Caris Life Sciences, Inc. Sample Contracts
Caris Life Sciences, Inc. (a Texas corporation) [●] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • June 9th, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories • New York
INDEMNIFICATION And Advancement AGREEMENTIndemnification Agreement • May 23rd, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories • Texas
This Indemnification and Advancement Agreement (“Agreement”) is made as of ________ __, 20__ by and between Caris Life Sciences, Inc., a Texas corporation (the “Company”), and ______________, [a member of the Board of Directors/an officer/an employee/an agent] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous agreements between the Company and Indemnitee covering indemnification and advancement of expenses.
CARIS LIFE SCIENCES, INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • May 23rd, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories • Texas
This Restricted Stock Unit Award Agreement (the “Agreement”) is made and entered into as of the date of grant set forth below (the “Date of Grant”) by and between Caris Life Sciences, Inc., a Texas corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Company’s 2020 Incentive Plan (the “Plan”).
CREDIT AGREEMENTCredit Agreement • May 23rd, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories • New York
THIS CREDIT AGREEMENT dated as of January 18, 2023 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is among CARIS LIFE SCIENCES, INC., a Texas corporation (the “Borrower”), the Lenders (defined herein) and Wilmington Trust, National Association (together with its Affiliates, successors, transferees and assignees), as Administrative Agent. The Borrower, the Administrative Agent and each Lender are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
LEASE BETWEEN KCP NNN II LEASEHOLD 4, LLC, A DELAWARE LIMITED LIABILITY COMPANY, AS LANDLORD, AND CARIS MPI, INC., A TEXAS CORPORATION, AS TENANT DATED AS OF JULY 25, 2019 LEASELease Agreement • May 23rd, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories • Texas
THIS LEASE (this “Lease”), dated as of July 25, 2019 (the “Effective Date”), is between KCP NNN II LEASEHOLD 4, LLC, a Delaware limited liability company (herein, as further defined in Paragraph 33, called “Landlord”), and CARIS MPI, INC., a Texas corporation (herein called “Tenant”).
LEASE AGREEMENT WPT LAND 2 LP, as Landlord AND 23andMe, Inc., a Delaware corporation as Tenant AT Workspace Cotton Center – Building 5 4415 Cotton Center Boulevard - Suite 100 Phoenix, Arizona 85040 LEASE AGREEMENTLease Agreement • May 23rd, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories
THIS LEASE AGREEMENT dated March 1, 2019, is made by and between WPT LAND 2 LP, a Delaware limited partnership (“Landlord”), and 23andMe, Inc., a Delaware corporation (“Tenant”).
CARIS LIFE SCIENCES, INC. NONQUALIFIED STOCK OPTION AWARD AGREEMENTNonqualified Stock Option Award Agreement • April 4th, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories • Texas
This Nonqualified Stock Option Award Agreement (the “Agreement”) is made and entered into as of the date of grant set forth below (the “Date of Grant”) by and between Caris Life Sciences, Inc., a Texas corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Company’s 2020 Incentive Plan (the “Plan”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 23rd, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories • New York
This FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is made and entered into as of April 1, 2025 by and among CARIS LIFE SCIENCES, INC., a Texas corporation (the “Borrower”), the Lenders party hereto (the “Lenders”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, as administrative agent for the Lenders (together with its Affiliates, successors, transferees and assignees, the “Administrative Agent”).
INDUSTRIAL REAL ESTATE LEASE (Single-Tenant Facility)Industrial Real Estate Lease • May 23rd, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • May 8th, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories • Texas
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 1st day of April, 2025, by and among Caris Life Sciences, Inc., a Texas corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor” and any Additional Purchaser (as defined in the Purchase Agreement) that becomes a party to this Agreement in accordance with Section 6.9 hereof.
Certain confidential information contained in this document, marked by “[***]”, has been omitted because it is both (i) not material and (ii) the type that the registrant treats as private or confidential. MASTER SUPPLY AGREEMENTMaster Supply Agreement • May 23rd, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories • New York
This Master Supply Agreement is entered into and effective as of April 1, 2024 (the “Effective Date”) by and between Roche Diagnostics Corporation, an Indiana corporation with its principal offices at 9115 Hague Road, Indianapolis IN 46250 (“Roche”) and Caris MPI, Inc., a Texas corporation with its principal offices at 750 West John Carpenter Freeway, Suite 800, Irving, Texas 75039 (“Customer”). This Master Agreement sets forth the terms and conditions under which Customer agrees to purchase and/or use, equipment, products and/or services from the Roche Sequencing division that may be identified on the attached schedules and exhibits (“Schedules”) that are agreed upon by the Parties pursuant to this Master Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • May 23rd, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories • Arizona
This Employment Agreement (“Agreement”), dated as of February 1, 2010 (the “Effective Date”), is made between Caris Life Sciences, Inc., a Delaware Corporation (the “Company”), and David Spetzler (the “Employee”).
THIRD AMENDMENT TO LEASE AGREEMENTLease Agreement • November 5th, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories
THIS THIRD AMENDMENT TO LEASE AGREEMENT (“Amendment”) is made by and between WPT LAND 2 LP, a Delaware limited partnership (“Landlord”) and CARIS MPI, INC., a Texas corporation (“Tenant”), and is dated and effective as of the date on which this Amendment has been fully executed by Landlord and Tenant as evidenced by the dates below the respective signatures of Landlord and Tenant on the signature page of this Amendment.
SECOND AMENDMENT TO LEASE AGREEMENTLease Agreement • August 12th, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories
THIS SECOND AMENDMENT TO LEASE AGREEMENT (“Amendment”) is made by and between WPT LAND 2 LP, a Delaware limited partnership (“Landlord”) and CARIS MPI, INC., a Texas corporation (“Tenant”), and is dated and effective as of the date on which this Amendment has been fully executed by Landlord and Tenant as evidenced by the dates below the respective signatures of Landlord and Tenant on the signature page of this Amendment.
CARIS LIFE SCIENCES, INC. INCENTIVE STOCK OPTION AWARD AGREEMENTIncentive Stock Option Award Agreement • April 4th, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories • Texas
This Incentive Stock Option Award Agreement (the “Agreement”) is made and entered into as of the date of grant set forth below (the “Date of Grant”) by and between Caris Life Sciences, Inc., a Texas corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Company’s 2020 Incentive Plan (the “Plan”).
CARIS LIFE SCIENCES, INC. 2025 INCENTIVE PLAN FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • June 9th, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories • Texas
This Restricted Stock Unit Award Agreement (the “Agreement”) is made and entered into as of the date of grant set forth below (the “Date of Grant”) by and between Caris Life Sciences, Inc., a Texas corporation (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Company’s 2025 Incentive Plan (the “Plan”).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • May 23rd, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT, dated as of July 27, 2015 (the “Amendment”), to the Employment Agreement, effective February 1, 2010 (the “Agreement”) is entered into by and between Caris Science, Inc (the “Company”), and David Spetzler (“Employee”). Caris and Employee are sometimes referred to individually as a “Party” or collectively as the “Parties”. Terms not otherwise defined herein shall have the meaning described to them in the Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • May 23rd, 2025 • Caris Life Sciences, Inc. • Services-medical laboratories • Texas
This Employment Agreement (“Agreement”), dated as of May 31, 2018 (the “Effective Date”), is made between Caris Science, Inc., a Texas corporation (the “Company”), and Brian Brille (the “Executive”).