CREDIT AGREEMENT AND GUARANTYCredit Agreement and Guaranty • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances • New York
CREDIT AGREEMENT AND GUARANTY, dated as of May 10, 2019 (this “Agreement”), by and among ArcherDX, Inc., a Delaware corporation (the “Borrower”), certain Subsidiaries of the Borrower from time to time party hereto, Perceptive Credit Holdings II, LP and each other lender that may from time to time become a party hereto (each a “Lender” and collectively, the “Lenders”), and Perceptive Credit Holdings II, LP, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances • Delaware
This Employment Agreement (the “Agreement”) is entered into effective as of, and contingent upon, the closing (the “Effective Date”) of the sale of the Company’s Common Stock pursuant to an effective registration statement of the Company filed under the Securities Act of 1933, by and between Josh Stahl (“Executive”) and ArcherDX, Inc. (the “Company”).
INDUSTRIAL BUILDING LEASEArcherDX, Inc. • June 5th, 2020 • In vitro & in vivo diagnostic substances
Second Amendment to Exclusive Patent License Agreement A217008.05Second Amendment • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances
This Second Amendment (“Second Amendment”) to the Exclusive Patent License Agreement MGH # A217008, (the “Agreement”), dated July 23, 2013 is made as of June 23, 2017 (“Second Amendment Effective Date) by and between The General Hospital Corporation, d/b/a Massachusetts General Hospital, a not-for-profit Massachusetts corporation, with a principal place of business at 55 Fruit Street, Boston, Massachusetts 02114 (“Hospital”) and ArcherDx, Inc., a Delaware Corporation, having a principal place of business at 2477 55th St. # 202 Boulder, Colorado 80301 (“Company”).
AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances • Delaware
THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this “Agreement”), is made as of the 11th day of December, 2019, by and among ArcherDx, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”.
AMENDMENT NO. 1 TO CREDIT AGREEMENT AND GUARANTYCredit Agreement and Guaranty • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances • New York
This AMENDMENT NO. 1 TO CREDIT AGREEMENT AND GUARANTY, dated as of April 27, 2020 (this “Amendment”), is among ArcherDX, Inc., a Delaware corporation (the “Borrower”), the Lenders party hereto (the “Lenders”), and Perceptive Credit Holdings II, LP, a Delaware limited partnership, as the administrative agent and collateral agent for the Lenders (in such capacity, together with its successors and assigns, the “Administrative Agent”). Reference is made to the Credit Agreement and Guaranty, dated as of May 10, 2019 (as amended or otherwise modified, the “Credit Agreement”), among the Borrower, the Subsidiary Guarantors party thereto, the Lenders party thereto and the Administrative Agent. Capitalized terms used herein without definition shall have the same meanings as set forth in the Credit Agreement, as amended hereby.
ContractMaster Services Agreement • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [**], HAS BEEN OMITTED BECAUSE ARCHERDX, INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO ARCHERDX, INC. IF PUBLICLY DISCLOSED.
IN VITRO DIAGNOSTICS MASTER COLLABORATION AGREEMENT between ASTRAZENECA UK LIMITED and ARCHERDX, INCMaster Collaboration Agreement • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances • Delaware
This In Vitro Diagnostics Master Collaboration Agreement (this “Agreement”) is made and entered into effective as of 2020 (the “Effective Date”), by and between AstraZeneca UK Limited, a company incorporated in England under no. 03674842 whose registered office is at 1 Francis Crick Avenue, Cambridge Biomedical Campus, Cambridge CB2 0AA, England (“AZ”), and ArcherDX, INC ., a company incorporated in Delaware whose principal office is at 2477 55th Street, Suite 202 Boulder, CO 80301, USA (“Company”). AZ and Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
AGREEMENT OF SUB-SUBLEASEAgreement of Sub-Sublease • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances • Washington
THIS AGREEMENT OF SUB-SUBLEASE (the “Sublease”) is made this 21st day of November, 2019 (the “Effective Date”), by and between CWB Holdings, Inc., a Colorado corporation (the “Sublandlord”) and ArcherDX, Inc., a Delaware corporation (the “Subtenant”).
MASTER CDX AGREEMENT Dated 19 September, 2018 between Merck KGaA andMaster CDX Agreement • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances
This Master CDx Agreement (this “Agreement”) is dated as of 19 September, 2018 (the “Effective Date”) by and between ArcherDX, Inc., a corporation organized under the laws of the State of Delaware having a place of business at 2477 55th Street, Suite 202, Boulder, CO 80301, United States of America (“ArcherDX”), and Merck KGaA, a corporation with general partners organized under German law having a place of business at Frankfurter Straße 250, 64293 Darmstadt, Germany (“MRK”). ArcherDX and MRK may be referred to herein as a “Party” or, collectively, as “Parties”.
AMENDMENT NO. 1 TO SUPPLY AGREEMENTSupply Agreement • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances
This Amendment No. 1 to Supply and Manufacturing Agreement (“Amendment”) is made as of December 20, 2016 and amends certain portions of the Supply and Manufacturing Agreement (the “Agreement”), dated as of December 16, 2014, by and between Qiagen, Inc. (“Qiagen”) and ArcherDx, Inc., (“ArcherDx”).
ARCHERDX, INC. SERVICES AGREEMENTServices Agreement • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances • Delaware
THIS SERVICES AGREEMENT (this “Agreement”) is made and entered into as of April 29, 2019 (the “Effective Date”), by and between ArcherDX, Inc., a Delaware corporation (the “Company”), and Steven Kafka, an individual (the “Executive Chairman”).
SUPPLY AND MANUFACTURING AGREEMENTSupply and Manufacturing Agreement • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances • Massachusetts
As of December 16, 2014 ("Effective Date") between QIAGEN Inc., a California corporation having its principal office at 19300 Germantown Road, Germantown, MD 20874 ("QIAGEN"), and ArcherDX, Inc., a Delaware corporation ("ArcherDX") having its principal office at Flatiron Park West, Building B, 2477 55th Street, Suite 202, Boulder, CO 80301; QIAGEN and ArcherDX also referred to as "Party" and jointly as "Parties".
LICENSE AGREEMENTLicense Agreement • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances • Delaware
This Agreement (this “Agreement”) is made as of the date of the last signature below (the “Effective Date”), by and between Becton, Dickinson and Company, a New Jersey corporation having a place of business at 2350 Qume Drive, San Jose, CA 95131 (“BD”), and ArcherDX, Inc., a Delaware corporation having a place of business at 2477 55th Street, Suite 202, Boulder, CO 80301 (“Licensee”), each a “Party” and hereafter collectively referred to as the “Parties”.
MASTER COLLABORATION AGREEMENTMaster Collaboration Agreement • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances • New York
This Master Collaboration Agreement (this “Agreement”) is made effective as of December 6, 2017 (the “Effective Date”), by and between Archer DX, Inc. a Delaware corporation with offices at 2477 55th Street, Suite 202, Boulder, CO 80301 USA (“ARCHER”), and Merck KGaA, a corporation with general partners under German law, with offices at Frankfurter Strasse 250, 64293 Darmstadt, Germany (including its Affiliates, “MRK”). MRK and ARCHER are each sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties”.
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [**], HAS BEEN OMITTED BECAUSE ARCHERDX, INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO ARCHERDX, INC. IF PUBLICLY DISCLOSED.Ivd Collaboration Agreement • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances • Delaware
This IVD Collaboration Agreement (this “Agreement”) is effective as of the date of last signature below (the “Effective Date”) between Illumina, Inc., a Delaware corporation, having a place of business at 5200 Illumina Way, San Diego, CA 92122 (“Illumina”) and ArcherDx, a Delaware corporation, having a place of business at 2477 55th St.# 202 Boulder, CO 80301 (“ArcherDx”). Illumina and ArcherDx may each be referred to individually as a “Party” and collectively as the “Parties.”
EXCLUSIVE PATENT LICENSE AGREEMENTLicense Agreement • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances • Massachusetts
This License Agreement (“Agreement”) is made as of the July 23, 2013 (“Effective Date”), by and between Archer Dx, Inc., a Delaware corporation, having a principal place of business at 16042 W. 59th Ave., Golden, CO 80403 (“Company”) and The General Hospital Corporation, d/b/a Massachusetts General Hospital, a not-for-profit Massachusetts corporation, with a principal place of business at 55 Fruit Street, Boston, Massachusetts 02114 (“Hospital”), each referred to herein individually as a “Party” and collectively as the “Parties”.
OFFICE LEASEOffice Lease • June 5th, 2020 • ArcherDX, Inc. • In vitro & in vivo diagnostic substances • Washington
This Lease (this “Lease”) is made and entered into by and between REEF FLATIRON LLC, a Washington limited liability company (“Landlord”) and Enzymatics, Inc., a Massachusetts corporation (“Tenant”).
First Amendment to Exclusive Patent License Agreement A217008.04ArcherDX, Inc. • June 5th, 2020 • In vitro & in vivo diagnostic substances
This First Amendment (“First Amendment”) to the Exclusive Patent License Agreement MGH # A217008, (the “Agreement”), dated July 23, 2013 is made as of August 15, 2016 (“First Amendment Effective Date) by and between The General Hospital Corporation, d/b/a Massachusetts General Hospital, a not-for-profit Massachusetts corporation, with a principal place of business at 55 Fruit Street, Boston, Massachusetts 02114 and ArcherDx, Inc., a Delaware Corporation, having a principal place of business at 2477 55th St. # 202 Boulder, Colorado 80301.
First Amendment to Exclusive Patent License Agreement A217008.04ArcherDX, Inc. • April 21st, 2020 • In vitro & in vivo diagnostic substances
This First Amendment (“First Amendment”) to the Exclusive Patent License Agreement MGH # A217008, (the “Agreement”), dated July 23, 2013 is made as of August 15, 2016 (“First Amendment Effective Date) by and between The General Hospital Corporation, d/b/a Massachusetts General Hospital, a not-for-profit Massachusetts corporation, with a principal place of business at 55 Fruit Street, Boston, Massachusetts 02114 and ArcherDx, Inc., a Delaware Corporation, having a principal place of business at 2477 55th St. # 202 Boulder, Colorado 80301.
