Standard Contracts
UNDERWRITING AGREEMENT SILK ROAD MEDICAL, INC. 2,325,582 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • October 21st, 2022 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • New York
Silk Road Medical, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 2,325,582 shares of common stock, par value $0.001 per share (“Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 348,837 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”.
SILK ROAD MEDICAL, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • August 6th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of [insert date], and is between Silk Road Medical, Inc., a Delaware corporation (together with its affiliates and subsidiaries, the “Company”), and [insert name] (“Indemnitee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 28th, 2024 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of __________________, and is between Silk Road Medical, Inc., a Delaware corporation (together with its affiliates and subsidiaries, the “Company”), and _________________ (“Indemnitee”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 31st, 2022 • Silk Road Medical Inc • Surgical & medical instruments & apparatus
THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of May 27, 2022 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 115 South Union Street, Suite 300, Alexandria, VA 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time, including Oxford in its capacity as a Lender and OXFORD FINANCE CREDIT FUND II, LP and OXFORD FINANCE CREDIT FUND III, LP, each by its manager Oxford Finance Advisors, LLC, with an office located at 115 South Union Street, Suite 300, Alexandria, VA 22314 (each a “Lender” and collectively, the “Lenders”), and SILK ROAD MEDICAL, INC., a Delaware corporation with offices located at 1213 Innsbruck Drive, Sunnyvale, CA 94089 (“Borrower”), provides the terms on which the Lenders shall lend to Borrower and Borrowe
AMENDED AND RESTATED CHANGE IN CONTROL AND SEVERANCE AGREEMENTChange in Control and Severance Agreement • August 8th, 2023 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • California
This Amended and Restated Change in Control and Severance Agreement (the “Agreement”) is made between Silk Road Medical, Inc. (the “Company”) and Andrew Davis (the “Executive”), effective as of June 22, 2022.
UNDERWRITING AGREEMENTUnderwriting Agreement • August 6th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • New York
Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Silk Road Medical, Inc., a Delaware corporation (the “Company”), propose to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ l ] shares of common stock, par value $0.001 per share (“Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [ l ] 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”.
SILK ROAD MEDICAL, INC.Stock Option Agreement • February 28th, 2024 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • California
Unless otherwise defined herein, the terms defined in the Silk Road Medical, Inc. 2019 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement, which includes the Notice of Stock Option Grant (the “Notice of Grant”), the Terms and Conditions of Stock Option Grant attached hereto as Exhibit A, the Exercise Notice attached hereto as Exhibit B, and all other exhibits and appendices attached hereto (all together, the “Option Agreement”).
Sunnyvale, CA 94089 Re: Confirmatory Employment Letter Dear Erica:Confirmatory Employment Letter • August 6th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus
This letter agreement (the “Agreement”) is entered into between Erica Rogers (“you”) and Silk Road Medical, Inc. (the “Company” or “we”), effective as of March 21, 2019 (the “Effective Date”), to confirm the terms and conditions of your employment with the Company as of the Effective Date. This Agreement supersedes and replaces any and all employment terms, compensation, or benefits you may have had or to which you may have been entitled prior to the Effective Date.
CHANGE IN CONTROL AND SEVERANCE AGREEMENTChange in Control and Severance Agreement • August 6th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • California
This Change in Control and Severance Agreement (the "Agreement") is made between Silk Road Medical, Inc. (the "Company") and Lucas Buchanan (the "Executive"), effective as of March 21, 2019 (the "Effective Date").
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT BY AND AMONG WARBURG PINCUS PRIVATE EQUITY X, L.P., WARBURG PINCUS X PARTNERS, L.P., VERTICAL FUND I, L.P. VERTICAL FUND II, L.P. OTHER INVESTORS SET FORTH ON SCHEDULE A HERETO AND SILK ROAD MEDICAL,...Registration Rights Agreement • August 6th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • Delaware
This Amended and Restated Registration Rights Agreement (the “Agreement”) is made, entered into and effective July 7, 2017, by and among Warburg Pincus Private Equity X, L.P. (“WPX”), Warburg Pincus X Partners, L.P. (“WPXP” and, together with WPX, “WP”), Vertical Fund I, L.P. and Vertical Fund II, L.P. (collectively, “TVG”), the other investors set forth on Schedule A hereto, and Silk Road Medical, Inc., a Delaware corporation (including any of its successors by merger, acquisition, reorganization, conversion or otherwise (the “Company”)).
SILK ROAD MEDICAL, INC.Restricted Stock Unit Agreement • November 2nd, 2023 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • Minnesota
Unless otherwise defined herein, the terms defined in the Silk Road Medical, Inc. 2019 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Restricted Stock Unit Agreement, which includes the Notice of Restricted Stock Unit Grant (the “Notice of Grant”), the Terms and Conditions of Restricted Stock Unit Grant attached hereto as Exhibit A, and all other exhibits and appendices attached hereto (all together, the “Award Agreement”).
AMENDED AND RESTATED MANUFACTURING AND SUPPLY AGREEMENTManufacturing Agreement • August 6th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • New York
This Amended and Restated Manufacturing and Supply Agreement (this “Agreement”) is entered into as of January 10, 2018 (the “Amendment Effective Date”), by and between Silk Road Medical, Inc., a corporation duly organized and existing under the laws of the State of Delaware and having its principal office at 735 North Pastoria Avenue, Sunnyvale, CA 94085 (“Silk Road Medical”), and Galt Medical Corporation, a Texas corporation having a place of business at 2220 Merritt Drive, Garland, Texas 75041 (“Supplier”), and amends and restates in its entirety that certain Manufacturing and Supply Agreement, effective as of September 18, 2014 (the “Effective Date”), by and between the Parties (the “Original Agreement”). Each of Silk Road Medical and Supplier is referred to herein by name or as a “Party,” and, collectively, as the “Parties.”
AGREEMENT AND PLAN OF MERGER among BOSTON SCIENTIFIC CORPORATION, SEMINOLE MERGER SUB, INC. and SILK ROAD MEDICAL, INC. Dated as of June 17, 2024Merger Agreement • June 18th, 2024 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of June 17, 2024 (this “Agreement”), among Boston Scientific Corporation, a Delaware corporation (“Parent”), Seminole Merger Sub, Inc., a Delaware corporation and a direct or indirect wholly owned subsidiary of Parent (“Merger Sub”), and Silk Road Medical, Inc., a Delaware corporation (the “Company” and together with Parent and Merger Sub, collectively, the “parties” and each individually a “party”). All capitalized terms used in this Agreement will have the meanings assigned to such terms in Section 9.03 or as otherwise defined elsewhere in this Agreement.
Supply AgreementSupply Agreement • August 6th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus
This Supply Agreement (“Agreement”) is entered into as of the Effective Date by and between Cordis Corporation, a corporation duly organized and existing under the laws of the state of Florida and having its principal office at 430 Route 22 East, Bridgewater, NJ 08807-0908 (“Cordis” and a “Party”), and Silk Road Medical, Inc., a corporation duly organized and existing under the laws of the state of Delaware and having its principal office at 735 North Pastoria Avenue, Sunnyvale, California 94085 (“SRM”, a “Party”, and collectively with Cordis, the “Parties”).
AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • August 6th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • Delaware
This Amended and Restated Stockholders Agreement (this “Agreement”) is dated as of this 7th day of July, 2017 and entered into by and among the institutional investors listed on Schedule I hereto (the “Institutional Investors”); the individuals whose names and addresses appear from time to time on Schedule II hereto (the “Other Investors”); and Silk Road Medical, Inc., a Delaware corporation (the “Company”). The Institutional Investors and the Other Investors are hereinafter each referred to as an “Investor” and collectively referred to as the “Investors”.
EMPLOYMENT AGREEMENTEmployment Agreement • February 28th, 2024 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • Minnesota
This Employment Agreement and any addenda or exhibits attached hereto (“Agreement”) is between Silk Road Medical, Inc. (“Employer”) and ________________ (“Employee”, “You,” or “Your”) (collectively the “Parties”). This Agreement, and any addenda or exhibits, describe important aspects of, and obligations regarding, Your employment with Employer, including the ownership, protection and nondisclosure of Employer’s trade secrets, confidential information and inventions. This is an enforceable contract which You must read and sign as a condition of Your new or continued employment with Employer.
TERM LOAN AGREEMENTTerm Loan Agreement • August 6th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • New York
TERM LOAN AGREEMENT, dated as of October 13, 2015 (as amended, restated, modified or otherwise supplemented from time to time, this “Agreement”), among SILK ROAD MEDICAL, INC., a Delaware corporation (“Borrower”), the SUBSIDIARY GUARANTORS from time to time party hereto and the Lenders from time to time party hereto.
QUALITY ASSURANCE AGREEMENTQuality Assurance Agreement • August 6th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • Minnesota
THIS QUALITY ASSURANCE AGREEMENT (this “Agreement”) is entered into and made effective this _4th day of _May __, 2015 (the “Effective Date”) by and between Silk Road Medical (collectively “Silk Road Medical”) and Accellent, Inc. d/b/a Lake Region Medical and affiliates (“Lake Region”).
LICENSE AGREEMENTLicense Agreement • August 6th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • New Jersey
This License Agreement (“Agreement”) is entered into as of the Effective Date by and between Cordis Corporation, a corporation duly organized and existing under the laws of the state of Florida and having its principal office at 430 Route 22 East, Bridgewater, NJ 088070908 (“Cordis” and a “Party”), and Silk Road Medical, Inc., a corporation duly organized and existing under the laws of the state of Delaware and having its principal office at 735 North Pastoria Avenue, Sunnyvale, California 94085 (“SRM”, a “Party”, and collectively with Cordis, the “Parties”).
SILK ROAD MEDICAL, INC. AMENDMENT TORegistration Rights Agreement • August 6th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • Delaware
This Amendment to the Amended and Restated Registration Rights Agreement (this “Amendment”) is made and entered into as of March 21, 2019, by and among Silk Road Medical, Inc., a Delaware corporation (the “Company”), and the persons and entities listed on the signature pages attached hereto. This Amendment amends that certain Amended and Restated Registration Rights Agreement (the “Rights Agreement”) dated as of July 7, 2017, by and among the Company, Warburg Pincus Private Equity X, L.P., Warburg Pincus X Partners, L.P., Vertical Fund I, L.P. and Vertical Fund II, L.P., the other investors set forth on Schedule A attached thereto. Capitalized terms not otherwise defined herein have the respective meanings given to them in the Rights Agreement.
SILK ROAD MEDICAL, INC CHANGE IN CONTROL AND SEVERANCE AGREEMENTChange in Control and Severance Agreement • November 2nd, 2023 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • Minnesota
This Change in Control and Severance Agreement (this “Agreement”) is made between Silk Road Medical, Inc. (the “Company”) and Charles McKhann (the “Executive”), effective as of November 2, 2023 (the “Effective Date”).
SILK ROAD MEDICAL, INC. STIFEL BANK LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 4th, 2020 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • New York
This Loan And Security Agreement (“Agreement”) is entered into as of October 29, 2020, by and between STIFEL BANK (“Bank”) and SILK ROAD MEDICAL, INC., a Delaware corporation (“Borrower”).
NEUROCO, INC. WARRANT TO PURCHASE STOCKWarrant Agreement • March 25th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • Delaware
CERTAIN IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THIS DOCUMENT BECAUSE IT IS NOT MATERIAL AND (I) WOULD BE COMPETITIVELY HARMFUL TO THE REGISTRANT IF PUBLICLY DISCLOSED OR (II) IS INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL....Ip Assignment and License Agreement • May 10th, 2022 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • California
This IP Assignment and License Agreement (the “Agreement”), dated and effective as of May 12, 2016 (the “Effective Date”), is entered into by and between Route 92 Medical, Inc., a Delaware corporation with offices at 106 Allen Road, Suite 207, Basking Ridge, New Jersey 07920 (“Route 92”) and NeuroCo, Inc., a Delaware corporation with offices at 735 N. Pastoria Ave., Sunnyvale, California 94085 (“NeuroCo”). Route 92 and NeuroCo are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 10th, 2022 • Silk Road Medical Inc • Surgical & medical instruments & apparatus
This Second Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of April 21, 2022, by and between STIFEL BANK (“Bank”) and SILK ROAD MEDICAL, INC., a Delaware corporation (“Borrower”).
SECOND AMENDMENT TO LEASELease Agreement • May 9th, 2023 • Silk Road Medical Inc • Surgical & medical instruments & apparatus
This Second Amendment to Lease (“Second Amendment”), dated as of May 3, 2023, is entered into by and between Hanover Properties, Ltd., a California limited partnership (“Landlord”), and Silk Road Medical, Inc., a Delaware corporation (“Tenant”).
WARRANT TO PURCHASE STOCKWarrant Agreement • March 25th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • Delaware
IP LICENSE AGREEMENTIp License Agreement • May 10th, 2022 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • California
This IP License Agreement (the “Agreement”), dated and effective as of May 12, 2016 (the “Effective Date”), is entered into by and between Route 92 Medical, Inc., a Delaware corporation with offices at 106 Allen Road, Suite 207, Basking Ridge, New Jersey 07920 (“Route 92”) and Silk Road Medical, Inc., a Delaware corporation with offices at 735 N. Pastoria Ave., Sunnyvale, California 94085 (“SRM”). Route 92 and SRM are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
Charles McKhannEmployment Agreement • November 2nd, 2023 • Silk Road Medical Inc • Surgical & medical instruments & apparatus
On behalf of Silk Road Medical, Inc. (the “Company” or “Silk Road Medical”), I am pleased to offer you employment in the position of Chief Executive Officer and as a member of our Board of Directors. This letter agreement sets forth the terms and conditions of your employment with the Company from and after the date of your employment.
First Amendment ToLicense Agreement • May 9th, 2023 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • New York
This First Amendment To License Agreement (this “First Amendment”) is entered into as of the 8th day of May, 2023 (the “First Amendment Effective Date”), by and between Cordis US Corp., a Delaware corporation, with offices at 14201 NW 60th Ave., Miami Lakes, FL 33014 (as successor in interest to Cordis Corporation, hereinafter referred to either as “Cordis” or a “Party”), and Silk Road Medical, Inc., a Delaware corporation, with its principal office at 1213 Innsbruck Drive, Sunnyvale, CA, 94089 (“SRM”, a “Party”, and collectively with Cordis, the “Parties”).
LEASE AGREEMENTLease Agreement • August 6th, 2021 • Silk Road Medical Inc • Surgical & medical instruments & apparatus
TENANT: Silk Road Medical, Inc., a Delaware corporation, whose address is 1213 Innsbruck Drive, Sunnyvale, CA 94089, Attention: General Counsel.
Sunnyvale, CA 94089 Re: Confirmatory Employment Letter Dear Ric:Employment Agreement • March 25th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus
This letter agreement (the “Agreement”) is entered into between Ric Ruedy (“you”) and Silk Road Medical, Inc. (the “Company” or “we”), effective as of March 21, 2019 (the “Effective Date”), to confirm the terms and conditions of your employment with the Company as of the Effective Date. This Agreement supersedes and replaces any and all employment terms, compensation, or benefits you may have had or to which you may have been entitled prior to the Effective Date.
EXECUTIVE RETIREMENT AND TRANSITION AGREEMENTExecutive Retirement and Transition Agreement • November 2nd, 2023 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • California
SILK ROAD MEDICAL, INC. WARRANT TO PURCHASE STOCKWarrant Agreement • March 25th, 2019 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • Delaware
CONSULTING AGREEMENTConsulting Agreement • November 2nd, 2023 • Silk Road Medical Inc • Surgical & medical instruments & apparatus • California
This Consulting Agreement (this “Agreement”) is made and entered into as of November 2, 2023 by and between Silk Road Medical, Inc., a Delaware corporation (the “Company”), and Erica J. Rogers (the “Consultant”), a California resident. The Company desires to retain the Consultant as an independent contractor to perform consulting services which are outside the usual course of the Company’s business (the “Services”) for the Company and the Consultant is willing to perform such Services, on terms set forth more fully below. The “Effective Date” as used in this Agreement shall be the date the Consultant resigns as President and Chief Executive Officer and member of the Board of Directors of the Company. In consideration of the mutual promises contained herein, the parties agree as follows:
