PURCHASE AGREEMENTPurchase Agreement • November 14th, 2019 • Fulgent Genetics, Inc. • Services-medical laboratories • New York
PIPER JAFFRAY & CO. As Representative of the several Underwriters named in Schedule I hereto c/o Piper Jaffray & Co. U.S. Bancorp Center 800 Nicollet Mall Minneapolis, Minnesota 55402
EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • September 25th, 2020 • Fulgent Genetics, Inc. • Services-medical laboratories • New York
As further set forth in this agreement (this “Agreement”), Fulgent Genetics, Inc., a company organized under the laws of the State of Delaware (the “Company”), proposes to issue and sell from time to time through Piper Sandler & Co. (the “Agent”), as sales agent, the Company’s common stock, par value $0.0001 per share (the “Common Stock”) having an aggregate offering price of up to $125 million (such shares of Common Stock to be sold pursuant to this Agreement, the “Shares”) on terms set forth herein. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitation set forth in Section 2 of this Agreement on the number of shares of Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and the Agent shall have no obligation in connection with such compliance.
SEVERANCE AGREEMENTRelease Agreement • September 2nd, 2016 • Fulgent Genetics, Inc. • Services-medical laboratories • California
This SEVERANCE AGREEMENT (the “Agreement”), dated July 7, 2016, is by and among Fulgent Therapeutics LLC, a California limited liability company (the “Company”), Fulgent Diagnostics, Inc., a Delaware corporation (“HoldCo”) and Paul Kim (“Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 2nd, 2016 • Fulgent Genetics, Inc. • Services-medical laboratories • California
This EMPLOYMENT AGREEMENT (the “Agreement”), dated May 25, 2016, is by and among Fulgent Therapeutics LLC, a California limited liability company (the “Company”), Fulgent Diagnostics, Inc., a Delaware corporation (“HoldCo”) and Ming Hsieh (“Executive”).
CONTRIBUTION AND ALLOCATION AGREEMENTContribution and Allocation Agreement • September 2nd, 2016 • Fulgent Genetics, Inc. • Services-medical laboratories • California
This CONTRIBUTION AND ALLOCATION AGREEMENT (this “Agreement”) is dated as of May 19, 2016, by and among Ming Hsieh (the “Contributor”), Fulgent Pharma LLC, a California limited liability company (“Pharma”) and Fulgent Therapeutics LLC, a California limited liability company (the “Company”). Contributor, Pharma and the Company are sometimes hereinafter collectively referred to as the “Parties” and individually as a “Party.”
AGREEMENT AND PLAN OF MERGEROperating Agreement • September 19th, 2016 • Fulgent Genetics, Inc. • Services-medical laboratories • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of September 16, 2016, by and among Fulgent Therapeutics LLC, a California limited liability company (“Therapeutics”), Fulgent Genetics, Inc., a Delaware corporation (“Genetics”), and Fulgent MergerSub, LLC, a Delaware limited liability company and a wholly owned subsidiary of Genetics (“MergerSub”).
COMMERCIAL LEASECommercial Lease • March 22nd, 2019 • Fulgent Genetics, Inc. • Services-medical laboratories • California
This Lease is made and entered into between E & E Plaza, LLC, herein called Lessor, and Fulgent Therapeutics, LLC. herein called Lessee.
Rule 10b5-1 Issuer Repurchase PlanRepurchase Plan • February 28th, 2024 • Fulgent Genetics, Inc. • Services-medical laboratories
This Rule 10b5-1 Issuer Repurchase Plan (this “Plan”) is entered into this 12th day of December, 2023 between Fulgent Genetics, Inc. (“Company”) and Piper Sandler & Co. (“Broker”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • September 2nd, 2016 • Fulgent Genetics, Inc. • Services-medical laboratories • California
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”), dated May 25, 2016, is by and among Fulgent Therapeutics LLC, a California limited liability company (the “Company”), Fulgent Diagnostics, Inc., a Delaware corporation (“HoldCo”) and Hanlin Gao (“Executive”).
COMMERCIAL LEASECommercial Lease • August 18th, 2016 • Fulgent Genetics, Inc. • Services-medical laboratories • California
This Lease is made and entered into between E & E Plaza LLC, herein called Lessor, and Fulgent Therapeutics Inc herein called Lessee.
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 2nd, 2016 • Fulgent Genetics, Inc. • Services-medical laboratories • Delaware
This INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into this [●] day of [●] (the “Effective Date”) by and between Fulgent Diagnostics, Inc., a Delaware corporation (the “Company”), and [●] (the “Indemnitee”).
FULGENT THERAPEUTICS LLC INVESTOR’S RIGHTS AGREEMENT Dated as of May 17, 2016’s Rights Agreement • September 2nd, 2016 • Fulgent Genetics, Inc. • Services-medical laboratories • California
THIS INVESTOR’S RIGHTS AGREEMENT (this “Agreement”) is entered into effective as of May 17, 2016, by and between Fulgent Therapeutics LLC, a California limited liability company (the “Company”), and Xi Long USA, Inc., a Delaware corporation (the “Investor”). The Company and the Investor are sometimes collectively referred to herein as the “Parties” and individually as a “Party.”
l ] Shares Fulgent Genetics, Inc. Common Stock, par value $0.0001 per share UNDERWRITING AGREEMENTUnderwriting Agreement • September 2nd, 2016 • Fulgent Genetics, Inc. • Services-medical laboratories • New York
LEASE ASSIGNMENT & ASSUMPTIONLease Assignment & Assumption • March 8th, 2021 • Fulgent Genetics, Inc. • Services-medical laboratories • Texas
WHEREAS, by Service Center Lease Agreement (the "Lease") dated June 17, 2020, TEN-VOSS, LTD, "Landlord" or “Lessor”, leased MEDSCAN LABORATORIES INC. hereinafter “Tenant” or “Lessee”, those certain premises at 8560 Katy Freeway, Suite 200, Houston, Texas 77024.
AGREEMENT AND PLAN OF Merger BY AND AMONG FULGENT GENETICS, INC., FG MERGER SUB, inc., FULGENT PHARMA HOLDINGS, INC., AND THE STOCKHOLDERS SET FORTH HEREIN NOVEMBER 7, 2022Agreement and Plan of Merger • November 7th, 2022 • Fulgent Genetics, Inc. • Services-medical laboratories • Delaware
This Agreement And Plan Of Merger (this “Agreement”) is made and entered into as of November 7, 2022 (the “Agreement Date”), by and among Fulgent Genetics, Inc., a Delaware corporation(“Parent”); FG Merger Sub, Inc., a Delaware corporation and a direct wholly owned Subsidiary of Parent (“Merger Sub”); Fulgent Pharma Holdings, Inc., a Delaware corporation (the “Company”); and, solely for purposes of Section 2.4, Section 5.5, Article VI, Section 7.8 and Section 7.14, the stockholders listed on the signature pages hereto (collectively, the “Company Stockholders”). Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to them in Annex A.
AIRCRAFT PURCHASE AGREEMENT between ServiceMaster Acceptance Corporation as Seller, and Fulgent Genetics, Inc. as Purchaser, involving that certain Cessna Aircraft Company,Aircraft Purchase Agreement • November 9th, 2020 • Fulgent Genetics, Inc. • Services-medical laboratories
This AIRCRAFT PURCHASE AGREEMENT dated as of August 18, 2020 (this “Agreement”), is by and between ServiceMaster Acceptance Corporation, a corporation organized and existing under the laws of Tennesee (“Seller”) and Fulgent Genetics Inc. [or Genetics, Inc.], a limited liability company organized and existing under the laws of California (“Purchaser”), and consented to and joined by Insured Aircraft Title Service, LLC, (“Escrow Agent”).
ContractFulgent Genetics, Inc. • August 12th, 2019 • Services-medical laboratories
Certain identified information has been excluded from the exhibit because it is not material. Double asterisks denote omissions.
Cooperation Agreement on the Establishment of Fujian Fujun Gene Biotech Co., Ltd. among Shenzhen Fujin Gene Science & Technology Co., Ltd. Xilong Scientific Co., Ltd. and Fuzhou Jinqiang Investment Partnership (LP)Cooperation Agreement • August 14th, 2017 • Fulgent Genetics, Inc. • Services-medical laboratories
Shenzhen Fujin Gene Science & Technology (hereinafter referred to as “Party A”), Xilong Scientific Co., Ltd. (hereinafter referred to as “Party B”) and Fuzhou Jinqiang Investment Partnership (LP) (hereinafter referred to as “Party C”) have reached an unanimous agreement to establish Fujian Fujun Gene Biotech Co., Ltd. (福建福君基因生物科技有限公司) (hereinafter referred to as “Project Company” or “Fujun Biotech”) by way of cash contribution through negotiations in good faith in accordance with the provisions of the Company Law of the People’s Republic of China, the Contract Law of the People’s Republic of China and other laws and regulations of China (hereinafter referred to as the “Laws”), and to operate and manage the Project Company jointly.
AMENDMENT NO. 1 TO EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • August 5th, 2020 • Fulgent Genetics, Inc. • Services-medical laboratories • New York
Fulgent Genetics, Inc. (the “Company”) and Piper Sandler & Co. (formerly known as Piper Jaffray & Co.) (the “Agent”) are parties to that certain Equity Distribution Agreement dated August 30, 2019 (the “Original Agreement”). All capitalized terms used but not defined in this Amendment No. 1 to the Original Agreement by and between the Company and the Agent (the “Amendment”) shall have the meanings ascribed to them in the Original Agreement. The parties, intending to be legally bound, hereby amend the Original Agreement as follows:
SECOND AMENDMENT TO LEASE AGREEMENTLease Agreement • February 28th, 2023 • Fulgent Genetics, Inc. • Services-medical laboratories
THIS SECOND AMENDMENT TO LEASE AGREEMENT (this "Second Amendment") dated and effective for reference purposes as of July 1, 2020, is made by and between WPT LAND 2 LP, a Delaware limited partnership ("Landlord), and INFORM DIAGNOSTICS, INC., a Delaware corporation ("Tenant).
SUBLEASE AGREEMENTSublease Agreement • March 8th, 2021 • Fulgent Genetics, Inc. • Services-medical laboratories • Texas
This SUBLEASE AGREEMENT (this “Sublease”) is entered into as of July 1st, 2020 (the “Effective Date”), between Medscan Laboratory (“Tenant”) and Fulgent Genetics (“Subtenant”), with reference to the following:
Technical Know-how License Agreement between Fulgent Genetics, Inc. and Fujian Fulgent Gene Biotech Co., Ltd. No.: FULGENT201611-9 Date: April 25, 2017Technical Know-How License Agreement • August 14th, 2017 • Fulgent Genetics, Inc. • Services-medical laboratories
This Technical Know-how License Agreement (hereinafter referred to as “this Agreement”) is concluded by the following parties in Shenzhen, the People’s Republic of China (hereinafter “PRC”) on April 25, 2017:
COMMERCIAL LEASE ADDENDUM #1Fulgent Genetics, Inc. • March 8th, 2021 • Services-medical laboratories
This is addendum to the Commercial Lease Agreement signed on February 1, 2018 by E & E Plaza LLC ("Lessor") and Fulgent Therapeutics LLC ("Lessee"). This document modifies the Commercial Lease Agreement as described below.
AGREEMENT FOR PURCHASE AND SALE OF PROPERTY and JOINT ESCROW INSTRUCTIONS By and BetweenAgreement for Purchase and Sale • October 21st, 2020 • Fulgent Genetics, Inc. • Services-medical laboratories • California
THIS AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS (this “Agreement”) is made as of July 23, 2020 (the “Effective Date”) by and between 4401 SANTA ANITA CORPORATION, a California corporation (“Seller”), and FULGENT GENETICS, INC., a Delaware Corporation, as or its permitted assignee in accordance with Section 23(h) below (“Buyer”). This Agreement shall also constitute the joint escrow instructions of Buyer and Seller to Old Republic Title Company, National Commercial Title Services, 275 Battery Street, 15th Floor, San Francisco, CA 94111, Attn: Tina Lucero, Tele: 415.248.7101, Email: tlucero@oldrepublictitle.com (“Escrow Holder” and “Title Company”). Seller and Buyer are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties”.
COMMERCIAL LEASE ADDENDUM (II)Fulgent Genetics, Inc. • January 12th, 2023 • Services-medical laboratories
This LEASE ADDENDUM II to the Commercial Lease Agreement signed on February 1, 2018 by E&E Plaza LLC ("Lessor") and Fulgent Therapeutics LLC ("Lessee"). This document modifies the Commercial Lease Agreement as describe below:
AMENDED AND RESTATED LEASE by and between STORE MASTER FUNDING IX, LLC as Landlord and CYTOMETRY SPECIALISTS, INC., as Tenant. May 6, 2016Lease • February 28th, 2022 • Fulgent Genetics, Inc. • Services-medical laboratories • Georgia
THIS AMENDED AND RESTATED LEASE (the “Lease”) dated as of May 6, 2016 (the “Effective Date”), by and between STORE MASTER FUNDING IX, LLC, a Delaware limited liability company ("Landlord"), and CYTOMETRY SPECIALISTS, INC., a Georgia corporation ("Tenant").
EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • November 20th, 2020 • Fulgent Genetics, Inc. • Services-medical laboratories • New York
As further set forth in this agreement (this “Agreement”), Fulgent Genetics, Inc., a company organized under the laws of the State of Delaware (the “Company”), proposes to issue and sell from time to time through Piper Sandler & Co. (“Piper”), BTIG, LLC (“BTIG”) and Oppenheimer & Co. Inc. (“Oppenheimer”, and, together with Piper and BTIG, the “Agents”, and each, an “Agent”), as sales agents, the Company’s common stock, par value $0.0001 per share (the “Common Stock”) having an aggregate offering price of up to $175 million (such shares of Common Stock to be sold pursuant to this Agreement, the “Shares”) on terms set forth herein. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitation set forth in Section 2 of this Agreement on the number of shares of Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and the Agents shall have no obligation in connection with such compliance.
AGREEMENT AND PLAN OF Merger BY AND AMONG FULGENT THERAPEUTICS LLC, DUCKS ACQUISITION SUB, INC., FULGENT GENETICS, INC., SYMPHONY BUYER, INC., SOLELY IN ITS CAPACITY AS THE Stockholder Representative, Avista Capital Partners IV GP, L.P., AND, SOLELY...Agreement and Plan of Merger • April 26th, 2022 • Fulgent Genetics, Inc. • Services-medical laboratories • Delaware
This Agreement And Plan Of Merger (this “Agreement”) is made and entered into as of April 16, 2022 (the “Agreement Date”), by and among Fulgent Therapeutics LLC, a California limited liability corporation (“Buyer”), Ducks Acquisition Sub, Inc., a Delaware corporation and a direct wholly owned Subsidiary of Buyer (“Merger Sub”), solely for purposes of Section 6.20, Fulgent Genetics, Inc., a Delaware corporation (“Parent”), Symphony Buyer, Inc., a Delaware corporation (the “Company”), solely in its capacity as the representative of the Company Security Holders, Avista Capital Partners IV GP, L.P., a Delaware limited partnership (the “Stockholder Representative”), and solely for purposes of Section 6.21, Article VIII and Section 10.14, the Company Stockholders set forth on the signature page hereto. Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to them in Annex A.
LEASE OF PREMISES AT 15-19 CRAWFORD STREET NEEDHAM, MASSACHUSETTS FROM CRAWFORD STREET DE, LLC TO MIRACA LIFE SCIENCES, INC.Lease • February 28th, 2023 • Fulgent Genetics, Inc. • Services-medical laboratories
THIS LEASE (this “Lease”), made as of the 17th day of January, 2017, between Crawford Street DE, LLC, a Delaware limited liability company, and Miraca Life Sciences, Inc., a Delaware corporation, is as follows.
EMPLOYMENT AGREEMENTEmployment Agreement • March 8th, 2021 • Fulgent Genetics, Inc. • Services-medical laboratories • California
This EMPLOYMENT AGREEMENT (the “Agreement”), dated March 8, 2021, is by and among Fulgent Therapeutics LLC, a California limited liability company (the “Company”), Fulgent Genetics, Inc., a Delaware corporation (“HoldCo”) and Jian Xie (“Executive”).
Pursuant to Item 601(b)(10) of Regulation S-K, certain confidential portions of this exhibit have been omitted by means of marking such portions with asterisks as the identified confidential portions (i) are not material and (ii) would be...Restructuring Agreement • August 10th, 2021 • Fulgent Genetics, Inc. • Services-medical laboratories
This Restructuring Agreement of Fujian Fujun Gene Biotech Co., Ltd (this “Agreement”) is made and entered into by and among the following parties on May 7, 2021 (the “Date of Signing”):
FIRST AMENDMENT AND PARTIAL RESTATEMENT OF LEASERestatement of Lease • February 28th, 2023 • Fulgent Genetics, Inc. • Services-medical laboratories
THIS First Amendment and Partial Restatement of Lease (this “Amendment”) is entered into as of December 30, 2013 (the “Effective Date”), between LC MED PROPERTY TT, LLC, a Delaware limited liability company (“Landlord”), successor-in-interest to iStar CTL I, L.P. (“Original Landlord”), and MIRACA LIFE SCIENCES, INC., a Delaware corporation (“Tenant”), successor-in-interest to Caris Diagnostics, Inc. (“Original Tenant”).
SEVERANCE AGREEMENTRelease Agreement • March 8th, 2021 • Fulgent Genetics, Inc. • Services-medical laboratories • California
This SEVERANCE AGREEMENT (the “Agreement”), dated March 8, 2021, is by and among Fulgent Therapeutics LLC, a California limited liability company (the “Company”), Fulgent Genetics, Inc., a Delaware corporation (“HoldCo”) and Jian Xie (“Executive”).
SECOND AMENDMENT TO LEASELease • February 28th, 2023 • Fulgent Genetics, Inc. • Services-medical laboratories
THIS Second Amendment to Lease (this “Amendment”) is entered into as of February 3, 2014 (the “Effective Date”), between LC MED PROPERTY TT, LLC , a Delaware limited liability company (“Landlord”), successor-in-interest to iStar CTL I, L.P. (“Original Landlord”), and MIRACA LIFE SCIENCES, INC., a Delaware corporation (“Tenant”), successor-in interest to Caris Diagnostics, Inc. (“Original Tenant”).
