R E C I T A LEmployment Agreement • March 31st, 1998 • Micro Therapeutics Inc • Pharmaceutical preparations • California
1 - 2 shareholders of record as constituted immediately prior to such acquisition or sale will, immediately after such acquisition or sale (by virtue of securities issued as consideration for the Company's acquisition or sale or otherwise) hold at...Warrant Agreement • December 5th, 1996 • Micro Therapeutics Inc • Pharmaceutical preparations • Illinois
EXHIBIT 10.4Credit Agreement • September 2nd, 1998 • Micro Therapeutics Inc • Pharmaceutical preparations • Delaware
1 EXHIBIT 10.3 DISTRIBUTION AGREEMENT THIS DISTRIBUTION AGREEMENT (the "Agreement") is entered into in San Clemente, California, U.S.A. as of September 1, 1998, ("Effective Date") by and between Micro Therapeutics, Inc., a corporation duly organized...Distribution Agreement • November 3rd, 1998 • Micro Therapeutics Inc • Pharmaceutical preparations • California
andRights Agreement • June 3rd, 1999 • Micro Therapeutics Inc • Pharmaceutical preparations • Delaware
1 EXHIBIT 10.3 MICRO THERAPEUTICS, INC. CONSULTING AGREEMENT This Agreement (the "Agreement") effective October 1, 1996, is made by and between Micro Therapeutics, Inc. having a principal place of business at 1062-F Calle Negocio, San Clemente, CA...Consulting Agreement • December 5th, 1996 • Micro Therapeutics Inc • Pharmaceutical preparations • California
ARTICLE II INVESTOR'S REPRESENTATIONS AND WARRANTIESSecurities Purchase Agreement • March 30th, 2000 • Micro Therapeutics Inc • Pharmaceutical preparations • Delaware
by and amongSecurities Purchase Agreement • September 6th, 2002 • Micro Therapeutics Inc • Surgical & medical instruments & apparatus • Delaware
EXHIBIT 10.5Security Agreement • September 2nd, 1998 • Micro Therapeutics Inc • Pharmaceutical preparations • California
AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENTInvestors' Rights Agreement • December 5th, 1996 • Micro Therapeutics Inc • Pharmaceutical preparations • California
Common Stock FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • February 6th, 1997 • Micro Therapeutics Inc • Pharmaceutical preparations • New York
1 EXHIBIT 10.2 License Agreement THIS AGREEMENT ("the Agreement") effective June 1, 1993 for VALVED TIP ANGIOGRAPHIC & INFUSION CATHETERS by and between MICRO THERAPEUTICS, INC. ("MTI"), a California Corporation, located at 32 Santa Catrina, Rancho...License Agreement • December 5th, 1996 • Micro Therapeutics Inc • Pharmaceutical preparations • California
AGREEMENT BY AND BETWEEN MICRO THERAPEUTICS, INC. AND ABBOTT LABORATORIESConfidentiality Agreement • August 11th, 2000 • Micro Therapeutics Inc • Laboratory analytical instruments • California
AGREEMENT AND PLAN OF MERGER OF MICRO THERAPEUTICS, INC. A DELAWARE CORPORATION, AND MICRO THERAPEUTICS, INC. A CALIFORNIA CORPORATIONMerger Agreement • December 5th, 1996 • Micro Therapeutics Inc • Pharmaceutical preparations
1 EXHIBIT 10.12 FIRST AMENDMENT TO DISTRIBUTION AGREEMENT This First Amendment to Distribution Agreement (this "Amendment") is made and entered into as of August 17, 1998 (the "Effective Date") by and between GUIDANT CORPORATION, an Indiana...Distribution Agreement • March 31st, 1999 • Micro Therapeutics Inc • Pharmaceutical preparations
1- 2 shareholders of record as constituted immediately prior to such acquisition or sale will, immediately after such acquisition or sale (by virtue of securities issued as consideration for the Company's acquisition or sale or otherwise) hold at...Warrant Agreement • December 5th, 1996 • Micro Therapeutics Inc • Pharmaceutical preparations • Illinois
R E C I T A L SDistribution Agreement • August 12th, 1999 • Micro Therapeutics Inc • Pharmaceutical preparations
1 2 (hereinafter a "CLAIM") by reason of (or arising in part out of) any event or occurrence related to the fact that Indemnitee is or was a director, officer, employee, controlling person, agent or fiduciary of the Company, or any subsidiary of the...Indemnification Agreement • December 5th, 1996 • Micro Therapeutics Inc • Pharmaceutical preparations • Delaware
RECITALSExclusive Distribution Agreement • March 31st, 1999 • Micro Therapeutics Inc • Pharmaceutical preparations
RECITALSPut Option Agreement • March 30th, 2000 • Micro Therapeutics Inc • Pharmaceutical preparations • Delaware
JOINDER AGREEMENT AND FIRST AMENDMENT TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 10th, 2002 • Micro Therapeutics Inc • Surgical & medical instruments & apparatus • Delaware
1 Exhibit 10.4 INDUSTRIAL REAL ESTATE LEASE (MULTI-TENANT FACILITY) ARTICLE ONE: BASIC TERMS This Article One contains the Basic Terms of this Lease between the Landlord and Tenant named below. Other Articles, Sections and Paragraphs of the Lease...Industrial Real Estate Lease • March 31st, 1999 • Micro Therapeutics Inc • Pharmaceutical preparations
2. Section 6.c. of the Agreement "Fixed Fee" is hereby deleted and --------- replaced with the following language:Sales Representative Agreement • May 14th, 2002 • Micro Therapeutics Inc • Surgical & medical instruments & apparatus
RECITALSDistribution Agreement • March 31st, 1998 • Micro Therapeutics Inc • Pharmaceutical preparations • California
ANDSecurities Purchase Agreement • June 7th, 2001 • Micro Therapeutics Inc • Surgical & medical instruments & apparatus • Delaware
EXHIBIT 10.2 FORM OF 5% CONVERTIBLE SUBORDINATED NOTE MICRO THERAPEUTICS, INC. 5% Convertible Subordinated Note, due September 30, 2003Convertible Subordinated Note • November 3rd, 1998 • Micro Therapeutics Inc • Pharmaceutical preparations
LEASE (Single Tenant; Net) BETWEEN THE IRVINE COMPANY AND MICRO THERAPEUTICS, INC.Lease • October 18th, 2005 • Micro Therapeutics Inc • Surgical & medical instruments & apparatus • California
THIS LEASE is made as of the 13th day of October, 2005, by and between THE IRVINE COMPANY, a Delaware corporation hereafter called “Landlord,” and MICRO THERAPEUTICS, INC., a Delaware corporation, hereinafter called “Tenant.”
1 EXHIBIT 10.2Convertible Note • September 2nd, 1998 • Micro Therapeutics Inc • Pharmaceutical preparations
Loan and Security AgreementLoan and Security Agreement • May 10th, 2005 • Micro Therapeutics Inc • Surgical & medical instruments & apparatus • California
THIS LOAN AND SECURITY AGREEMENT is entered into on the above date between SILICON VALLEY BANK (“Silicon”), whose address is 3003 Tasman Drive, Santa Clara, California 95054 and the borrower(s) named above (jointly and severally, the “Borrower”), whose chief executive office is located at the above address (“Borrower’s Address”). The Schedule to this Agreement (the “Schedule”) shall for all purposes be deemed to be a part of this Agreement, and the same is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 8 below.)
CONVERTIBLE SUBORDINATED NOTE AGREEMENT BY AND BETWEEN ABBOTT LABORATORIES AND MICRO THERAPEUTICS, INC. DATED AS OF AUGUST 12, 1998 $5,000,000 5% CONVERTIBLE SUBORDINATED NOTE, DUE AUGUST 19, 2003Convertible Subordinated Note Agreement • September 2nd, 1998 • Micro Therapeutics Inc • Pharmaceutical preparations • Delaware
EXHIBIT 99.1 ------------ CONTINUATION SHEET Explanation of Responses: (1) Pursuant to a Note Purchase Agreement, dated as of June 25, 2004, by and among Micro Therapeutics, Inc. (the "Company"), Warburg, Pincus Equity Partners, L.P., a Delaware...Note Purchase Agreement • June 29th, 2004 • Micro Therapeutics Inc • Surgical & medical instruments & apparatus
EXHIBIT 10.29 SALES REPRESENTATIVE AGREEMENT THIS AGREEMENT is made as of November 16, 2001 ("Effective Date"), by and between Micro Therapeutics, Incorporated, a Delaware corporation with its principal place of business at 2 Goodyear, Irvine...Sales Representative Agreement • April 1st, 2002 • Micro Therapeutics Inc • Surgical & medical instruments & apparatus • Minnesota
1 EXHIBIT 10.1 CONVERTIBLE SUBORDINATED NOTE AGREEMENT BY AND BETWEEN CENTURY MEDICAL, INC.Convertible Subordinated Note Agreement • November 3rd, 1998 • Micro Therapeutics Inc • Pharmaceutical preparations • New York
AGREEMENT AND PLAN OF MERGER BY AND AMONG EV3 INC., MICRO INVESTMENT, LLC AND MICRO THERAPEUTICS, INC. DATED AS OF NOVEMBER 14, 2005Merger Agreement • November 14th, 2005 • Micro Therapeutics Inc • Surgical & medical instruments & apparatus • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 14, 2005, is by and among EV3 INC., a Delaware corporation (“Parent”), MICRO INVESTMENT, LLC, a Delaware limited liability company (“Merger Sub”) and a direct wholly owned Subsidiary of Parent, and MICRO THERAPEUTICS, INC., a Delaware corporation (the “Company”).
CONFIDENTIAL PORTIONS HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT PURSUANT TO RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934 AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION. DISTRIBUTION AGREEMENT (CANADA)Distribution Agreement • August 13th, 2003 • Micro Therapeutics Inc • Surgical & medical instruments & apparatus • Minnesota
THIS AGREEMENT is made as of June 1, 2003 (“Effective Date”), by and between Micro Therapeutics, Inc., a Delaware corporation with its principal place of business at 2 Goodyear, Irvine California (“MTI”) and ev3 Canada, Inc., a Canadian corporation with its principal place of business at 4600 Nathan Lane North, Plymouth MN 55442-2890 U.S.A. (“ev3”).
