0001047469-09-003489 Sample Contracts

EXACT SCIENCES CORPORATION Incentive Stock Option Agreement Terms and Conditions
Incentive Stock Option Agreement • March 31st, 2009 • Exact Sciences Corp • Services-commercial physical & biological research • Delaware
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RELEASE AGREEMENT
Release Agreement • March 31st, 2009 • Exact Sciences Corp • Services-commercial physical & biological research • Massachusetts

This Release Agreement is made between Charles R. Carelli, Jr. (“Executive”) and EXACT Sciences Corporation (the “Company”; together with Executive, the “Parties”).

FIRST AMENDMENT TO AGREEMENT BETWEEN EXACT SCIENCES CORPORATION AND LABORATORY CORPORATION OF AMERICA HOLDINGS
First Amendment • March 31st, 2009 • Exact Sciences Corp • Services-commercial physical & biological research

This First Amendment (this “Amendment”) is made and effective as of January 19, 2004, by and between LABORATORY CORPORATION OF AMERICA HOLDINGS (“LABCORP”) and EXACT SCIENCES CORPORATION (“EXACT”).

SUBLICENSE AGREEMENT
Sublicense Agreement • March 31st, 2009 • Exact Sciences Corp • Services-commercial physical & biological research • Delaware

This Sublicense Agreement (the “Agreement”) is entered into as of July 28th, 2003 (the “Effective Date”) by and between Beckman Coulter, a Delaware corporation, having a principal place of business at 4300 North Harbor Boulevard, Fullerton, California 92835 (“BECKMAN”), and EXACT Sciences Corporation, a Delaware corporation having a principal place of business at 100 Campus Drive, Marlborough, Massachusetts 01754 (“EXACT”).

SEVENTH AMENDMENT TO LICENSE AGREEMENT BETWEEN EXACT SCIENCES CORPORATION AND THE JOHNS HOPKINS UNIVERSITY
License Agreement • March 31st, 2009 • Exact Sciences Corp • Services-commercial physical & biological research

This Seventh Amendment (this “Amendment”) is made effective as of December 15, 2008 by and between The Johns Hopkins University (“JHU”) and EXACT Sciences Corporation (“EXACT”).

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