0001193125-10-028829 Sample Contracts

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • February 11th, 2010 • Arrowhead Research Corp • Services-commercial physical & biological research • Delaware

This Asset Purchase Agreement (this “Agreement”) is entered into as of November 13, 2009, by and between Tego Biosciences, Inc., a Delaware corporation with offices at 201 S. Lake Avenue, Suite 703, Pasadena, CA 91101 (“Tego”), and Luna Innovations Incorporated, a Delaware corporation and Debtor and Debtor in Possession (“Luna”) under Case No. 09-71811 (the “Case”) in the United States Bankruptcy Court for the Western District of Virginia (the “Bankruptcy Court”), with offices at 1 Riverside Circle, Suite 400, Roanoke, VA 24016; and with reference to the following facts:

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FORM OF EXCHANGE AGREEMENT
Form of Exchange Agreement • February 11th, 2010 • Arrowhead Research Corp • Services-commercial physical & biological research • Delaware

THIS EXCHANGE AGREEMENT (this “Agreement”) is dated as of September 28, 2009, by and between Arrowhead Research Corporation, a Delaware corporation (the “Corporation”), and the individuals listed Exhibit A (each, a “Holder” and collectively, the “Holders”). The Corporation and each Holder are referred to as a “Party” and collectively as the “Parties”.

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