CREDIT AND SECURITY AGREEMENT dated as of June 12, 2015 by and among ELLIPSE TECHNOLOGIES, INC. and any additional borrower that hereafter becomes party hereto, each as Borrower, and collectively as Borrowers, and MIDCAP FINANCIAL TRUST, as...Credit Agreement • October 16th, 2015 • Ellipse Technologies Inc • Surgical & medical instruments & apparatus • Maryland
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 June 12, 2015 by and among ELLIPSE TECHNOLOGIES, INC., a Delaware corporation, and any additional borrower that may hereafter be added to this Agreement (individually as a “Borrower”, and collectively with any entities that become party hereto as Borrower and each of their successors and permitted assigns, the “Borrowers”), MIDCAP FINANCIAL TRUST, a Delaware statutory trust, as Agent, and the financial institutions or other entities from time to time parties hereto, each as a Lender.
Ellipse Technologies, Inc. 101 Enterprise, Suite 100 Aliso Viejo, California 92656 Office: 949-837-3600 Fax: 949-837-3664 www.ellipse-tech.comEllipse Technologies Inc • August 7th, 2015 • Surgical & medical instruments & apparatus
This letter is to document our mutual agreement on changes to your employment offer letter dated October 4, 2010 (the “Offer Letter”) with Ellipse Technologies, Inc., a Delaware corporation (the “Company”).
ELLIPSE TECHNOLOGIES, INC. SERIES C PREFERRED STOCK WARRANTEllipse Technologies Inc • October 16th, 2015 • Surgical & medical instruments & apparatus • Delaware
This certifies that, for good and valuable consideration, receipt of which is hereby acknowledged, or any permitted subsequent holder hereof (the “Holder”), is entitled to purchase, subject to the terms and conditions of this Warrant, from Ellipse Technologies, Inc., a Delaware corporation (the “Company”), fully paid and nonassessable shares of the Company’s Series C Preferred Stock, par value $0.001 per share (“Preferred Stock”). Holder shall be entitled to purchase the shares of Preferred Stock in accordance with Section 2 at any time beginning on the date of this Warrant set forth above and prior to the Expiration Time (as defined below). The shares of Preferred Stock of the Company for which this Warrant is exercisable, as adjusted from time to time pursuant to the terms hereof, are hereinafter referred to as the “Shares”. This Warrant is being issued as one of a series of warrants (the “Warrants”) pursuant to the terms of that certain Series C Preferred Stock and Warrant Purchase
ELLIPSE TECHNOLOGIES, INC. NOTE SUBSCRIPTION AGREEMENT June 17, 2015Note Subscription Agreement • October 16th, 2015 • Ellipse Technologies Inc • Surgical & medical instruments & apparatus • Delaware
This NOTE SUBSCRIPTION AGREEMENT (the “Agreement”) is made as of June 17, 2015, by and among Ellipse Technologies, Inc., a Delaware corporation (the “Company”), and the persons and entities named on the Schedule of Lenders attached hereto as Schedule A (individually, a “Lender” and collectively, the “Lenders”).
LEASE RREEF AMERICA REIT II CORP. FFF, a Maryland corporation, Landlord, and ELLIPSE TECHNOLOGIES, INC., a Delaware corporation, TenantLease • August 7th, 2015 • Ellipse Technologies Inc • Surgical & medical instruments & apparatus
By this Lease Landlord leases Landlord leases to Tenant and Tenant leases from Landlord the Premises in the Building as set forth and described on the Reference Pages. The Premises are depicted on the floor plan attached hereto as Exhibit A, and the Building is depicted on the site plan attached hereto as Exhibit A-1. The Reference Pages, including all terms defined thereon, are incorporated as part of this Lease.
ELLIPSE TECHNOLOGIES, INC. THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTRights Agreement • August 7th, 2015 • Ellipse Technologies Inc • Surgical & medical instruments & apparatus • Delaware
THIS THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (“Agreement”) is made as of the 20th day of June, 2011, by and among Ellipse Technologies, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto (the “Series A-1 Investors”), each of the investors listed on Schedule B hereto (the “Series A-2 Investors”), each of the investors listed on Schedule C hereto (the “Series B Investors”), each of the investors listed on Schedule D hereto (the “Series B-1 Investors”), each of the investors listed on Schedule E hereto (the “Series C Investors”, and together with the Series A-1 Investors, the Series A-2 Investors, the Series B Investors and the Series B-1 Investors, the “Investors”) and each of the stockholders listed on Schedule F hereto (the “Key Holders”).
