FORM OF UNDERWRITING AGREEMENT NXSTAGE MEDICAL, INC. (a Delaware corporation) 5,613,371 Shares of Common Stock UNDERWRITING AGREEMENT Dated: June [ ], 2006 NXSTAGE MEDICAL, INC. (a Delaware corporation) 5,613,371 Shares of Common Stock (Par Value...Underwriting Agreement • June 8th, 2006 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
Exhibit 10.31 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement, dated as of February 7, 2007, is made and entered into by and between NxStage Medical, Inc., a Delaware corporation (the "Company"), and DaVita Inc., a Delaware corporation (the...Stock Purchase Agreement • March 16th, 2007 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
Exhibit 10.5 NxStage Medical, Inc. Restricted Stock Agreement Granted Under 2005 Stock Incentive Plan AGREEMENT made this ____ day of _____________, 200[ ], between NxStage Medical, Inc., a Delaware corporation (the "Company"), and...Restricted Stock Agreement • March 16th, 2007 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
Exhibit 10.27 Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. SUPPLY AGREEMENT This Supply Agreement (the "AGREEMENT") is entered into by and between: NXSTAGE MEDICAL, INC.,...Supply Agreement • March 16th, 2007 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
WITNESSETH:Stockholders Agreement • September 21st, 2005 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
Exhibit 10.4 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT NO. 4361 (this "Agreement") is entered into as of December 23, 2004, by and between LIGHTHOUSE CAPITAL PARTNERS V, L.P. ("Lender") and NXSTAGE MEDICAL, INC., a Delaware...Loan and Security Agreement • July 19th, 2005 • NxStage Medical, Inc. • California
Exhibit 10.8 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND APPLICABLE STATE SECURITIES AND LAWS, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE...Warrant Agreement • July 19th, 2005 • NxStage Medical, Inc. • California
RECITALSInvestor Rights Agreement • July 19th, 2005 • NxStage Medical, Inc. • Delaware
Exhibit 10.12 EMPLOYMENT AGREEMENT JEFFREY H. BURBANK THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into this 19th day of October, 2005 (the "Effective Date") by and between NxStage Medical, Inc. (the "Company"), a Delaware corporation with...Employment Agreement • October 20th, 2005 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Massachusetts
Exhibit 10.10 EMPLOYMENT AGREEMENT ROBERT S. BROWN THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into this 27th day of November 2006 (the "Effective Date") by and between NxStage Medical, Inc. (the "Company"), a Delaware corporation with its...Employment Agreement • March 16th, 2007 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Massachusetts
RECITALSNon-Qualified Stock Option Agreement • May 5th, 2006 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Massachusetts
Exhibit 10.32 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of February 7, 2007, by and among NxStage Medical, Inc., a Delaware corporation (the "Company"), and DaVita Inc., a Delaware...Registration Rights Agreement • March 16th, 2007 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
FROM THE OFFICE OF Heritage Place LLC. c/o Ozzy Property Mgmt, Inc. 3 Dundee Office Pk, B05 Andover, MA 01810 STANDARD FORM COMMERCIAL LEASE 1. PARTIES LESSOR, which expression shall include Heritage (fill in) Place, LLC, heirs, successors, and...Commercial Lease • July 19th, 2005 • NxStage Medical, Inc.
NxStage Medical, Inc. 3,200,000 Shares Common Stock ($0.001 par value) Underwriting AgreementUnderwriting Agreement • November 23rd, 2010 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
NxStage Medical, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to Canaccord Genuity Inc. (the “Underwriters”) pursuant to this Underwriting Agreement (this “Agreement”) an aggregate of 3,200,000 shares (the “Firm Shares”) of common stock, $0.001 par value (the “Common Stock”), of the Company. In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional 480,000 shares of Common Stock (the “Additional Shares”). The Firm Shares and the Additional Shares are hereinafter collectively referred to as the “Shares.” The Shares are described in the Prospectus which is referred to below.
Exhibit 10.3 NON-QUALIFIED STOCK OPTION AGREEMENT UNDER THE NXSTAGE MEDICAL, INC. 1999 STOCK OPTION AND GRANT PLAN NAME OF OPTIONEE: _________ (the "Optionee") NO. OF OPTION SHARES: _________ Shares of Common Stock GRANT DATE: _________ (the "Grant...Non-Qualified Stock Option Agreement • October 7th, 2005 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Massachusetts
JUNE, 2005Production Agreement • July 19th, 2005 • NxStage Medical, Inc. • New Hampshire
Exhibit 10.24 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (this "AGREEMENT") dated as of May 15, 2006 (the "EFFECTIVE DATE") between SILICON VALLEY BANK, a California corporation and with a loan production office located at One Newton...Loan and Security Agreement • May 17th, 2006 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
WITNESSETHEmployment Agreement • July 19th, 2005 • NxStage Medical, Inc. • Massachusetts
CREDIT AGREEMENTCredit Agreement • August 7th, 2014 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
This CREDIT AGREEMENT (including all exhibits and schedules hereto, as the same may be amended, modified and/or restated from time to time, this “Agreement”) is entered into as of June 9, 2014, by and among NxStage Medical, Inc., a Delaware corporation (“NxStage”), certain of its Domestic Subsidiaries listed on the signature pages hereto or that become party hereto as Borrowers (the “Subsidiary Borrowers”, and together with NxStage, collectively as the “Borrowers” and individually as a “Borrower”), NxStage, as the Borrower Representative, the other Persons party hereto that are designated as a “Credit Party”, General Electric Capital Corporation, a Delaware corporation (in its individual capacity, “GE Capital”), as Agent for the several financial institutions from time to time party to this Agreement (collectively, the “Lenders” and individually each a “Lender”) and for itself as a Lender (including as Swingline Lender), and such Lenders.
Exhibit 10.6 THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED UNLESS SUCH SALE OR TRANSFER IS IN ACCORDANCE WITH THE...Preferred Stock Purchase Warrant • July 19th, 2005 • NxStage Medical, Inc. • Delaware
Exhibit 10.2 INCENTIVE STOCK OPTION AGREEMENT UNDER THE NXSTAGE MEDICAL, INC. 1999 STOCK OPTION AND GRANT PLAN FOR GRANTS PRIOR TO SEPTEMBER 15, 2005 NAME OF OPTIONEE: _______ (the "Optionee") NO. OF OPTION SHARES: _______ Shares of Common Stock GRANT...Incentive Stock Option Agreement • October 7th, 2005 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Massachusetts
Exhibit 10.18 Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. SUPPLY AGREEMENT EIR MEDICAL, INC., a company organized and existing under the laws of Massachusetts having...Supply Agreement • July 19th, 2005 • NxStage Medical, Inc. • Delaware
CREDIT AND SECURITY AGREEMENTCredit and Security Agreement • November 28th, 2007 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Illinois
THIS CREDIT AND SECURITY AGREEMENT (as the same may be amended, supplemented, restated or otherwise modified from time to time, the “Agreement”) is dated as of November 21, 2007 by and among (a) NXSTAGE MEDICAL, INC., a Delaware corporation, EIR MEDICAL, INC., a Massachusetts corporation, MEDISYSTEMS SERVICES CORPORATION, a Nevada corporation, and MEDISYSTEMS CORPORATION, a Washington corporation, and any additional Borrower that may hereafter be added to this Agreement (each individually as a “Borrower” and collectively as “Borrowers”), (b) MERRILL LYNCH CAPITAL, a division of Merrill Lynch Business Financial Services Inc., individually as a Lender, and as Administrative Agent, Sole Lead Arranger and Sole Bookrunner, and (c) the financial institutions or other entities from time to time parties hereto, each as a Lender.
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 22nd, 2010 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Nevada
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date between (i) SILICON VALLEY BANK, a California corporation with a loan production office located at One Newton Executive Park, 2221 Washington Street, Suite 200, Newton, Massachusetts 02462 (“Bank”), and (ii) NXSTAGE MEDICAL, INC., a Delaware corporation (“NxStage”), EIR MEDICAL, INC., a Massachusetts corporation (“EIR”), MEDISYSTEMS CORPORATION, a Washington corporation (“Medisystems”), each with offices located at 439 South Union Street, 5th Floor, Lawrence, Massachusetts 01843, and MEDISYSTEMS SERVICES CORPORATION, a Nevada corporation, (“Services”), with offices located at 101 Convention Center Drive, Suite 850, Las Vegas, Nevada 89101 (NxStage, EIR, Medisystems and Services are individually and collectively, jointly and severally, the “Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
AGREEMENT AND PLAN OF MERGER by and among FRESENIUS MEDICAL CARE HOLDINGS, INC. BROADWAY RENAL SERVICES, INC. and NxSTAGE MEDICAL, INC. dated as of August 7, 2017Merger Agreement • August 7th, 2017 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
SECOND: The address of the Corporation’s registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, County of New Castle, 19801. The name of its registered agent at such address is The Corporation Trust Company.
BACKGROUNDSupply Agreement • May 5th, 2006 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Massachusetts
EMPLOYMENT AGREEMENT Matthew W. TowseEmployment Agreement • November 7th, 2013 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Massachusetts
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into this 15th day of July, 2013 (the “Effective Date”) by and between NxStage Medical, Inc. (the “Company”) and Matthew W. Towse (the “Executive”).
Restricted Stock Unit AgreementRestricted Stock Unit Agreement • February 28th, 2017 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
LEASE OF PREMISES LAWRENCE, MA FROM TO NxStage Medical, Inc.Lease Agreement • October 7th, 2011 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Massachusetts
[**] The bracketed asterisk denotes that confidential portions of this exhibit have been omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The confidential portions have been submitted separately to the Securities and Exchange Commission.
Stock Option AgreementStock Option Agreement • February 28th, 2017 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
Confidential portions of this Exhibit, denoted by bracketed asterisks, have been omitted and filed separately with the Securities and Exchange Commission in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. NxStage Medical, Inc. Chronic...Chronic Outpatient Therapy Agreement • October 1st, 2014 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Alaska
The following general terms and conditions apply to the purchase of the NxStage System One (“System”), consisting of either a Cycler, Warmer and Stand, or a Cycler and PureFlow SL (Cabinet and Control Unit), as the case may be, System cartridges and fluids (“Supplies”), and related products and services for use in chronic outpatient therapy (“Related Products”). The System, Supplies and Related Products sold hereunder are referred to collectively as “Products”.
Exhibit 10.6 Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. SHELTER AGREEMENT THIS AGREEMENT is entered into as of the 1st day of March 2007, by and between, on the one...Shelter Agreement • May 9th, 2007 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
EXHIBIT 10.21 INDEMNIFICATION AGREEMENT This Agreement is made as of the _____ day of _______ 2005, by and between NxStage Medical, Inc., a Delaware corporation (the "Corporation), and _______________ (the "Indemnitee"), a director or officer of the...Indemnification Agreement • September 21st, 2005 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
ESCROW AGREEMENTEscrow Agreement • October 4th, 2007 • NxStage Medical, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
This Escrow Agreement is entered into as of October 1, 2007, by and among NxStage Medical, Inc., a Delaware corporation (the “Buyer”), David S. Utterberg (the “Stockholder”) and Computershare Trust Company, N.A. (the “Escrow Agent”).
WITNESSETHEmployment Agreement • July 19th, 2005 • NxStage Medical, Inc. • Massachusetts
