SERACARE LIFE SCIENCES, INC.
 AMENDED
AND RESTATED 2001 STOCK INCENTIVE PLAN(as amended)
 THE PLAN
    
    
    11.1
    
    Purpose
    
    
    11.2
    
    Administration and Authorization; Power and Procedure
    
    
    11.3
    
    Participation
    
    
    21.4
    
    Shares Available for Awards; Share Limits
    
    
    21.5
    
    Grant of Awards
    
    
    21.6
    
    Award Period
    
    
    31.7
    
    Limitations on Exercise and Vesting of Awards
    
    
    31.8
    
    No Transferability; Limited Exception to Transfer Restrictions
    
    
    3OPTIONS
    
    
    42.1
    
    Grants
    
    
    42.2
    
    Option Price; Vesting
    
    
    42.3
    
    Limitations on Grant and Terms of Incentive Stock Options
    
    
    42.4
    
    Limits on 10% Holders
    
    
    42.5
    
    Waiver of Restrictions
    
    
    52.6
    
    Effects of Termination of Employment or Service
    
    
    52.7
    
    Options and Rights in Substitution for Stock Options Granted by Other Corporations
    
    
    5RESTRICTED STOCK AND STOCK UNIT AWARDS
    
    
    63.1
    
    Grants
    
    
    63.2
    
    Restrictions
    
    
    63.3
    
    Return to the Corporation
    
    
    6NON-EMPLOYEE DIRECTOR OPTIONS
    
    
    74.1
    
    Participation
    
    
    74.2
    
    Annual Option Grants
    
    
    74.3
    
    Option Price
    
    
    74.4
    
    Option Period and Exercisability
    
    
    74.5
    
    Termination of Directorship
    
    
    74.6
    
    Adjustments
    
    
    84.7
    
    Termination Upon a Change in Control or Other Event
    
    
    8OTHER PROVISIONS
    
    
    85.1
    
    Rights of Eligible Persons, Participants and Beneficiaries
    
    
    85.2
    
    Adjustments; Acceleration
    
    
    85.3
    
    Effect of Termination of Service on Awards
    
    
    105.4
    
    Compliance with Laws
    
    
    105.5
    
    Tax Matters
    
    
    115.6
    
    Plan and Award Amendments, Termination and Suspension
    
    
    115.7
    
    Privileges of Stock Ownership
    
    
    125.8
    
    Effective Date of the Plan
    
    
    125.9
    
    Term of the Plan
    
    
    125.10
    
    Governing Law/Construction/Severability
    
    
    125.11
    
    Captions
    
    
    135.12
    
    Effect of Change of Subsidiary Status
    
    
    135.13
    
    Stock-Based Awards in Substitution for Stock Options or Awards Granted by Other Corporation
    
    
    13




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5.14
    
    Non-Exclusivity of Plan
    
    
    135.15
    
    No Corporate Action Restriction
    
    
    135.16
    
    Other Company Benefit and Compensation Program
    
    
    13DEFINITIONS
    
    
    136.1
    
    Definitions
    
    
    13




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
 1.
    
    THE PLAN
 Purpose
  Administration and Authorization; Power and Procedure.
 Committee.
 Plan Awards; Interpretation; Powers of Committee.
         Binding Determinations/Liability Limitation.
 1




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
  Reliance on Experts.
 Delegation.
 Participation
  Shares Available for Awards; Share Limits.
 Shares Available.
 Share Limits.
 Share Reservation; Replenishment and Reissue of Unvested Awards.
 Grant of Awards.
  2




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
  Award Period.
  Limitations on Exercise and Vesting of Awards.
 Provisions for Exercise.
 Procedure.
 Fractional Shares/Minimum Issue.
 No Transferability; Limited Exception to Transfer Restrictions.
 Limit On Exercise and Transfer.
 Exceptions.
 Further Exceptions to Limits On Transfer.
     3




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
    2.
    
    OPTIONS.
 Grants.
  Option Price; Vesting.
 Pricing Limits.
 Payment Provisions.
 Vesting.
 Limitations on Grant and Terms of Incentive Stock Options.
 Option Period.
 Other Code Limits.
 Limits on 10% Holders.
 4




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
  Waiver of Restrictions.
  Effects of Termination of Employment or Service.
 Options  Resignation or Dismissal.
 Options  Death or Disability.
 Options  Retirement.
 Committee Discretion.
 Options and Rights in Substitution for Stock Options Granted by Other Corporations
  5




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
 3. RESTRICTED STOCK AND STOCK UNIT AWARDS.
  Grants.
 Restricted Stock.
 Stock Units.
 Payouts.
 Restrictions.
 Pre-Vesting Restraints.
 Dividend and Voting Rights.
 Cash Payments.
 Return to the Corporation.
  6




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
  4. NON-EMPLOYEE DIRECTOR OPTIONS
 Participation.
  Annual Option Grants.
 Annual Awards.
 Maximum Number of Shares.
 Option Price.
  Option Period and Exercisability.
  Termination of Directorship.
  7




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
  Adjustments.
  Termination Upon a Change in Control or Other Event.
  5. OTHER PROVISIONS
 Rights of Eligible Persons, Participants and Beneficiaries.
 Employment Status.
 No Employment/Service Contract.
 Plan Not Funded.
 Adjustments; Acceleration.
 Adjustments.
  8




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
    Possible Early Termination of Accelerated Awards.
 Acceleration of Awards Upon Change in Control.
     Possible Rescission of Acceleration.
 Committee Discretion to Accelerate Vesting and Cancel Awards.
 9




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
  Effect of Termination of Service on Awards.
 General.
 Termination of Consulting or Affiliate Services.
 Effect on Unvested Awards.
 Events Not Deemed Terminations of Service.
 Effect of Change of Subsidiary Status.
 Compliance with Laws.
  10




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
   Tax Matters.
  Plan and Award Amendments, Termination and Suspension.
 Board Authorization.
 Shareholder Approval.
 Amendments to Awards.
 Limitations on Amendments to Plan and Awards.
 11




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
  Section 409A Compliance.
 Privileges of Stock Ownership.
  Effective Date of the Plan.
  Term of the Plan.
  Governing Law/Construction/Severability.
 Choice of Law.
 Severability.
 Plan Construction
 Rule 16b-3
 Section 162(m)
 12




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##### 



SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
 Captions.
  Effect of Change of Subsidiary Status.
  Stock-Based Awards in Substitution for Stock Options or Awards Granted by Other
Corporation.
  Non-Exclusivity of Plan.
  No Corporate Action Restriction.
  Other Company Benefit and Compensation Program.
  6. DEFINITIONS.
 Definitions.
 Award
 13




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
  Award Agreement
 Award Date
 Award Period
 Beneficiary
 Board
 Cause
      Change in Control Event
   14




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
    Code
 Commission
 Committee
 Common Stock
 Company
 Corporation
 Eligible Employee
 Eligible Person
 Exchange Act
 15




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
 Excluded Person
 Fair Market Value
 Incentive Stock Option
 Nonqualified Stock Option
 Non-Employee Director
 Option
 Other Eligible Person
 Participant
 Personal Representative
 Plan
 QDRO
 Restricted Shares Restricted Stock
 16




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SERACARE LIFE SCIENCES, INC.
 AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN
(as amended)
 Retirement
 Rule 16b-3
 Section 16 Person
 Securities Act
 Severance Date
 Stock Appreciation Right
 Stock
Bonus
 Stock Unit
 Subsidiary
 Total Disability
 Amendment to the Amended and Restated 2001 Stock Incentive Plan
     Amendment to the Amended and Restated 2001 Stock Incentive Plan
 
 17