DISFAVORING
ANY PARTY BY VIRTUE OF
6
THE AUTHORSHIP OF ANY PROVISIONS OF THIS AMENDMENT.
TIME IS OF THE ESSENCE FOR
THIS AMENDMENT.
15.
COSTS AND EXPENSES.
BORROWER ABSOLUTELY AND
UNCONDITIONALLY AGREE TO REIMBURSE AGENT AND LENDERS FOR ALL REASONABLE
OUT-OF-POCKET FEES, COSTS AND EXPENSES, INCLUDING ALL REASONABLE FEES AND
EXPENSES OF COUNSEL, INCURRED IN THE PREPARATION, NEGOTIATION, EXECUTION AND
DELIVERY OF THIS AMENDMENT AND ANY OTHER DEBT DOCUMENTS OR OTHER AGREEMENTS
PREPARED, NEGOTIATED, EXECUTED OR DELIVERED IN CONNECTION WITH THIS AMENDMENT OR
TRANSACTIONS CONTEMPLATED HEREBY, ALL IN ACCORDANCE WITH SECTION 10.5 OF THE
LOAN AGREEMENT.
[Signature Page to Follow]
7
IN WITNESS WHEREOF, the parties hereto have caused this Waiver and Third
Amendment to Loan and Security Agreement to be duly executed and delivered as of
the day and year specified at the beginning hereof.
BORROWER:
HELICOS BIOSCIENCES CORPORATION
By:
Name:
Title:
[Additional signature pages to follow]
AGENT AND LENDER:
GENERAL ELECTRIC CAPITAL
CORPORATION
By:
Name:
Title: Duly Authorized Signatory
LENDER:
CIT HEALTHCARE LLC
By:
Name:
Title:
EXHIBIT A
Changes to Intellectual Property