GMP Manufacturing Incentive Program
AWARD, STOCK PURCHASE AND WARRANT AGREEMENT
This GMP MANUFACTURING AWARD, STOCK PURCHASE AND WARRANT AGREEMENT is made
as of this 30th day of September, 1999, by and between MdBio, Inc., a Maryland non-stock, not-for-profit
corporation ("MdBio") and Boston Biomedica, Inc., a Massachusetts corporation with its headquarters located in
West Bridgewater, Massachusetts ("BBI").
BACKGROUND OF AGREEMENT
MdBio is a not-for-profit corporation qualified under the Internal Revenue Code Section 501(c)(3). One of its
missions is to encourage the expansion of bioscience manufacturing in the State of Maryland. Consistent with this
mission, MdBio has instituted its GMP Manufacturing Incentive Program (the "Program"), whereby MdBio
invests in bioscience enterprises for the specific purpose of having the proceeds of such investment used for the
manufacture, under GMP-compliant conditions, of bioscience products within the state of Maryland.
BBI would like to participate in the Program by having the proceeds derived from an investment by MdBio in
BBI used for supporting the improvement of the GMP manufacturing capabilities at BBI Biotech Research
Laboratories located in Gaithersburg, Maryland. These improvements will allow BBI to serve a greater variety of
commercial clients, and will include the purchase of equipment to automate sample processing and quality control,
as well as instrumentation for the measurement of buffer preparations and nucleic acid samples.
In consideration of the covenants contained herein, the receipt and sufficiency of which is hereby acknowledged,
the parties agree as follows:
1. Purchase and Sale of Shares.
1.1 Closing. The Closing on the transactions contemplated by this Agreement shall take place simultaneous with
the execution and delivery of this Agreement (the "Closing").
1.2 Payment. At Closing, MdBio shall agree to pay to BBI the sum of One Hundred Seventy-five Thousand
Dollars ($175,000) (the "Award").