, 2019 (“Term”).

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Collaboration Agreement - hereinafter referred to as “Agreement” - by and between Universal Biosensors Pty Ltd. with a place of business of 1 Corporate Avenue, Rowville, Victoria 3178, Australia - hereinafter referred to as “UBI” - and Siemens...
Collaboration Agreement • January 31st, 2012 • Universal Biosensors Inc • Surgical & medical instruments & apparatus

WHEREAS, UBI is developing a PT/INR test strip and associated reader and would agree to modify the test strip and develop certain additional coagulation-related test strips and a second reader for Siemens;

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Dated 3 March 2020 Chief Executive Officer - Executive Service Parties Universal Biosensors Pty Ltd (ACN 098 234 309) John Sharman
Universal Biosensors Inc • May 1st, 2020 • Surgical & medical instruments & apparatus • Victoria

A The Employer is an Australian-based medical diagnostics company focused on the research, development and manufacture of diagnostic test systems for point-of-care professional and home use.

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Date: 29 October 2007 First Amended: 11 December 2008 Amended and Restated: 14 May 2009 LifeScan, Inc. Universal Biosensors Pty Ltd Universal Biosensors, Inc. Amended and Restated Master Services and Supply Agreement
Quality Agreement • August 7th, 2009 • Universal Biosensors Inc • Surgical & medical instruments & apparatus • New York

Universal Biosensors Pty Ltd ACN 098 234 309, a company incorporated in Victoria, Australia of 1 Corporate Avenue, Rowville, Victoria 3178, Australia (UBS)

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THIRD AMENDMENT TO AMENDED AND RESTATED MASTER SERVICES AND SUPPLY AGREEMENT
Master Services and Supply Agreement • December 20th, 2013 • Universal Biosensors Inc • Surgical & medical instruments & apparatus

This agreement is effective as of the date it is executed by all parties and amends the Amended and Restated Master Services and Supply Agreement (the “Agreement”) between Universal Biosensors Pty. Ltd. and Universal Biosensors, Inc. on the one hand and Cilag GmbH International on the other as follows.

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SECOND AMENDMENT TO AMENDED AND RESTATED MASTER SERVICES AND SUPPLY AGREEMENT
Master Services and Supply Agreement • November 3rd, 2011 • Universal Biosensors Inc • Surgical & medical instruments & apparatus

This agreement is effective as of the date it is executed by all parties and amends the Amended and Restated Master Services and Supply Agreement (the “Agreement”) between Universal Biosensors Pty. Ltd. and Universal Biosensors, Inc. on the one hand and Cilag GmbH International on the other as follows.

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AMENDMENT NO. 2 AND CONSENT TO CREDIT AGREEMENT
Credit Agreement • January 3rd, 2018 • Universal Biosensors Inc • Surgical & medical instruments & apparatus • New York

This AMENDMENT NO. 2 AND CONSENT TO CREDIT AGREEMENT (this “Agreement”) is made and entered into as of December 29, 2017 by and among UNIVERSAL BIOSENSORS PTY LTD (ACN 098 234 309), a proprietary limited company incorporated in Australia (the “Borrower”), UNIVERSAL BIOSENSORS, INC., a Delaware corporation (“Parent”), ATHYRIUM OPPORTUNITIES FUND (A) LP, as Administrative Agent (the “Administrative Agent”), and the lenders listed on the signature pages hereto (the “Lenders”).

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SUPPLY AGREEMENT
Supply Agreement • February 4th, 2013 • Universal Biosensors Inc • Surgical & medical instruments & apparatus • New York

This Supply Agreement (“Supply Agreement”) is effective as of September 20, 2012 (“Effective Date”) by and between SIEMENS HEALTHCARE DIAGNOSTICS INC. (“Siemens”), having a place of business at 511 Benedict Avenue, Tarrytown, NY 10591, USA, and UNIVERSAL BIOSENSORS PTY LTD., a company incorporated in Victoria, Australia (“UBI”), having an address at 1 Corporate Avenue, Rowville, Victoria 3178, Australia.

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Second Services Addendum — Manufacturing Process Support Date: Dated with effect 11 December 2008
Universal Biosensors Inc • March 30th, 2009 • Surgical & medical instruments & apparatus

This Second Services Addendum (Second Services Addendum) to the Master Services and Supply Agreement dated 29 October 2007 between LifeScan, Inc., Universal Biosensors Pty Ltd and Universal Biosensors, Inc. (Master Agreement) is entered into by and between LifeScan, Inc, a Californian corporation of 1000 Gibraltar Drive, Milpitas, CA 95035-6312, USA (LifeScan), Universal Biosensors Pty Ltd ACN 098 234 309, a company incorporated in Victoria, Australia of 1 Corporate Avenue, Rowville, Victoria 3178, Australia (UBS) and Universal Biosensors, Inc., a Delaware corporation of having its registered office at c/o Corporation Service Company 2711 Centerville Road, Suite 400, Wilmington, Delaware 19808 USA (UBI).

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Wilson HTM Corporate Finance Limited Underwriting agreement for renounceable entitlement offer of shares Relating to Universal Biosensors, Inc.
Universal Biosensors Inc • November 16th, 2007 • Surgical & medical instruments & apparatus

A The Company is seeking to raise approximately $34.2 million of new equity capital by an issue of approximately 28.5 million Shares that will be offered to Eligible Shareholders in a renounceable entitlement offer on a 2 for 9 basis.

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LifeScan, Inc. 1000 Gibraltar Drive, Milpitas, CA 95035-6312 Tel: 408 263-9789 Fax: 408 946-6070 www.LifeScan.com
Universal Biosensors Inc • November 14th, 2007 • Surgical & medical instruments & apparatus

This amendment (“Amendment”) will be effective as of the Supply Effective Date (as defined below) and amends the License Agreement (“Agreement”) entered into the first day of April, 2002 and amended on December 7, 2005 by and between Universal Biosensors, Inc., a Delaware corporation having a principal place of business at 2711 Centerville Road, Suite 400, Wilmington, Delaware 19808 (“Universal Biosensors”) and LifeScan, Inc., a California corporation having a principal place of business at 1000 Gibraltar Drive, Milpitas, California 95035 (“LifeScan”). LifeScan and Universal Biosensors are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.

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LifeScan, Inc. 1000 Gibraltar Drive, Milpitas, CA 95035-6312 Tel: 408-263-9789 Fax: 408-946-6070 www.LifeScan.com
Universal Biosensors Inc • June 12th, 2007 • Surgical & medical instruments & apparatus
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AMENDMENT TO COLLABORATION AGREEMENT
Collaboration Agreement • October 29th, 2012 • Universal Biosensors Inc • Surgical & medical instruments & apparatus

THIS AMENDMENT TO COLLABORATION AGREEMENT (the “Amendment”) is made and entered into as of September 20, 2012 (the “Amendment Date”), by and between UNIVERSAL BIOSENSORS PTY LTD., having a place of business at 1 Corporate Avenue, Rowville, Victoria 3178, Australia (“UBI”), and SIEMENS HEALTHCARE DIAGNOSTICS INC., having a place of business at 511 Benedict Avenue, Tarrytown, NY 10591, USA (“Siemens”).

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Universal Biosensors Pty Ltd ABN 35 098 234 309 1 Corporate Avenue Rowville Victoria 3178 Australia Telephone +61 3 9213 9000 Facsimile +61 3 9213 9099 Email info@universalbiosensors.com www.universalbiosensors.com
Universal Biosensors Inc • February 19th, 2016 • Surgical & medical instruments & apparatus
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Certain identified information has been excluded from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. The redacted confidential portions of the exhibit are marked by [***]. COMMERCIAL &...
Commercial and Distribution Agreement • November 4th, 2019 • Universal Biosensors Inc • Surgical & medical instruments & apparatus • New York

This Commercial and Distribution Agreement, dated as of September 18, 2019 (the “Distribution Agreement”) is between Siemens Healthcare Diagnostics Inc., incorporated in California and whose registered office is at 511 Benedict Avenue, Tarrytown, New York 10591 (“SHDI”) and Universal Biosensors Pty Ltd. (“UBI”), whose registered office is at 1 Corporate Avenue, Rowville, Victoria 3178, Australia, (collectively, “UBI” and together with SHDI, the “Parties”).

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LifeScan, Inc. 1000 Gibraltar Drive, Milpitas, CA 95035-6312 Tel: 408 263-9789 Fax: 408 946-6070 www.LifeScan.com
Universal Biosensors Inc • November 14th, 2007 • Surgical & medical instruments & apparatus
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CREDIT AGREEMENT Dated as of December 19, 2013 among UNIVERSAL BIOSENSORS PTY LTD, as the Borrower, UNIVERSAL BIOSENSORS, INC., as a Guarantor, the other Guarantors from time to time party hereto, ATHYRIUM OPPORTUNITIES FUND (A) LP, as Administrative...
Credit Agreement • December 20th, 2013 • Universal Biosensors Inc • Surgical & medical instruments & apparatus • New York

This CREDIT AGREEMENT is entered into as of December 19, 2013 among UNIVERSAL BIOSENSORS PTY LTD (ACN 098 234 309), a proprietary limited company incorporated in Australia (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein) and ATHYRIUM OPPORTUNITIES FUND (A) LP, as Administrative Agent.

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Employment Agreement Parties Recital Operative clauses
Employment Agreement • March 16th, 2010 • Universal Biosensors Inc • Surgical & medical instruments & apparatus • Victoria
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Fifth Amendment to the Development and Research Agreement Amendment Effective Date: May 14, 2009
Universal Biosensors Inc • August 7th, 2009 • Surgical & medical instruments & apparatus

This fifth amendment (Amendment) to the Development and Research Agreement dated 1 April 2002 is by and among LifeScan, Inc., Universal Biosensors Pty Ltd and Universal Biosensors, Inc. as amended by four letter agreements dated March 31, 2004, December 21, 2004, December 7, 2005 and June 1, 2005, respectively (Development Agreement).

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SUPPLY AGREEMENT
Supply Agreement • October 29th, 2012 • Universal Biosensors Inc • Surgical & medical instruments & apparatus • New York

This Supply Agreement (“Supply Agreement”) is effective as of September 20, 2012 (“Effective Date”) by and between SIEMENS HEALTHCARE DIAGNOSTICS INC. (“Siemens”), having a place of business at 511 Benedict Avenue, Tarrytown, NY 10591, USA, and UNIVERSAL BIOSENSORS PTY LTD., a company incorporated in Victoria, Australia (“UBI”), having an address at 1 Corporate Avenue, Rowville, Victoria 3178, Australia.

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 7th, 2022 • Universal Biosensors Inc • Surgical & medical instruments & apparatus • Delaware

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the _____ day of _________, 20__, by and between Universal Biosensors, Inc., a Delaware corporation (the “Company”) and ________________________ (“Indemnitee”).

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Underwriting Agreement Viburnum Funds Pty Ltd and Universal Biosensors, Inc.
Underwriting Agreement • August 10th, 2022 • Universal Biosensors Inc • Surgical & medical instruments & apparatus • Western Australia

Ref 1116539 Error! Unknown document property name. Level 20, 240 St Georges Terrace, Perth WA 6000 Australia PO Box 7222, Cloisters Square WA 6850 Australia Telephone +61 8 6559 6500 Facsimile 1300 704 211 (Australia) +61 28507 6580 (International) hwlebsworth.com.au

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Employment Agreement
Employment Agreement • April 30th, 2007 • Universal Biosensors Inc • Victoria
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Novation Agreement and First Amendment to Amended and Restated Master Services and Supply Agreement
Novation Agreement • November 3rd, 2011 • Universal Biosensors Inc • Surgical & medical instruments & apparatus

This Agreement is a novation of, and amendment to, the Master Services and Supply Agreement among LifeScan, Inc. (LifeScan US), Universal Biosensors Pty Ltd (UBS) and Universal Biosensors, Inc. (UBI), dated 29 October 2007 (as subsequently amended and restated, the MSSA) and the associated agreements and addenda listed in clause 7 (Associated Agreements). By novation, LifeScan Europe, a division of Cilag GmbH International (LIFESCAN Europe) will replace LIFESCAN US as a party to the MSSA and the Associated Agreements. By amendment, the parties agree to certain terms necessary to give effect to their intention that the MSSA and the Associated Agreements be novated.

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HEYRAM PROPERTIES PTY. LTD. A C N 067 342 385 (Lessor) and UNIVERSAL BIOSENSORS PTY LTD ABN 35 098 234 309 (Lessee) and (Guarantor)
Universal Biosensors Inc • April 30th, 2007
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AMENDMENT NO. 1 TO CREDIT AGREEMENT
Credit Agreement • February 2nd, 2015 • Universal Biosensors Inc • Surgical & medical instruments & apparatus • New York

This AMENDMENT AGREEMENT (this “Agreement”) is made and entered into as of January 30, 2015 by and among UNIVERSAL BIOSENSORS PTY LTD (ACN 098 234 309), a proprietary limited company incorporated in Australia (the “Borrower”), UNIVERSAL BIOSENSORS, INC., a Delaware corporation (the “Guarantor”), ATHYRIUM OPPORTUNITIES FUND (A) LP, as Administrative Agent (the “Administrative Agent”), and the lenders listed on the signature pages hereto (the “Lenders”).

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • April 30th, 2007 • Universal Biosensors Inc • Delaware

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of the day of [Month] 2007, by and between Universal Biosensors, Inc., a Delaware corporation (the “Corporation”), and [Executive name] (“Indemnitee”), an officer of the Corporation.

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AMENDED AND RESTATED DEVELOPMENT AND RESEARCH AGREEMENT
Development and Research Agreement • August 30th, 2011 • Universal Biosensors Inc • Surgical & medical instruments & apparatus • New York

This Amended and Restated Development and Research Agreement (the “Agreement”) is entered into as of August 19, 2011 (the “Restatement Date”), by and between Universal Biosensors Pty Ltd, ACN 098 234 309, a company incorporated in Victoria, Australia, of 1 Corporate Avenue, Rowville, Victoria 3178, Australia (“UBS”), and Cilag GmbH International, a Swiss corporation having its principal place of business at 1 Landis & Gyr Strasse, 6300 Zug, Switzerland (“Cilag”).

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Consultancy Agreement dated 7 August 2017 Mr Andrew Denver Wahroonga NSW 2076 Dear Andrew,
Consultancy Agreement • August 7th, 2017 • Universal Biosensors Inc • Surgical & medical instruments & apparatus • Victoria

Universal Biosensors Pty Ltd (ACN 098 234 309) (UBI or the Company) is pleased to offer Mr Andrew Denver (ABN ) (the Consultant) engagement as an independent contractor for the provision of services on the terms and conditions contained in this Agreement.

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LifeScan, Inc. 1000 Gibraltar Drive, Milpitas, CA 95035-6312 Tel: 408-263-9789 Fax: 408.946.6070 www.LifeScan.com
License Agreement • April 30th, 2007 • Universal Biosensors Inc • New York

This amendment will be effective as of the date of this letter and amends the License Agreement (“Agreement”) entered into the 1st day of April, 2002 by and between Universal Biosensors, Inc., a Delaware corporation having a principal place of business at 2711 Centerville Road, Suite 400, Wilmington, Delaware 19808 (“Universal Biosensors”) and LifeScan Inc., a California corporation having its principal place of business at 1000 Gibraltar Drive, Milpitas, California 95035 (“LifeScan”). LifeScan and Universal Biosensors are sometimes collectively referred to herein individually as a “Party” or collectively as the “Parties.”

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Date: 29 October 2007 LifeScan, Inc. Universal Biosensors Pty Ltd Universal Biosensors, Inc. Master Services and Supply Agreement
Quality Agreement • November 14th, 2007 • Universal Biosensors Inc • Surgical & medical instruments & apparatus • New York

Universal Biosensors Pty Ltd ACN 098 234 309, a company incorporated in Victoria, Australia of 1 Corporate Avenue, Rowville, Victoria 3178, Australia (UBS)

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AMENDED AND RESTATED LICENSE AGREEMENT
License Agreement • August 30th, 2011 • Universal Biosensors Inc • Surgical & medical instruments & apparatus • New York

This Amended and Restated License Agreement (the “Agreement”) is entered into as of August 19, 2011 (the “Restatement Date”), by and between Universal Biosensors Pty Ltd, ACN 098 234 309, a company incorporated in Victoria, Australia, of 1 Corporate Avenue, Rowville, Victoria 3178, Australia (“UBS”), and LifeScan, Inc., a California corporation having its principal place of business at 1000 Gibraltar Drive, Milpitas, California 95035 (“LifeScan”).

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AMENDMENT TO COLLABORATION AGREEMENT
Collaboration Agreement • February 4th, 2013 • Universal Biosensors Inc • Surgical & medical instruments & apparatus

THIS AMENDMENT TO COLLABORATION AGREEMENT (the “Amendment”) is made and entered into as of September 20, 2012 (the “Amendment Date”), by and between UNIVERSAL BIOSENSORS PTY LTD., having a place of business at 1 Corporate Avenue, Rowville, Victoria 3178, Australia (“UBI”), and SIEMENS HEALTHCARE DIAGNOSTICS INC., having a place of business at 511 Benedict Avenue, Tarrytown, NY 10591, USA (“Siemens”).

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Re: Supplemental Agreement – Reader Product Support Obligations and Responsibilities
Universal Biosensors Inc • October 29th, 2012 • Surgical & medical instruments & apparatus

We refer to the Collaboration Agreement between Universal Biosensors Pty Ltd. (“UBI”) and Siemens Healthcare Diagnostics Inc. (“Siemens”) dated September 9, 2011 (the “Collaboration Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings provided in the Collaboration Agreement; provided, however, that the terms “Product” and “PT/INR Product” shall have the meanings provided in the Supply Agreement.

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