EFTA01143352.pdf

INVESTOR ADOPTION AGREEMENT TO RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT This Investor Adoption Agreement ("Investor Adoption Agreement") is executed by the undersigned (the "Investor") pursuant to the terms of that certain Amended and Restated Right of First Refusal and Co-Sale Agreement dated as of September 10, 2012 (the "Agreement") by and among Foundation Medicine, Inc. (the "Company"), the Investors (as defined therein) and the Founders (as defined therein). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Agreement. By the execution of this Investor Adoption Agreement, the Investor agrees as follows: 1. Acknowledzinent. Investor acknowledges that Investor is acquiring certain shares of the capital stock of the Company (the "Stock"), subject to the terms and conditions of the Agreement. 2. Ameement. Investor (i) agrees that the Stock acquired by Investor shall be bound by and subject to the terms of the Agreement and (ii) hereby adopts the Agreement with the same force and effect as if Investor were originally a party thereto. 3. Notice. Any notice required or permitted by the Agreement shall be given to Investor at the address listed beside Investor's signature below. EXECUTED AND DATED this 28th of December. 2012. INVESTOR: Apoletto By: Name: Sean Hog Title: Director Address: do Tulloch & Co Solicitors Ann: Alastair Tulloch 4 Hill Street London WIJ 5NE United ' dom Tel: Fax: Accepted and Agreed: COMPANY: FOUNDATION MEDICINE, INC. By: Name: Title: EFTA01143352  INVESTOR ADOPTION AGREEMENT TO RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT This Investor Adoption Agreement ("Investor Adoption Agreement") is executed by the undersigned (the "Investor") pursuant to the terms of that certain Amended and Restated Right of First Refusal and Co-Sale Agreement dated as of September 10, 2012 (the "Agreement") by and among Foundation Medicine, Inc. (the "Company"), the Investors (as defined therein) and the Founders (as defined therein). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Agreement. By the execution of this Investor Adoption Agreement, the Investor agrees as follows: I. Acknowledgment. Investor acknowledges that Investor is acquiring certain shares of the capital stock of the Company (the "Stock"), subject to the terms and conditions of the Agreement. 2. Agreement. Investor: (i) agrees that the Stock acquired by Investor shall be bound by and subject to the terms of the Agreement and (ii) hereby adopts the Agreement with the same force and effect as if Investor were originally a party thereto. 3. Notice. Any notice required or permitted by the Agreement shall be given to Investor at the address listed beside Investor's signature below. EXECUTED AND DATED this 28th day of December , 2012. INVESTOR: Apoletto Limited By: Name: Sean Hogan Title: Director Address: do Tulloch & Co Solicitors Attn: Alastair Tulloch 4 Hill Street London WIJ 5NE United Kingdom Tel: Fax: Accepted and Agreed: COMPANY: FOUN r ON NE, INC. By: Name: Title: EFTA01143353  INVESTOR ADOPTION AGREEMENT TO RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT This Investor Adoption Agreement ("Investor Adoption Agreement") is executed by the undersigned (the "Investor") pursuant to the terms of that certain Amended and Restated Right of First Refusal and Co-Sale Agreement dated as of September 10, 2012 (the "Agreement") by and among Foundation Medicine, Inc. (the "Company"), the Investors (as defined therein) and the Founders (as defined therein). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Agreement. By the execution of this Investor Adoption Agreement, the Investor agrees as follows: 1. Acknowledgment. Investor acknowledges that Investor is acquiring certain shares of the capital stock of the Company (the "Stock"), subject to the terms and conditions of the Agreement. 2. Agreement. Investor: (i) agrees that the Stock acquired by Investor shall be bound by and subject to the terms of the Agreement and (ii) hereby adopts the Agreement with the same force and effect as if Investor were originally a party thereto. 3. Notice. Any notice required or permitted by the Agreement shall be given to Investor at the address listed beside Investor's signature below. EXECUTED AND DATED this 28th day of December ,2012. INVESTOR: Gates Venjgres, LLC By: 74. Name and Title: Auks< vise/0140- hvnto t-rzeb ef gazittivinvi Address: Gates Ventures, LLC Attn: General Counsel 2365 Carillon Point Kirkland, WA 98033 Fax: Accepted and Agreed: COMPANY: FOUNDATION MEDICINE, INC. By: Name: Title: EFTA01143354  INVESTOR ADOPTION AGREEMENT TO RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT This Investor Adoption Agreement ("Investor Adoption Agreement") is executed by the undersigned (the "Investor") pursuant to the terms of that certain Amended and Restated Right of First Refusal and Co-Sale Agreement dated as of September 10, 2012 (the "Agreement") by and among Foundation Medicine, Inc. (the "Company"), the Investors (as defined therein) and the Founders (as defined therein). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Agreement. By the execution of this Investor Adoption Agreement, the Investor agrees as follows: 1. Acknowledgment. Investor acknowledges that Investor is acquiring certain shares of the capital stock of the Company (the "Stock"), subject to the terms and conditions of the Agreement. 2. Agreement. Investor: (i) agrees that the Stock acquired by Investor shall be bound by and subject to the terms of the Agreement and (ii) hereby adopts the Agreement with the same force and effect as if Investor were originally a party thereto. 3. Notice. Any notice required or permitted by the Agreement shall be given to Investor at the address listed beside Investor's signature below. EXECUTED AND DATED this 28th day of December ,2012. INVESTOR: Gates Ventures, LLC By: Name: Title: Address: Gates Ventures, LLC Attn: General Counsel 2365 Carillon Point Kirkland, WA 98033 Fax: Accepted and Agreed: COMPANY: FOUNDATION CINE, INC. By: Name: Title: EFTA01143355  INVESTOR ADOPTION AGREEMENT TO RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT This Investor Adoption Agreement ("Investor Adoption Agreement") is executed by the undersigned (the "Investor") pursuant to the terms of that certain Amended and Restated Right of First Refusal and Co-Sale Agreement dated as of September 10, 2012 (the "Agreement") by and among Foundation Medicine, Inc. (the "Company"), the Investors (as defined therein) and the Founders (as defined therein). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Agreement. By the execution of this Investor Adoption Agreement, the Investor agrees as follows: I. Acknowledgment. Investor acknowledges that Investor is acquiring certain shares of the capital stock of the Company (the "Stock"), subject to the terms and conditions of the Agreement. 2. Agreement. Investor: (i) agrees that the Stock acquired by Investor shall be bound by and subject to the terms of the Agreement and (ii) hereby adopts the Agreement with the same force and effect as if Investor were originally a party thereto. 3. Notice. Any notice required or permitted by the Agreement shall be given to Investor at the address listed beside Investor's signature below. EXECUTED AND DATED this 28th day of December 20.12. NEW INVESTOR: jVEN CAPI By: Name: £ 5-.9A/E5 Title: thwtonvi,- me -t Met Address: Fax: Accepted and Agreed: COMPANY: FOUNDATION MEDICINE, INC. By: Name: Title: EFTA01143356  INVESTOR ADOPTION AGREEMENT TO RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT This Investor Adoption Agreement ("Investor Adoption Agreement") is executed by the undersigned (the "Investor") pursuant to the terms of that certain Amended and Restated Right of First Refusal and Co-Sale Agreement dated as of September 10, 2012 (the "Agreement") by and among Foundation Medicine, Inc. (the "Company"), the Investors (as defined therein) and the Founders (as defined therein). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Agreement. By the execution of this Investor Adoption Agreement, the Investor agrees as follows: 1. Acknowledgment. Investor acknowledges that Investor is acquiring certain shares of the capital stock of the Company (the "Stock"), subject to the terms and conditions of the Agreement. 2. Agreement. Investor: (i) agrees that the Stock acquired by Investor shall be bound by and subject to the terms of the Agreement and (ii) hereby adopts the Agreement with the same force and effect as if Investor were originally a party thereto. 3. Notice. Any notice required or permitted by the Agreement shall be given to Investor at the address listed beside Investor's signature below. EXECUTED AND DATED this 28th day of December , 2012 . INVESTOR: jVEN CAPITAL, LLC By: Name and Title: Address: Fax: Accepted and Agreed: COMPANY: FOUN t A 1O C E, INC. By: Na e: Title: EFTA01143357