IntraLase Corp. [ ] Shares Common Stock UNDERWRITING AGREEMENT dated [ ], 2004 Banc of America Securities LLC Wachovia Capital Markets, LLC First Albany Capital Inc. ThinkEquity Partners LLCUnderwriting Agreement • August 3rd, 2004 • Intralase Corp • Electromedical & electrotherapeutic apparatus • New York
ContractIntralase Corp • July 13th, 2004 • Electromedical & electrotherapeutic apparatus • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAW, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR PURSUANT TO RULE 144 AND AN EXEMPTION UNDER APPLICABLE STATE LAW OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE CORPORATION AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.
INTRALASE CORP. CHANGE OF CONTROL SEVERANCE AGREEMENTChange of Control Severance Agreement • March 29th, 2005 • Intralase Corp • Electromedical & electrotherapeutic apparatus
This agreement is entered into between IntraLase Corp (the “Company,” which term shall include any successor by merger, consolidation, sale of substantially all of the Company’s assets or otherwise) and James Lightman (“Executive”) effective as of the fourteenth day of February, 2005 (“Effective Date”).
INDUSTRIAL LEASE (Single Tenant; Net) Between THE IRVINE COMPANY And INTRALASE CORP.Industrial Lease • July 13th, 2004 • Intralase Corp • Electromedical & electrotherapeutic apparatus • California
THIS LEASE is made as of the 7th day of September, 2000, by and between THE IRVINE COMPANY, a Delaware corporation, hereafter called “Landlord,” and INTRALASE CORP., a Delaware corporation, hereinafter called “Tenant.”
AGREEMENT AND PLAN OF MERGER BY AND AMONG ADVANCED MEDICAL OPTICS, INC. IRONMAN MERGER CORPORATION and INTRALASE CORP. Dated as of January 5, 2007Agreement and Plan of Merger • January 10th, 2007 • Intralase Corp • Electromedical & electrotherapeutic apparatus • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of January 5, 2007 (this “Agreement”), by and among Advanced Medical Optics, Inc., a Delaware corporation (“Parent”), Ironman Merger Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and IntraLase Corp., a Delaware corporation (the “Company”).
INTRALASE CORP. STOCK OPTION AGREEMENTStock Option Agreement • July 13th, 2004 • Intralase Corp • Electromedical & electrotherapeutic apparatus • Delaware
This Stock Option Agreement (the “Agreement”) is entered into as of , 200 , by and between IntraLase Corp., a Delaware corporation (the “Company”), and (the “Optionee”) pursuant to the Company’s 2004 Stock Incentive Plan (the “Plan”). Any capitalized term not defined herein shall have the same meaning ascribed to it in the Plan.
AMENDMENT TO “LICENSE AGREEMENT MICHIGAN FILE 1509 TECHNOLOGY” BETWEEN THE REGENTS OF THE UNIVERSITY OF MICHIGAN AND INTRALASE CORP.License Agreement • August 24th, 2004 • Intralase Corp • Electromedical & electrotherapeutic apparatus
This Amendment to “License Agreement Michigan File 1509 Technology” (hereinafter “1509 License Agreement”) is made and entered into as of this 23rd day of January 2003 (“Effective Date”), by and between the Regents of the University of Michigan, a constitutional corporation of the State of Michigan (“Michigan”), and IntraLase Corp., a Delaware corporation (“Licensee”).
LICENSE AGREEMENTLicense Agreement • August 24th, 2004 • Intralase Corp • Electromedical & electrotherapeutic apparatus • California
This License Agreement (“Agreement”), effective as of March 16, 2000 (the “Effective Date”), is entered into by and between Shui Lai (“Licensor”), and IntraLase Corp., a Delaware corporation (“IntraLase”).
AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • August 24th, 2004 • Intralase Corp • Electromedical & electrotherapeutic apparatus • Michigan
This is a License Agreement between IntraLase, Inc., a Delaware corporation, with offices located at 30 Hughes, Suite 208, Irvine, California 92618 (“LICENSEE”), and Escalon Medical Corp., a Delaware corporation (“ESCALON”). This Agreement amends and restates that certain License Agreement dated October 23, 1997 by and between LICENSEE and ESCALON. This Agreement is effective as of the date executed by both LICENSEE and ESCALON (the “Effective Date”).
RESTRICTED STOCK PURCHASE AGREEMENTRestricted Stock Purchase Agreement • May 28th, 2004 • Intralase Corp • California
THIS RESTRICTED STOCK PURCHASE AGREEMENT (the “Agreement”) is entered into as of by and between INTRALASE CORP., a Delaware corporation (the “Company”), and (the “Purchaser”).
OFFICE LEASEOffice Lease • March 29th, 2005 • Intralase Corp • Electromedical & electrotherapeutic apparatus • California
This Office Lease, which includes the preceding Summary attached hereto and incorporated herein by this reference (the Office Lease and Summary to be known sometimes collectively hereafter as the “Lease”), dated as of the date set forth in Section 1 of the Summary, is made by and between 9701 JERONIMO HOLDINGS, LLC, a California limited liability company (“Landlord”) and INTRALASE CORP., a Delaware corporation (“Tenant”).
EMPLOYMENT AGREEMENTEmployment Agreement • July 13th, 2004 • Intralase Corp • Electromedical & electrotherapeutic apparatus • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 10th day of April, 2003, by and between INTRALASE CORP., a Delaware corporation (the “Company”) and ROBERT PALMISANO (hereinafter “Executive”).
PATENT LICENSE AGREEMENT between AGERE SYSTEMS GUARDIAN CORPORATION and INTRALASE CORP. Effective December 31, 2001 Relating to LASER OSCILLATOR SUBSYSTEMSPatent License Agreement • July 13th, 2004 • Intralase Corp • Electromedical & electrotherapeutic apparatus
Effective December 31, 2001, (“Effective Date”) Agere Systems Guardian Corporation (“AGERE”), a Delaware corporation having an office at 9333 S. John Young Parkway, Orlando, Florida 32819-8698, and INTRALASE CORP., a Delaware corporation, (“INTRALASE”), having an office at 3 Morgan, Irvine, California, 92618, USA, agree as follows*:
LICENSE AGREEMENT MICHIGAN FILE 939 TECHNOLOGYLicense Agreement • July 13th, 2004 • Intralase Corp • Electromedical & electrotherapeutic apparatus • Michigan
INTRALASE CORP. STOCK OPTION AGREEMENTStock Option Agreement • May 28th, 2004 • Intralase Corp • California
This Stock Option Agreement (“Agreement”) is entered into as of , , by and between INTRALASE CORP., a Delaware corporation (the “Company”), and (the “Optionee”) pursuant to the Company’s 2000 Stock Incentive Plan (the “Plan”).
AMENDED AND RESTATED LICENSE AND SETTLEMENT AGREEEMENT MICHIGAN FILES 939, 1387, 1509, and 1662Intralase Corp • August 3rd, 2004 • Electromedical & electrotherapeutic apparatus • Michigan
This is an Agreement between IntraLase Corp., a corporation incorporated in the State of Delaware, with offices located at 3 Morgan, Irvine, California (“LICENSEE”), and the Regents of the University of Michigan, a constitutional corporation of the State of Michigan (“MICHIGAN”). This amended and restated license and settlement agreement (the “Agreement”) is effective as of June 28, 2004 (the “Effective Date”). LICENSEE and MICHIGAN agree as follows:
LICENSE AGREEMENT MICHIGAN FILE 1509 TECHNOLOGYLicense Agreement • July 13th, 2004 • Intralase Corp • Electromedical & electrotherapeutic apparatus
This is an Agreement between IntraLase Corp., a corporation incorporated in the State of Delaware, with offices located at 245 North Main Street, Ann Arbor, Michigan 48104 (“LICENSEE”), and the Regents of the University of Michigan, a constitutional corporation of the State of Michigan (“MICHIGAN”). This Agreement is effective as of the date executed by both LICENSEE and MICHIGAN (the “Effective Date”). LICENSEE and MICHIGAN agree as follows:
SEPARATION AND CONSULTING AGREEMENTSeparation and Consulting Agreement • May 28th, 2004 • Intralase Corp • California
This Separation and Consulting Agreement is made and entered into by INTRALASE INC., a Delaware corporation (“Company”) and RANDY ALEXANDER (“Alexander”).
LICENSE AGREEMENT MICHIGAN FILE 1387 TECHNOLOGYLicense Agreement • May 28th, 2004 • Intralase Corp
This is an Agreement between IntraLase Corp., a corporation incorporated in the State of Delaware, with offices located at 245 North Main Street, Ann Arbor, Michigan 48104 (“LICENSEE”), and the Regents of the University of Michigan, a constitutional corporation of the State of Michigan (“MICHIGAN”). This Agreement is effective as of the date executed by both LICENSEE and MICHIGAN (the “Effective Date”). LICENSEE and MICHIGAN agree as follows:
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 28th, 2004 • Intralase Corp • Delaware
This INDEMNIFICATION AGREEMENT (“Agreement”) is made on , 200 , between IntraLase Corp., a Delaware corporation (the “Company”), and (“Indemnitee”), an officer and/or member of the Board of Directors of the Company.
AMENDMENT NO. 1 TO AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • May 28th, 2004 • Intralase Corp
THIS AMENDMENT NO. 1 to that certain Amended and Restated License Agreement dated October 17, 2000, by and between IntraLase, Inc. (“LICENSEE”) and Escalon Medical Corporation (“ESCALON”) (the “License Agreement”) is effective as of the date executed by both LICENSEE and ESCALON (the “Effective Date”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 9th, 2006 • Intralase Corp • Electromedical & electrotherapeutic apparatus • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into on the 15th day of February, 2006 with an effective date of the 11th day of April, 2006, by and between INTRALASE CORP., a Delaware corporation (the “Company”) and ROBERT PALMISANO (hereinafter “Executive”).
INTRALASE CORP. STOCK OPTION AGREEMENTStock Option Agreement • May 28th, 2004 • Intralase Corp • Delaware
IntraLase Corp., a Delaware corporation (the “Company”), desiring to afford an opportunity to the Grantee named below to purchase certain shares of the Company’s common stock, par value $0.01 per share, and to provide the Grantee with an added incentive as an employee or consultant of the Company, hereby grants to the Grantee, and the Grantee hereby accepts, an option to purchase the number of such shares optioned as specified below (the “Option”), during the term ending at midnight (prevailing local time at the Company’s principal offices) on the expiration date of this Option specified below, at the option exercise price specified below, subject to and upon the following terms and conditions:
INTRALASE CORP. THIRD AMENDED AND RESTATED FOUNDERS’ AGREEMENTFounders’ Agreement • August 3rd, 2004 • Intralase Corp • Electromedical & electrotherapeutic apparatus
This Third Amended and Restated Founders’ Agreement (this “Agreement”) is entered into November , 2002, by and among IntraLase Corp., a Delaware corporation, with offices located at 3 Morgan Irvine, CA 92618, Irvine, California 92618 (the “Corporation”); Ronald M. Kurtz and Jennifer Simpson, and Tibor Juhasz (each individually a “Founder” and collectively the “Founders”).
LICENSE AGREEMENT MICHIGAN FILE 1509 TECHNOLOGYLicense Agreement • May 28th, 2004 • Intralase Corp
This is an Agreement between IntraLase Corp., a corporation incorporated in the State of Delaware, with offices located at 245 North Main Street, Ann Arbor, Michigan 48104 (“LICENSEE”), and the Regents of the University of Michigan, a constitutional corporation of the State of Michigan (“MICHIGAN”). This Agreement is effective as of the date executed by both LICENSEE and MICHIGAN (the “Effective Date”). LICENSEE and MICHIGAN agree as follows:
INTRALASE CORP. FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 28th, 2004 • Intralase Corp • Delaware
INTRALASE CORP. AMENDMENT TO STOCK OPTION AGREEMENTStock Option Agreement • May 28th, 2004 • Intralase Corp
This Amendment is entered into effective as of (the “Effective Date”) between INTRALASE CORP., a Delaware corporation (the “Company”), and (“Stockholder”), with reference to the following:
AMENDMENT NO. 1 TO AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • July 13th, 2004 • Intralase Corp • Electromedical & electrotherapeutic apparatus
THIS AMENDMENT NO. 1 to that certain Amended and Restated License Agreement dated October 17, 2000, by and between IntraLase, Inc. (“LICENSEE”) and Escalon Medical Corporation (“ESCALON”) (the “License Agreement”) is effective as of the date executed by both LICENSEE and ESCALON (the “Effective Date”).
