0001144204-09-059089 Sample Contracts

WAFERGEN BIO-SYSTEMS, INC. PUT OPTION AGREEMENT
Put Option Agreement • November 13th, 2009 • WaferGen Bio-Systems, Inc. • Laboratory analytical instruments • California

THIS PUT OPTION AGREEMENT (this “Agreement”) is entered into as of ____________ __, 2009, by and among (i) Alnoor Shivji (the “Founder”), the founder and chairman, chief executive officer and president of WaferGen Bio-systems, Inc., a Nevada corporation (“WaferGen US”), and (ii) Kumpulan Modal Perdana Sdn Bhd (the “Investor”), a purchaser of Series B Redeemable Convertible Preference Shares (“Series B Shares”) issued by WaferGen Biosystems (M) Sdn. Bhd., a Malaysian corporation (the “Company”), pursuant to that certain Share Subscription Agreement dated as of ____________ __, 2009 (the “Purchase Agreement”) between WaferGen US, the Investor and the Company.

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WAFERGEN BIO-SYSTEMS, INC. PUT AGREEMENT
Put Agreement • November 13th, 2009 • WaferGen Bio-Systems, Inc. • Laboratory analytical instruments • California

THIS PUT AGREEMENT (this “Agreement”) is entered into as of _________ __, 2009, by and among WaferGen Bio-systems, Inc., a Nevada corporation (“WaferGen US”), and the purchasers (the “WaferGen Malaysian Investors” or “Holders”) of the Series B Redeemable Convertible Preference Shares in WaferGen Biosystems (M) Sdn. Bhd., a Malaysian corporation (the “Company”) (“Series B Shares”) pursuant to that certain Share Subscription Agreement dated as of _______ __, ____, among WaferGen US, the WaferGen Malaysian Investors and the Company (the “Purchase Agreement”). Any term not defined herein shall have the meaning ascribed to such term in the Purchase Agreement.

Dated
WaferGen Bio-Systems, Inc. • November 13th, 2009 • Laboratory analytical instruments

Deed of Adherence To the Share Subscription and Shareholders’ Agreement dated 8 May 2008 and Share Subscription Agreement dated 3 April 2009

WAFERGEN BIO-SYSTEMS, INC. Executive Employment Agreement
Employment Agreement • November 13th, 2009 • WaferGen Bio-Systems, Inc. • Laboratory analytical instruments • California

This Executive Employment Agreement (the “Agreement”), dated as of October 30, 2009 (the “Effective Date”), is between WaferGen Bio-systems, Inc. (the “Company”) and Mona Chadha (“Executive”).

Dated 1 July 2009
Subscription Agreement • November 13th, 2009 • WaferGen Bio-Systems, Inc. • Laboratory analytical instruments
MULTI-TENANT LEASE (NNN) ARDENWOOD LIFE SCIENCE CENTER Fremont, California LANDLORD: LBA REALTY FUND III-COMPANY VII, LLC, a Delaware limited liability company TENANT: WAFERGEN, INC., a Delaware corporation
WaferGen Bio-Systems, Inc. • November 13th, 2009 • Laboratory analytical instruments • Delaware

THIS LEASE, entered into as of this [22nd] day of October, 2009 for reference purposes, is by and between LBA REALTY FUND III-COMPANY VII, LLC, a Delaware limited liability company, hereinafter referred to as "Landlord", and WAFERGEN, INC., a Delaware corporation, hereinafter referred to as "Tenant".

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