0001493152-22-036068 Sample Contracts

CONSULTING AGREEMENT
Consulting Agreement • December 21st, 2022 • Oncocyte Corp • In vitro & in vivo diagnostic substances • California

THIS CONSULTING AGREEMENT (this “Agreement”), dated as of December 16, 2022 is hereby entered into by and between OncoCyte Corporation (the “Company”) and Douglas Ross (the “Consultant” and, collectively with the Company, the “Parties”).

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CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE OF ALL CLAIMS
Confidential Separation Agreement and General • December 21st, 2022 • Oncocyte Corp • In vitro & in vivo diagnostic substances

This Confidential Separation Agreement and General Release of All Claims, dated December 16, 2022 (the “Agreement”), is made pursuant to that certain Change in Control and Executive Severance Plan Agreement effective as of October 4, 2021 (the “Severance Agreement”) entered into by and between Gisela A. Paulsen, MPharm (“Employee”) on the one hand, and Oncocyte Corporation (the “Company”), on the other. This Agreement is entered into in consideration for and as condition precedent to the Company providing separation benefits to Employee pursuant to the Severance Agreement, as modified herein. It is understood and agreed that the Company is not otherwise obligated to provide such benefits under the terms of the Severance Agreement and that the Company is doing so as a direct result of Employee’s willingness to agree to the terms hereof. Collectively, Employee and the Company shall be referred to as the “Parties.”

CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE OF ALL CLAIMS
Confidential Separation Agreement and General • December 21st, 2022 • Oncocyte Corp • In vitro & in vivo diagnostic substances

This Confidential Separation Agreement and General Release of All Claims, dated December 16, 2022 (the “Agreement”), is entered into by and between Douglas Ross (“Employee”) on the one hand, and Oncocyte Corporation (the “Company”), on the other. Collectively, Employee and the Company shall be referred to as the “Parties.” The Parties hereby agree as follows:

STOCK PURCHASE AGREEMENT by and between DRAGON SCIENTIFIC, LLC, as Buyer, ONCOCYTE CORPORATION as Seller, and RAZOR GENOMICS INC., as the Company, Dated as of December 15, 2022
Stock Purchase Agreement • December 21st, 2022 • Oncocyte Corp • In vitro & in vivo diagnostic substances • California

THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 15, 2022 by and among (i) Dragon Scientific, LLC, a Delaware limited liability company (“Buyer”), (ii) Oncocyte Corporation, a California corporation (the “Seller”), and (iii) Razor Genomics Inc., a Delaware corporation (the “Company”). Buyer, Seller, and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”.

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