[*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.
Exhibit 10.1
SUPPLY AGREEMENT
(DELIVERY OF GOODS)
This Supply Agreement (“Agreement”) is made on the last date of execution set forth on the signature page hereto (the “Effective Date”) by and between
(1) Cytek Biosciences, Inc., a Delaware corporation having a place of business at 46107 Landing Parkway, Fremont, CA 94538, and Cytek (Wuxi) Biosciences Co., Ltd, a China subsidiary of Cytek Biosciences, Inc. having a place of business at Room 201 D2, China Sensor Network International Innovation Park, No.200 Linghu Avenue, Wuxi City, Jiangsu Province, China (together, “Cytek Biosciences, Inc.”); and
(2) Coherent NA, Inc., a Delaware corporation having its registered office at 40984 Concept Drive, Plymouth, MI 48170 (“Seller”);
also referred below individually as “Party” and together as “Parties”.
In addition to the Parties specified above, Coherent Asia, Inc., a California corporation having its registered office at 5100 Patrick Henry Drive, Santa Clara, CA 95054, and Coherent (Beijing) Commercial Company Ltd., a PRC corporation having its registered office at Room 1006-1009, Raycom Info Park Tower B, No. 2 Kexueyuan South Road, Haidian District, Beijing 100190, China, shall be party to this Agreement in a limited capacity solely to receive Orders and payments hereunder. For the avoidance of doubt and notwithstanding the foregoing, Coherent NA, Inc. is the primary party to this Agreement for Seller.
Whereas Cytek Biosciences, Inc. wishes to acquire the supply of the products defined below and whereas Seller wishes to supply and deliver such products to Cytek Biosciences, Inc.
NOW, THEREFORE, in consideration of the mutual covenants, terms, and conditions set out herein, Cytek Biosciences, Inc. and Seller agree to the following:
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[*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.
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[*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.
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[*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.
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[*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.
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[*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.
13.1 The mutual non-disclosure agreement entered into by and between Seller and Cytek Biosciences, Inc., effective as of [*] (the “NDA”), is hereby incorporated herein, and shall apply to this Agreement, save only that (i) the term of the non-disclosure agreement shall continue for at least the Term of this Agreement, and (ii) the purpose of the NDA is modified to include disclosures pursuant to any Orders issued and filled hereunder. [*].
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[*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.
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[*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.
Following the Extension Term (if any), this Agreement shall renew for subsequent periods of [*] (the “Additional Extension Terms”), subject to mutual written (including electronic) agreement of the Parties for each Additional Extension Term.
(c) except as otherwise provided in Section 16.2(b) above, at any time by each Party on written notice with immediate effect in the event that one Party shall have materially breached this Agreement and does not remedy the same within [*] of written notice of such breach being served upon it by the other Party.
All notices, requests, demands and other communications shall be in writing and delivered by overnight courier or in person in the English language and shall be addressed as follows (or to such other address as notified in writing by one party to the other party):
If to Cytek Biosciences, Inc.:
Cytek Biosciences, Inc.
46107 Landing Parkway
Fremont, California 94538
Attn: [*]
With a copy to:
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[*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.
Cytek Biosciences, Inc.
46107 Landing Parkway
Fremont, California 94538
Attn: Legal Department
If to the Seller to:
Coherent, Inc.
5100 Patrick Henry Drive
Santa Clara, CA 95054
Attn: Legal Department
Notices will be deemed given upon receipt.
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[*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.
[Signature Page Follows]
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[*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.
The parties have executed this Agreement as of the date(s) set forth below.
CYTEK BIOSCIENCES, INC. COHERENT NA, INC.
/s/ Wenbin Jiang /s/ Robert Lingscheit
Name: Wenbin Jiang Name: Robert Lingscheit
Title: Chief Executive Officer Title: VP of Sales - Americas
Date: 8/16/2021 Date: 13-Aug-2021
CYTEK (WUXI) BIOSCIENCES COHERENT ASIA, INC.
CO., LTD
/s/ Long Chen /s/ Mitchell McPeek
Name: Long Chen Name: Mitchell McPeek
Title: General Manager Title: President
Date: August 25, 2021 Date: 13-Aug-2021
COHERENT (BEIJING) COMMERCIAL COMPANY LTD.
/s/ Peter Chen
Name: Peter Chen
Title: General Manager
Date: 13-Aug-2021
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SCHEDULE 1: LIST OF PRODUCTS AND PRICE
[*]
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[*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.
SCHEDULE 2: SPECIFICATIONS OF PRODUCTS
[*]
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SCHEDULE 3: TECHNICAL INFORMATION AND MATERIAL
Delivery of Products shall include standard literature and/or user manuals as Seller customarily provides.
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[*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.