INDEMNIFICATION AGREEMENTIndemnification Agreement • December 28th, 2009 • Codexis Inc • Industrial organic chemicals • Delaware
This Indemnification Agreement (the “Agreement”) is made as of [DATE] by and between Codexis, Inc., a Delaware corporation (the “Company”), and [INDEMNITEE] (the “Indemnitee”).
LICENSE AGREEMENTLicense Agreement • December 28th, 2009 • Codexis Inc • Industrial organic chemicals • California
This LICENSE AGREEMENT (the “Agreement”), effective as of March 28, 2002 (the “Effective Date”), is made by and between Maxygen, Inc., a Delaware corporation (“MUS”), and Codexis, Inc., a Delaware corporation (“Codexis”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 28th, 2009 • Codexis Inc • Industrial organic chemicals • New York
THIS LOAN AND SECURITY AGREEMENT, dated as of September 28, 2007 (as amended, restated, supplemented or otherwise modified from time to time (this “Agreement”)) is among GENERAL ELECTRIC CAPITAL CORPORATION (“GECC”), in its capacity as agent for Lenders (as defined below), together with its successors and assigns in such capacity, “Agent”), OXFORD FINANCE CORPORATION (“Oxford”), the other financial institutions who are or hereafter become parties to this Agreement as lenders (together with GECC and Oxford, collectively the “Lenders”, and each individually, a “Lender”) and CODEXIS, INC., a Delaware corporation (“Borrower”). Agent has an office at 83 Wooster Heights Road, Fifth Floor, Danbury, CT 06810 (the “Agent’s Office”). Borrower’s mailing address and chief executive office is 200 Penobscot Drive, Redwood City, CA 94063.
PAGE ARTICLE ONE - BASIC LEASE PROVISIONS 1 1.01 BASIC LEASE PROVISIONS 1 1.02 ENUMERATION OF EXHIBITS 3 1.03 DEFINITIONS 4 ARTICLE TWO - PREMISES, TERM, FAILURE TO GIVE POSSESSION, COMMON AREAS AND PARKING 10 2.01 LEASE OF PREMISES 10 2.02 TERM 10...Lease • December 28th, 2009 • Codexis Inc • Industrial organic chemicals • California
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 28th, 2009 • Codexis Inc • Industrial organic chemicals • New York
THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is dated as of November 9, 2007 (the “Amendment Date”), by and among CODEXIS, INC., a Delaware corporation (“Borrower”), WASABI ACQUISITION LLC, a Delaware limited liability company (“Wasabi”), GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation acting in its capacity as agent (the “Agent”) for the lenders under the Credit Agreement (as defined below) (the “Lenders”), and the Lenders.
FIRST AMENDMENT TO LEASELease • December 28th, 2009 • Codexis Inc • Industrial organic chemicals
This First Amendment to Lease (“Amendment”) is entered into, and dated for reference purposes, as of June 1, 2004 (the “Execution Date”) by and between METROPOLITAN LIFE INSURANCE COMPANY, a New York corporation, as Landlord (“Landlord”), and CODEXIS, INC., a Delaware corporation, as Tenant (“Tenant”), with reference to the following facts (“Recitals”):
COMMON STOCK PURCHASE WARRANTCodexis Inc • December 28th, 2009 • Industrial organic chemicals • California
THIS CERTIFIES THAT, for value received, Oxford Finance Corporation, (“Holder”) is entitled to subscribe for and purchase Nine Thousand One Hundred (9,100) shares of the fully paid and non-assessable shares of Common Stock (“the Shares”) of Codexis, Inc., a Delaware corporation (the “Company”), at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Common Stock” shall mean the Company’s currently authorized Common Stock, and any stock into which such Common Stock may hereafter be exchanged.
THIRD AMENDMENT TO LEASEWorkletter Agreement • December 28th, 2009 • Codexis Inc • Industrial organic chemicals
This Third Amendment to Lease (“Amendment”) is entered into, and dated for reference purposes, as of March 31, 2008 (the “Execution Date”) by and between METROPOLITAN LIFE INSURANCE COMPANY, a New York corporation (“Metropolitan”), as Landlord (“Landlord”), and Codexis, Inc. a Delaware corporation (“Codexis”), as Tenant (“Tenant”), with reference to the following facts (“Recitals”):
MASTER SECURITY AGREEMENT No. 5081102 Dated as of October 25, 2005 (“Agreement”)Master Security Agreement • December 28th, 2009 • Codexis Inc • Industrial organic chemicals • Virginia
THIS AGREEMENT is between Oxford Finance Corporation (together with its successors and assigns, if any, “Secured Party”) and Codexis, Inc. (“Debtor”). Secured Party has an office at 133 N. Fairfax Street, Alexandria, VA 22314. Debtor is a corporation organized and existing under the laws of the state of Delaware. Debtor’s mailing address and chief place of business is 200 Penobscot Drive, Redwood City, CA 94063.
SECOND AMENDMENT TO LEASELease • December 28th, 2009 • Codexis Inc • Industrial organic chemicals
This Second Amendment to Lease (“Amendment”) is entered into, and dated for reference purposes, as of March 9, 2007 (the “Execution Date”) by and between METROPOLITAN LIFE INSURANCE COMPANY, a New York corporation (“Metropolitan”), as Landlord (“Landlord”), and Codexis, Inc. a Delaware corporation (“Codexis”), as Tenant (“Tenant”), with reference to the following facts (“Recitals”):
ContractCodexis Inc • December 28th, 2009 • Industrial organic chemicals • California
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED UNLESS SUCH SALE OR TRANSFER IS IN ACCORDANCE WITH THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS OR SOME OTHER EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS IS AVAILABLE WITH RESPECT THERETO.
AMENDMENT NO. 3 TO LICENSE AGREEMENTLicense Agreement • December 28th, 2009 • Codexis Inc • Industrial organic chemicals
This Amendment No. 3 (“Amendment No. 3”) amends that certain License Agreement effective March 28, 2002 entered by and between Maxygen, Inc. (“MUS”) and Codexis, Inc. (“Codexis”), as previously amended by Amendment No. 1 to License Agreement effective September 13, 2002, and Amendment No. 2 to License Agreement effective October 1, 2002, (as amended, the “Agreement”), and shall be effective as of August __, 2006 (the “Third Amendment Date”). MUS and Codexis hereby amend the Agreement as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 28th, 2009 • Codexis Inc • Industrial organic chemicals • California
This Registration Rights Agreement (the “Agreement”) is entered into by and among Codexis, Inc., a Delaware corporation (the “Company”) and the shareholders of JFC—Jülich Fine Chemicals GmbH (“JFC”), Dr. Matthias Arnold, Dr. Thomas Daußmann, Dr. Thomas Drescher, Dr. Karl Rix, Dr. Falk Schneider, Mr. Horst Leutenberg and Mr. Thomas Kalthoff (including their successors and assigns, each a “Holder” and collectively, the “Holders”).
CODEXIS, INC. CHANGE OF CONTROL AGREEMENTChange of Control Agreement • December 28th, 2009 • Codexis Inc • Industrial organic chemicals • California
This CHANGE OF CONTROL AGREEMENT (the “Agreement”), dated January 7, 2008, is made by and between CODEXIS, INC., a Delaware corporation (the “Company”), and DOUGLAS T. SHEEHY (the “Executive”).
CODEXIS, INC. CHANGE OF CONTROL AGREEMENTChange of Control Agreement • December 28th, 2009 • Codexis Inc • Industrial organic chemicals • California
This CHANGE OF CONTROL AGREEMENT (the “Agreement”), dated January 3, 2003, is made by and between CODEXIS, INC., a Delaware corporation (the “Company”), and Robert (Bubba) Breuil (the “Executive”).
WARRANT TO PURCHASE SHARES OF SERIES D CONVERTIBLE PREFERRED STOCKCodexis Inc • December 28th, 2009 • Industrial organic chemicals • New York
THIS CERTIFIES THAT, for value received, (“Holder”) is entitled to subscribe for and purchase the Specified Number (as defined below) of shares of fully paid and nonassessable Series D Convertible Preferred Stock of Codexis, Inc., a Delaware corporation (the “Company”), at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Series D Preferred” shall mean Company’s presently authorized Series D Convertible Preferred Stock, $.0001 par value per share, and any stock into which such Series D Preferred may hereafter be converted or exchanged and the term “Warrant Shares” shall mean the shares of Series D Preferred which Holder may acquire pursuant to this Warrant and any other shares of stock into which such shares of Series D Preferred may hereafter be converted or exchanged.
AMENDMENT NO. 2 TO LICENSE AGREEMENTLicense Agreement • December 28th, 2009 • Codexis Inc • Industrial organic chemicals
This Amendment No. 2 (“Amendment No. 2”) amends that certain License Agreement effective March 28, 2002, entered into by and between Maxygen, Inc. (“MUS”) and Codexis, Inc. (“Codexis”), as amended by Amendment No. 1 to License Agreement effective September 13, 2002 (as amended, the “Agreement”), and shall be effective as of October 1, 2002. MUS and Codexis hereby amend the Agreement as follows:
ContractCodexis Inc • December 28th, 2009 • Industrial organic chemicals
[*] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
ContractCodexis Inc • December 28th, 2009 • Industrial organic chemicals
[*] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
AMENDMENT NO. 1 TO LICENSE AGREEMENTCodexis Inc • December 28th, 2009 • Industrial organic chemicals
This Amendment No. 1 (“Amendment No. 1”) amends that certain License Agreement effective March 28, 2002 (the “Agreement”) entered by and between Maxygen, Inc. (“MUS”) and Codexis, Inc. (“Codexis”), and shall be effective as of September 13, 2002 (the “Amendment Date”). MUS and Codexis hereby amend the License Agreement as follows:
ContractCodexis Inc • December 28th, 2009 • Industrial organic chemicals • California
THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT THE PRIOR WRITTEN CONSENT OF THE COMPANY OR WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER, SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETTER FROM THE SECURITIES AND EXCHANGE COMMISSION.
CODEXIS, INC. FIFTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT March 4, 2009Investor Rights Agreement • December 28th, 2009 • Codexis Inc • Industrial organic chemicals • California
This Fifth Amended and Restated Investor Rights Agreement (the “Agreement”) is entered into as of March 4, 2009, by and among Codexis, Inc., a Delaware corporation (the “Company”) and the investors listed on Exhibit A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.”
SEPARATION AGREEMENTSeparation Agreement • December 28th, 2009 • Codexis Inc • Industrial organic chemicals • California
This Separation Agreement (the “Agreement”) by and between Robert S. Breuil (“Executive”) and Codexis, Inc., a Delaware corporation (the “Company”), is made effective as of the eighth (8th) day following the date Executive signs this Agreement with reference to the following facts:
ContractCodexis Inc • December 28th, 2009 • Industrial organic chemicals • Delaware
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SECURITIES UNDER SUCH ACT OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT.
CONTRACT OF EMPLOYMENTCodexis Inc • December 28th, 2009 • Industrial organic chemicals
The Employee joins the Company on February 27th, 2006. The first month is classified as probationary month according to Sec 19 (2) AngG.
