Tactile Systems Technology Inc Sample Contracts

Tactile Systems Technology, Inc. Common Stock PURCHASE AGREEMENT
Common Stock • May 6th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • New York

Tactile Systems Technology, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [·] shares (the “Firm Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company. The Firm Shares are authorized but unissued shares of Common Stock to be issued and sold by the Company. The Company has also granted to the several Underwriters an option to purchase up to [·] additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Purchase Agreement are herein collectively called the “Securities.”

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TACTILE SYSTEMS TECHNOLOGY, INC. EMPLOYMENT AGREEMENT
Employment Agreement • June 9th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Minnesota

This Employment Agreement (this “Agreement”) is entered into effective , (the “Effective Date”) by and between TACTILE SYSTEMS TECHNOLOGY, INC., a Delaware corporation (the “Company”), and , a resident of (“Executive”).

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TACTILE SYSTEMS TECHNOLOGY, INC. Non-Statutory Stock Option Agreement [Consultants] (Under the 2007 Omnibus Stock Plan)
Option Agreement • January 25th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

This is a Non-Statutory Stock Option Agreement (the “Agreement”) between Tactile Systems Technology, Inc., a Delaware corporation (the “Company”), and the optionee identified above (the “Optionee”) effective as of the date of grant specified above.

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TACTILE SYSTEMS TECHNOLOGY, INC. Restricted Stock Unit Award Agreement
Restricted Stock Unit Award Agreement • May 4th, 2020 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

Tactile Systems Technology, Inc. (the “Company”), pursuant to its 2016 Equity Incentive Plan (the “Plan”), hereby grants an award of Restricted Stock Units to you, the Participant named below. The terms and conditions of this Award are set forth in this Restricted Stock Unit Award Agreement (the “Agreement”), consisting of this cover page and the Terms and Conditions on the following pages, and in the Plan document, a copy of which has been provided to you. Any capitalized term that is not defined in this Agreement shall have the meaning set forth in the Plan as it currently exists or as it is amended in the future.

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TACTILE SYSTEMS TECHNOLOGY, INC. Performance Stock Unit Agreement
Performance Stock Unit Agreement • May 4th, 2020 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

Tactile Systems Technology, Inc. (the “Company”), pursuant to its 2016 Equity Incentive Plan (the “Plan”), hereby grants an award of Performance Stock Units to you, the Participant named below. The terms and conditions of this Award are set forth in this Performance Stock Unit Agreement (the “Agreement”), consisting of this cover page, the Terms and Conditions on the following pages and the attached Exhibit A, and in the Plan document, a copy of which has been provided to you. Any capitalized term that is used but not defined in this Agreement shall have the meaning assigned to it in the Plan as it currently exists or as it is amended in the future.

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ASSET SALE AND PURCHASE AGREEMENT by and between Tactile Systems Technology, Inc., Swelling Solutions, Inc., ConvaTec Inc. and ConvaTec Technologies, Inc.
Asset Sale and Purchase Agreement • January 25th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus

This Asset Sale and Purchase Agreement (the “Agreement”) is made as of September 14, 2012 by and between ConvaTec Inc., a Delaware corporation (“ConvaTec”), ConvaTec Technologies, Inc., a Nevada corporation (“CTI”, and CTI and ConvaTec together being the “Sellers” and each individually a “Seller”), Swelling Solutions, Inc., a Delaware corporation (the “Purchaser”), and, solely with respect to Section 9.16, Tactile Systems Technology, Inc., a Delaware corporation (“Parent”).

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AMENDMENT TO ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • August 7th, 2023 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

This AMENDMENT TO ASSET PURCHASE AGREEMENT (this "Amendment") is entered into as of November 4, 2022 by and between Tactile Systems Technology, Inc., a Delaware corporation ("Buyer"), and Movair, Inc. (formerly known as International Biophysics Corporation), a Texas corporation ("Seller"), and amends that certain Asset Purchase Agreement, dated as of September 8, 2021 (the "Purchase Agreement"), among Buyer, Seller, and, solely with respect to Sections 5.5 and 5.7 of the Purchase Agreement, H. David Shockley, Jr. (the "Shareholder"). Capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings given to such terms in the Purchase Agreement.

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SEPARATION AND CONSULTING AGREEMENT
Separation and Consulting Agreement • August 6th, 2018 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Minnesota

This SEPARATION AND CONSULTING AGREEMENT (this “Agreement”) is made and entered into as of August 1, 2018 (the “Effective Date”) by and between Tactile Systems Technology, Inc., a Delaware corporation (the “Company”), and Lynn Blake, a resident of Minnesota (“Blake”).

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Tactile Systems Technology, Inc.
Restricted Stock Unit Agreement • June 9th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

This Restricted Stock Unit Agreement (the “Agreement”), effective as of , 20 , is between Tactile Systems Technology, Inc., a Delaware corporation (the “Company”), and you, . Any capitalized term used but not defined in this Agreement shall have the meaning set forth in the Company’s 2016 Equity Incentive Plan as it currently exists or as it is amended in the future (the “Plan”).

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ASSET PURCHASE AGREEMENT among TACTILE SYSTEMS TECHNOLOGY, INC., INTERNATIONAL BIOPHYSICS CORPORATION and H. DAVID SHOCKLEY, JR. Dated September 8, 2021
Asset Purchase Agreement • September 8th, 2021 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

This Asset Purchase Agreement (this “Agreement”) is dated as of September 8, 2021 among Tactile Systems Technology, Inc., a Delaware corporation (“Buyer”), International Biophysics Corporation, a Texas corporation (“Seller”), and, solely with respect to Sections 5.5 and 5.7 hereof, H. David Shockley, Jr. (the “Shareholder”), for the purchase and sale of substantially all of the assets of the Business (as defined below). Buyer and Seller are each sometimes also referred to herein as a “Party” and together as the “Parties.”

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April 23, 2024 Daniel Reuvers (By E-mail) Dear Dan: Thank you again for your thoughtful approach to your retirement from Tactile Systems Technology, Inc. (the “Company”). On behalf of the Company’s entire Board of Directors (the “Board”), I extend the...
Tactile Systems Technology Inc • April 23rd, 2024 • Surgical & medical instruments & apparatus

The purpose of this letter agreement (“Agreement”) is to formalize the terms of your retirement from the Company as its Chief Executive Officer effective as of June 30, 2024 (your “Retirement Date”) and to confirm the terms of your continued employment and Board service with the Company after your Retirement Date.

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TACTILE SYSTEMS TECHNOLOGY, INC. Incentive Stock Option Agreement Under the 2016 Equity Incentive Plan
Incentive Stock Option Agreement • June 9th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

Tactile Systems Technology, Inc. (the “Company”), pursuant to its 2016 Equity Incentive Plan (the “Plan”), hereby grants an Option to purchase shares of the Company’s common stock to you, the Participant named below. The terms and conditions of the Option Award are set forth in this Agreement, consisting of this cover page and the Option Terms and Conditions on the following pages, and in the Plan document, a copy of which has been provided to you. Any capitalized term that is not defined in this Agreement shall have the meaning set forth in the Plan as it currently exists or as it is amended in the future.

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TACTILE SYSTEMS TECHNOLOGY, INC. Non-Qualified Stock Option Agreement (Executive) Under the 2016 Equity Incentive Plan
Non-Qualified Stock Option Agreement • May 4th, 2020 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

Tactile Systems Technology, Inc. (the “Company”), pursuant to its 2016 Equity Incentive Plan (the “Plan”), hereby grants an Option to purchase shares of the Company’s common stock to you, the Participant named below. The terms and conditions of the Option Award are set forth in this Agreement, consisting of this cover page and the Option Terms and Conditions on the following pages, and in the Plan document, a copy of which has been provided to you. Any capitalized term that is not defined in this Agreement shall have the meaning set forth in the Plan as it currently exists or as it is amended in the future.

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TACTILE SYSTEMS TECHNOLOGY, INC. Confidentiality, Assignment of Intellectual Property and Restrictive Covenants Agreement
Covenants Agreement • April 23rd, 2024 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

This Confidentiality, Assignment of Intellectual Property and Restrictive Covenants Agreement (together with Exhibit A and Exhibit B, this “Agreement”), entered into effective [_________________], 20[__] (the “Effective Date”), is intended to formalize in writing certain understandings and procedures which are and will be in effect during the time [_____________] (“Employee”) is employed by Tactile Systems Technology, Inc., a Delaware corporation (the “Company”). In consideration of employment by the Company, the compensation and benefits Employee receives in connection with such employment, Company providing Employee with access to Company Proprietary Information, and other good and valuable consideration, Employee and Company agree as follows (as modified by Exhibit A):

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TACTILE SYSTEMS TECHNOLOGY, INC. Restricted Stock Unit Award Agreement
Restricted Stock Unit Award Agreement • June 9th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

Tactile Systems Technology, Inc. (the “Company”), pursuant to its 2016 Equity Incentive Plan (the “Plan”), hereby grants an award of Restricted Stock Units to you, the Participant named below. The terms and conditions of this Award are set forth in this Restricted Stock Unit Award Agreement (the “Agreement”), consisting of this cover page and the Terms and Conditions on the following pages, and in the Plan document, a copy of which has been provided to you. Any capitalized term that is not defined in this Agreement shall have the meaning set forth in the Plan as it currently exists or as it is amended in the future.

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TRANSITION AND CONSULTING AGREEMENT
Transition and Consulting Agreement • January 13th, 2020 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Minnesota
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TACTILE SYSTEMS TECHNOLOGY, INC. Restricted Stock Award Agreement Under the 2016 Equity Incentive Plan
Restricted Stock Award Agreement • June 9th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

Tactile Systems Technology, Inc. (the “Company”), pursuant to its 2016 Equity Incentive Plan (the “Plan”), hereby grants an award of Restricted Stock to you, the Participant named below. The terms and conditions of this Restricted Stock Award are set forth in this Restricted Stock Award Agreement (the “Agreement”), consisting of this cover page and the Terms and Conditions on the following pages, and in the Plan document, a copy of which has been provided to you. Any capitalized term that is not defined in this Agreement shall have the meaning set forth in the Plan as it currently exists or as it is amended in the future.

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WAIVER AND SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 6th, 2019 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus

This Waiver and Second Amendment to Credit Agreement (this “Amendment”) is entered into as of March 25, 2019, by and among (a) Tactile Systems Technology, Inc., a Delaware corporation (dba Tactile Medical) (“Borrower”), (b) the Lenders who are party to this Amendment and the Lenders who may become a party to this Amendment pursuant to the terms of the Credit Agreement (defined below) (collectively, the “Lenders”), and (c) Wells Fargo Bank, National Association, a national banking association, as Administrative Agent for the Lenders (“Agent”). This Amendment is consented and agreed to by the Guarantors.

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UNDERWRITING AGREEMENT TACTILE SYSTEMS TECHNOLOGY, INC. 2,500,000 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • February 28th, 2023 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • New York

Tactile Systems Technology, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to you, the underwriter listed in Schedule 1 hereto (the “Underwriter”), an aggregate of 2,500,000 shares of common stock, par value $0.001 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriter, up to an additional 375,000 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.

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TACTILE SYSTEMS TECHNOLOGY, INC.
Stock Option Agreement • January 25th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Minnesota

This is a Non-Statutory Stock Option Agreement (the “Agreement”) between Tactile Systems Technology, Inc., a Minnesota corporation (the “Company”), and the optionee identified above (the “Optionee”) effective as of the date of grant specified above.

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TACTILE SYSTEMS TECHNOLOGY, INC. Incentive Stock Option Agreement Under the 2016 Equity Incentive Plan
Incentive Stock Option Agreement • May 4th, 2020 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

Tactile Systems Technology, Inc. (the “Company”), pursuant to its 2016 Equity Incentive Plan (the “Plan”), hereby grants an Option to purchase shares of the Company’s common stock to you, the Participant named below. The terms and conditions of the Option Award are set forth in this Agreement, consisting of this cover page and the Option Terms and Conditions on the following pages, and in the Plan document, a copy of which has been provided to you. Any capitalized term that is not defined in this Agreement shall have the meaning set forth in the Plan as it currently exists or as it is amended in the future.

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TACTILE SYSTEMS TECHNOLOGY, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • June 9th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT is made as of September 14, 2012, by and among Tactile Systems Technology, Inc. a Delaware corporation (the “Company”), and each of the Persons listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor.”

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FIFTH AMENDMENT AGREEMENT
Fifth Amendment Agreement • November 4th, 2024 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Minnesota

This FIFTH AMENDMENT AGREEMENT (this “Amendment”), dated as of November 1, 2024, is entered into among Tactile Systems Technology, Inc., a Delaware corporation (dba Tactile Medical) (the “Borrower”), the Lenders (as defined below) signatory hereto, and Wells Fargo Bank, National Association, a national banking association, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).

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TACTILE SYSTEMS TECHNOLOGY, INC. Incentive Stock Option Agreement (Under the 2007 Omnibus Stock Plan)
Incentive Stock Option Agreement • January 25th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

This is an Incentive Stock Option Agreement (the “Agreement”) between Tactile Systems Technology, Inc., a Delaware corporation (the “Company”), and the optionee identified above (the “Optionee”) effective as of the date of grant specified above.

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June 20, 2024 Daniel Reuvers (By E-Mail) Dear Dan,
Tactile Systems Technology Inc • August 5th, 2024 • Surgical & medical instruments & apparatus

As a supplement to that certain letter agreement, between you and Tactile Systems Technology, Inc. dated April 23, 2024 (the “Letter”), we wish to clarify the provision titled “Your Equity Rights”. For the avoidance of doubt, we confirm that, unless otherwise modified by separate written agreement between you and the Company, the date that your employment with the Company ends as provided in the Letter (contemplated to be March 31, 2025 unless earlier terminated as provided in the Letter) (the “Employment Termination Date”) shall be deemed a termination of “Service” under the terms of your Equity Awards notwithstanding that you remain a director of the Company after the Employment Termination Date. Vesting of unvested performance share units and restricted stock units held by you on the Employment Termination Date shall cease as of such date and such Equity Awards will be forfeited, and any vested stock options held by you on that date will be exercisable for the period set forth there

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SECOND AMENDMENT AGREEMENT
Second Amendment Agreement • February 23rd, 2022 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Minnesota

This SECOND AMENDMENT AGREEMENT (this “Amendment”), dated as of February 22, 2022, is entered into among Tactile Systems Technology, Inc., a Delaware corporation (dba Tactile Medical) (the “Borrower”), the Lenders (as defined below) signatory hereto, and Wells Fargo Bank, National Association, a national banking association, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).

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INDEMNIFICATION AGREEMENT [DATE]
Indemnification Agreement • May 6th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

THIS INDEMNIFICATION AGREEMENT (“Agreement”), dated as of the date first written above, by and between Tactile Systems Technology, Inc., a Delaware corporation (the “Company”) and (“Indemnitee”).

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THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • November 4th, 2019 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus

This Third Amendment to Credit Agreement (this “Amendment”) is entered into as of August 2, 2019, by and among (a) Tactile Systems Technology, Inc., a Delaware corporation (dba Tactile Medical) (“Borrower”), (b) the Lenders who are party to this Amendment and the Lenders who may become a party to this Amendment pursuant to the terms of the Credit Agreement (defined below) (collectively, the “Lenders”), and (c) Wells Fargo Bank, National Association, a national banking association, as Administrative Agent for the Lenders (“Agent”). This Amendment is consented and agreed to by the Guarantors.

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TACTILE SYSTEMS TECHNOLOGY, INC. Confidentiality, Assignment of Intellectual Property and Restrictive Covenants Agreement
Restrictive Covenants Agreement • November 5th, 2018 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Minnesota

This Confidentiality, Assignment of Intellectual Property and Restrictive Covenants Agreement (this “Agreement”) is entered into effective [_________________], 20[__] (the “Effective Date”) by and between Tactile Systems Technology, Inc., a Delaware corporation (the “Company”), and [______________], a resident of [_________] (“Executive”).

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3,300,000 Shares Tactile Systems Technology, Inc. Common Stock PURCHASE AGREEMENT
Purchase Agreement • September 13th, 2017 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • New York

The stockholders of Tactile Systems Technology, Inc., a Delaware corporation (the “Company”), listed on Schedule II hereto (the “Selling Stockholders”) propose to sell to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 3,300,000 shares (the “Firm Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company. The Firm Shares are authorized, issued and outstanding shares of Common Stock. The Selling Stockholders have also granted to the several Underwriters an option to purchase up to 495,000 additional shares of Common Stock on the terms and for the purposes set forth in Section 3(b) hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Purchase Agreement are herein collectively called the “Securities.”

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TACTILE SYSTEMS TECHNOLOGY, INC. Performance Stock Unit Agreement
Performance Stock Unit Agreement • February 27th, 2018 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

Tactile Systems Technology, Inc. (the “Company”), pursuant to its 2016 Equity Incentive Plan (the “Plan”), hereby grants an award of Performance Stock Units to you, the Participant named below. The terms and conditions of this Award are set forth in this Performance Stock Unit Agreement (the “Agreement”), consisting of this cover page, the Terms and Conditions on the following pages and the attached Exhibit A, and in the Plan document, a copy of which has been provided to you. Any capitalized term that is used but not defined in this Agreement shall have the meaning assigned to it in the Plan as it currently exists or as it is amended in the future.

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TACTILE SYSTEMS TECHNOLOGY, INC. Restricted Stock Agreement
Restricted Stock Agreement • January 25th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

This Restricted Stock Agreement is made as of the date of issuance set forth above (the “Effective Date”), between Tactile Systems Technology, Inc., a Delaware corporation (the “Company”), and the employee set forth above (the “Employee”).

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FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • February 28th, 2019 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus

This First Amendment to Credit Agreement (this “Amendment”) is entered into as of February 12, 2019, by and among (a) Tactile Systems Technology, Inc., a Delaware corporation (dba Tactile Medical) (“Borrower”), (b) the Lenders who are party to this Amendment and the Lenders who may become a party to this Amendment pursuant to the terms of the Credit Agreement (defined below) (collectively, the “Lenders”), and (c) Wells Fargo Bank, National Association, a national banking association, as Administrative Agent for the Lenders (“Agent”). This Amendment is consented and agreed to by the Guarantors.

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TACTILE SYSTEMS TECHNOLOGY, INC. Incentive Stock Option Agreement (Under the 2003 Stock Option Plan)
Incentive Stock Option Agreement • January 25th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Minnesota

This Option will vest as to [ ] of the Shares subject to this Option on [ ]. This Option will vest for [ ] of the remaining Shares subject to this Option on the 1st day of each month, commencing on [ ] and continuing until this Option is fully vested.

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TACTILE SYSTEMS TECHNOLOGY, INC. Non-Qualified Stock Option Agreement Under the 2016 Equity Incentive Plan
Non-Qualified Stock Option Agreement • June 9th, 2016 • Tactile Systems Technology Inc • Surgical & medical instruments & apparatus • Delaware

Tactile Systems Technology, Inc. (the “Company”), pursuant to its 2016 Equity Incentive Plan (the “Plan”), hereby grants an Option to purchase shares of the Company’s common stock to you, the Participant named below. The terms and conditions of the Option Award are set forth in this Agreement, consisting of this cover page and the Option Terms and Conditions on the following pages, and in the Plan document, a copy of which has been provided to you. Any capitalized term that is not defined in this Agreement shall have the meaning set forth in the Plan as it currently exists or as it is amended in the future.

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