RIGHTS AGREEMENT BETWEEN DEXCOM, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANY, AS RIGHTS AGENT DATED AS OF , 2005Rights Agreement • March 24th, 2005 • Dexcom Inc • Surgical & medical instruments & apparatus • Delaware
This Agreement, dated as of , 2005, between DexCom, Inc., a Delaware corporation (the "Company"), and American Stock Transfer & Trust Company, a New York company, as Rights Agent (the "Rights Agent").
Dealer name and address]Call Option Transaction • May 5th, 2023 • Dexcom Inc • Surgical & medical instruments & apparatus
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [___________] (“Dealer”) and DexCom, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
DexCom, Inc. 2,850,000 Shares Common Stock ($0.001 par value) Underwriting AgreementUnderwriting Agreement • November 9th, 2010 • Dexcom Inc • Surgical & medical instruments & apparatus • Massachusetts
FORM OF INDEMNITY AGREEMENTIndemnification Agreement • February 1st, 2005 • Dexcom Inc • Delaware
This Indemnity Agreement (this "Agreement"), dated as of , 2005, is made by and between DexCom, Inc., a Delaware corporation (the "Company"), and [ ], a director and/or officer of the Company (the "Indemnitee").
as Issuer AND Wells Fargo Bank, National Association, as Trustee INDENTURE Dated as of March 9, 2007 4.75% Convertible Senior Notes due 2027Indenture • March 12th, 2007 • Dexcom Inc • Surgical & medical instruments & apparatus • New York
INDENTURE, dated as of March 9, 2007, between DexCom, Inc., a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), having its principal office at 5555 Oberlin Drive, San Diego, California 92121 and Wells Fargo Bank, National Association, a national banking association, as Trustee (the “Trustee”).
15,994,000 Shares DEXCOM, INC. Common Stock PURCHASE AGREEMENTPurchase Agreement • January 30th, 2009 • Dexcom Inc • Surgical & medical instruments & apparatus • New York
DexCom, Inc., a Delaware corporation (the “Company”), proposes to sell to Piper Jaffray & Co. (the “Underwriter”), an aggregate of 15,994,000 shares (the “Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company.
INDEMNITY AGREEMENTIndemnity Agreement • August 1st, 2017 • Dexcom Inc • Surgical & medical instruments & apparatus • Delaware
This Indemnity Agreement (this “Agreement”), shall be effective on the first date of service to DexCom, Inc., and is made by and between DexCom, Inc., a Delaware corporation (the “Company”), and [_____], a director and/or officer of the Company (the “Indemnitee”).
SORRENTO VALLEY BUSINESS PARK LEASE FROM HUB PROPERTIES TRUST, a Maryland Real Estate Investment Trust, TO DEXCOM, INC., a Delaware corporation. 5627 Oberlin Drive San Diego, California 92121Lease Agreement • May 18th, 2005 • Dexcom Inc • Surgical & medical instruments & apparatus
DEXCOM, INC.Rsu Grant Agreement • February 27th, 2018 • Dexcom Inc • Surgical & medical instruments & apparatus • California
Unless otherwise defined herein, the terms defined in the DexCom, Inc. (the “Company”) 2015 Equity Incentive Plan (the “Plan”) shall have the same meanings in this Notice of Restricted Stock Unit Award (the “Notice”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 12th, 2007 • Dexcom Inc • Surgical & medical instruments & apparatus • New York
REGISTRATION RIGHTS AGREEMENT, dated as of March 9, 2007, by and between DexCom, Inc. (together with any successor entity, herein referred to as the “Issuer”) and Piper Jaffray & Co. (the “Initial Purchaser”).
OFFICE LEASEOffice Lease • April 7th, 2006 • Dexcom Inc • Surgical & medical instruments & apparatus • California
This Office Lease (the “Lease”), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”), below, is made by and between KILROY REALTY, L.P., a Delaware limited partnership (“Landlord”), and DEXCOM, INC., a Delaware corporation (“Tenant”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 11th, 2021 • Dexcom Inc • Surgical & medical instruments & apparatus • Delaware
This Indemnification Agreement, dated as of ____________, 20__, is made by and between DEXCOM, INC., a Delaware corporation (the “Company”), and _______________ ___________________, a director, officer or key employee of the Company or one of the Company’s Subsidiaries or other service provider who satisfies the definition of Indemnifiable Person set forth below (the “Indemnitee”).
RESEARCH AND DEVELOPMENT AGREEMENTResearch and Development Agreement • May 15th, 2012 • Dexcom Inc • Surgical & medical instruments & apparatus • Delaware
This Research and Development Agreement (the “Agreement”), effective as of November 1, 2011 (the “Effective Date”), is by and between Dexcom, Inc., a Delaware Corporation having its principal place of business at 6340 Sequence Drive, San Diego, California 92121 (“Dexcom”), and Roche Diagnostics Operations, Inc., a Delaware corporation having its principal place of business at 9115 Hague Road, Indianapolis, Indiana 46250 (“Roche”). Roche and Dexcom are each referred to herein as a “Party” and collectively as the “Parties”.
DEXCOM, INC. AMENDED AND RESTATED EXECUTIVE CHANGE OF CONTROL & SEVERANCE AGREEMENTExecutive Change of Control & Severance Agreement • March 5th, 2009 • Dexcom Inc • Surgical & medical instruments & apparatus • California
THIS AMENDED AND RESTATED EXECUTIVE CHANGE OF CONTROL & SEVERANCE AGREEMENT (the “Agreement”) is made as of , between DexCom, Inc., a Delaware corporation (the “Company”) and (“Executive”) and supersedes any prior Executive Change of Control & Severance Agreement between the Company and Executive.
] Shares1 DexCom, Inc. Common Stock PURCHASE AGREEMENTPurchase Agreement • April 21st, 2006 • Dexcom Inc • Surgical & medical instruments & apparatus • New York
PIPER JAFFRAY & CO. FIRST ALBANY CAPITAL INC. LAZARD CAPITAL MARKETS LLC MONTGOMERY & CO., LLC As Representatives of the several Underwriters named in Schedule II hereto c/o Piper Jaffray & Co. 800 Nicollet Mall Minneapolis, Minnesota 55402
LEASE 10455 Pacific Center Court San Diego, California Basic Lease InformationLease • February 14th, 2022 • Dexcom Inc • Surgical & medical instruments & apparatus
Date: January 31, 2020 Landlord: GC Pacific Center Court Owner LLC, a Delaware limited liability company Tenant: Dexcom, Inc., a Delaware corporation Building (section 1.1): That certain building located at 10455 Pacific Center Court, San Diego, California 92121 Premises (section 1.1): A portion of the Building comprising 49,152 square feet of rentable area and commonly known as Suites 150 and 250 Parking (section 1.4): 2.95 unreserved parking spaces per 1,000 rentable square feet of Premises (for an initial parking space total of 145 as of the Commencement Date) Lease Term (section 2.1): Approximately eighty-four (84) months Delivery Date (section 2.1): The date on which Landlord tenders possession of the Premises to Tenant with the Landlord Delivery Date Work (as such term is defined in Exhibit B) Substantially Complete. Commencement Date (section 2.1): September 1, 2020 Expiration Date (section 2.1): August 31, 2027 Base Rent (section 3.1(a)): Month Monthly Base Rent09/01/20 – 08/31
Amendment Number One to Non-Exclusive Distribution AgreementNon-Exclusive Distribution Agreement • July 1st, 2011 • Dexcom Inc • Surgical & medical instruments & apparatus
This Amendment Number One to the Non-Exclusive Distribution Agreement (“Amendment Number One”) is made as of March 29, 2011, by and between DexCom, Inc., a Delaware corporation, with a principal place of business at 6340 Sequence Drive, San Diego, California 92121 (the “Company”) and RGH Enterprises, Inc., an Ohio corporation with offices at 1810 Summit Commerce Park, Twinsburg, Ohio 44087 (the “Distributor”).
AMENDED AND RESTATED COLLABORATION AND LICENSE AGREEMENTCollaboration and License Agreement • February 8th, 2024 • Dexcom Inc • Surgical & medical instruments & apparatus • California
This AMENDED AND RESTATED COLLABORATION AND LICENSE AGREEMENT (the “Agreement”) is executed on November 20, 2018 (the “Effective Date”) (as defined below) by and between DexCom, Inc., (“DexCom”) having its principal place of business at 6340 Sequence Drive, San Diego, California 92121, Verily Ireland Limited (“VIL”) having its principal place of business at 70 Sir John Rogerson’s Quay, Dublin 2, Ireland and Verily Life Sciences LLC (formerly Google Life Sciences LLC) (“VLS” and together with VIL, “Verily”), having its principal place of business at 1600 Amphitheatre Parkway, Mountain View, California 94043, and amends and restates in its entirety that certain Collaboration and License Agreement dated as of August 10, 2015 (“Original Effective Date”) by and between DexCom and Verily (as amended by Amendment No. 1 thereto effective as of October 25, 2016, the “Original Agreement”). DexCom and Verily are each referred to herein by name or, individually, as a “Party” or, collectively, as “
FIRST AMENDMENT TO OFFICE LEASEOffice Lease • November 4th, 2010 • Dexcom Inc • Surgical & medical instruments & apparatus
This FIRST AMENDMENT TO OFFICE LEASE (“First Amendment”) is made and entered into as of the 18th day of August, 2010, by and between KILROY REALTY, L.P., a Delaware limited partnership (“Landlord”), and DEXCOM, INC., a Delaware corporation (“Tenant”).
AMENDED AND RESTATED NON-EXCLUSIVE DISTRIBUTION AGREEMENT between DEXCOM, INC. and DIABETES MANAGEMENT AND SUPPLIES, LLC Dated August 10, 2015Non-Exclusive Distribution Agreement • February 9th, 2023 • Dexcom Inc • Surgical & medical instruments & apparatus • California
THIS AMENDED AND RESTATED NON-EXCLUSIVE DISTRIBUTION AGREEMENT (“Agreement”) is made August 10, 2015 by and between DexCom, Inc., a Delaware corporation, with a principal place of business at 6340 Sequence Drive, San Diego, California 92121 (“DexCom”) and DIABETES MANAGEMENT AND SUPPLIES, LLC, a Louisiana LLC with a principal office at 10 Commerce Ct. New Orleans, LA 70123 (Distributor”). DexCom and the Distributor are referred to individually as a “Party” and collectively as the “Parties.”
DEXCOM INC. AMENDED AND RESTATED 2015 EQUITY INCENTIVE PLAN NOTICE OF RESTRICTED STOCK UNIT AWARDRsu Grant Agreement • February 13th, 2020 • Dexcom Inc • Surgical & medical instruments & apparatus
Unless otherwise defined herein, the terms defined in the DexCom, Inc. (the “Company”) 2015 Equity Incentive Plan (the “Plan”) shall have the same meanings in this Notice of Restricted Stock Unit Award (the “Notice”).
SORRENTO VALLEY BUSINESS PARK LEASE FROM HUB PROPERTIES TRUST, a Maryland Real Estate Investment Trust, TO DEXCOM, INC, a Delaware corporation. 5555 Oberlin Drive San Diego, California 92121Lease Agreement • March 25th, 2005 • Dexcom Inc • Surgical & medical instruments & apparatus • California
Shares(1)Common Stock Purchase Agreement • March 15th, 2005 • Dexcom Inc • Surgical & medical instruments & apparatus • New York
Re: Employment AgreementEmployment Agreement • June 20th, 2007 • Dexcom Inc • Surgical & medical instruments & apparatus • California
This letter agreement (“Agreement”) will set forth the terms of your employment with DexCom, Inc. (the “Company”) as its President and Chief Executive Officer.
DEXCOM, INC. AMENDED AND RESTATED EXECUTIVE CHANGE OF CONTROL AGREEMENTExecutive Change of Control Agreement • March 3rd, 2005 • Dexcom Inc • Surgical & medical instruments & apparatus • California
THIS AMENDED AND RESTATED EXECUTIVE CHANGE OF CONTROL AGREEMENT (the "Agreement") is made as of January 31, 2005, between DexCom, Inc., a Delaware corporation (the "Company") and Andy Rasdal ("Executive").
AMENDED AND RESTATED DEVELOPMENT, MANUFACTURING, LICENSING AND SUPPLY AGREEMENTDevelopment, Manufacturing, Licensing and Supply Agreement • March 9th, 2010 • Dexcom Inc • Surgical & medical instruments & apparatus • California
Re: Separation AgreementSeparation Agreement • June 20th, 2007 • Dexcom Inc • Surgical & medical instruments & apparatus • California
for a period of one year after the Termination Date, subject to the other terms and conditions of the options and the plans under which such options were issued. Any issuance of shares upon your exercise of such options will be subject your payment of applicable withholding taxes to DexCom.
AMENDMENT NO. 1 TO THE COMMERCIALIZATION AGREEMENTSCommercialization Agreement • November 4th, 2009 • Dexcom Inc • Surgical & medical instruments & apparatus
Animas Corporation, a Delaware Corporation, having a principal place of business at 200 Lawrence Drive, West Chester, PA 19380 (“Animas”) and DexCom, Inc., a Delaware corporation, having a principal place of business at 6340 Sequence Drive, San Diego, CA 92121 (“DexCom”), are parties to the Commercialization Agreement dated July 31, 2008 (the “US Commercialization Agreement”) and the OUS Commercialization Agreement dated January 12, 2009 (the “OUS Commercialization Agreement”). Capitalized terms not defined in this Amendment No. 1 to the Commercialization Agreements (the “Amendment”) shall have the meanings given to them in the US Commercialization Agreement or OUS Commercialization Agreement, as applicable.
San Diego, CA 92121Employment Agreement • August 3rd, 2011 • Dexcom Inc • Surgical & medical instruments & apparatus • California
You will be expected to diligently perform various duties consistent with your position. You will work at our offices located at 6340 Sequence Drive, San Diego, California. Your first day of employment shall be June 1, 2011 (the “Employment Date”). You will report directly to Terry Gregg, Chief Executive Officer of DexCom, Inc., at our facilities in San Diego, California, subject to necessary business travel. Your base salary shall be $300,000 per year, to be paid out according to the Company’s regular payroll schedule less payroll deductions and all required withholdings. You will also be eligible for an annual bonus with a target of ninety percent (90%) of your base salary, prorated for 2011 based on your Employment Date, and based on performance objectives determined by the Compensation Committee and approved as part of the Company’s management bonus plan. You will also be eligible to participate in the comprehensive benefit program that we offer to employees and their families, whi
COLLABORATION AGREEMENT BY AND BETWEEN EDWARDS LIFESCIENCES LLC AND DEXCOM, INC.Collaboration Agreement • January 28th, 2009 • Dexcom Inc • Surgical & medical instruments & apparatus • California
This Collaboration Agreement (the “Agreement”) is entered into as of November 10, 2008 (the “Effective Date”), by and between Edwards Lifesciences LLC a limited liability company organized and existing under the laws of the State of Delaware and having a principal place of business at One Edwards Way, Irvine, CA 92614 (“Edwards”) and DexCom, Inc., a corporation organized and existing under the laws of the State of Delaware and having a principal place of business at 6340 Sequence Drive, San Diego, CA 92121 (“DexCom”). Edwards and DexCom may each be referred to herein individually as a “Party” and collectively as the “Parties”.
Amendment to Non-Exclusive Distribution AgreementNon-Exclusive Distribution Agreement • August 2nd, 2016 • Dexcom Inc • Surgical & medical instruments & apparatus
This Amendment to the Non-Exclusive Distribution Agreement (“Amendment”) is made as of April 30, 2016, by and between DexCom, Inc., a Delaware corporation, with a principal place of business at 6340 Sequence Drive, San Diego, California 92121 ("DexCom") and RGH Enterprises, Inc., an Ohio corporation with offices at 1810 Summit Commerce Park, Twinsburg, Ohio 44087 (the “Distributor”). Each of DexCom and the Distributor are sometimes referred to individually herein as a "Party" and collectively as the "Parties." Capitalized terms not defined herein shall have the meanings set forth in the Agreement (as defined in the first recital below).
DexCom, Inc. 4,700,000 Shares Common Stock ($0.001 par value) Underwriting AgreementUnderwriting Agreement • May 5th, 2011 • Dexcom Inc • Surgical & medical instruments & apparatus • Massachusetts
AMENDMENT NUMBER TWELVE TO THE AMENDED AND RESTATED NON-EXCLUSIVE DISTRIBUTION AGREEMENTNon-Exclusive Distribution Agreement • April 27th, 2023 • Dexcom Inc • Surgical & medical instruments & apparatus
This AMENDMENT NUMBER TWELVE TO THE AMENDED AND RESTATED NON-EXCLUSIVE DISTRIBUTION AGREEMENT (“Amendment”) is made effective as of February 1, 2023 (“Amendment Effective Date”) by and between DexCom, Inc. (“DexCom”) and Byram Healthcare (“Distributor”). Capitalized terms used herein but not defined shall have the meaning ascribed to them in the Agreement.
AMENDMENT TO THE DISTRIBUTION SERVICES AGREEMENT BETWEEN DEXCOM INC. & AMERISOURCEBERGEN DRUG CORPORATIONDistribution Services Agreement • February 13th, 2020 • Dexcom Inc • Surgical & medical instruments & apparatus
This Amendment (the “Amendment”), effective as of the 1st day of November, 2018 (the “Amendment Effective Date”), is entered into by and between DEXCOM Inc. (“Supplier”) and AmerisourceBergen Drug Corporation (“ABC”), individually a “Party” and collectively the “Parties.”
SECOND AMENDMENT TO OFFICE LEASEOffice Lease • February 25th, 2015 • Dexcom Inc • Surgical & medical instruments & apparatus
