0000897101-12-000731 Sample Contracts

Contract
Warrant Agreement • May 7th, 2012 • MAKO Surgical Corp. • Orthopedic, prosthetic & surgical appliances & supplies • New York

THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAW, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF OR EXERCISED UNLESS (I) A REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS SHALL HAVE BECOME EFFECTIVE WITH REGARD THERETO, OR (II) AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS IS AVAILABLE IN CONNECTION WITH SUCH OFFER, SALE OR TRANSFER.

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 7th, 2012 • MAKO Surgical Corp. • Orthopedic, prosthetic & surgical appliances & supplies • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 7, 2012, by and among MAKO Surgical Corp., a Delaware corporation (the “Company”), and those lenders set forth on Schedule 1 to the Facility Agreement (as defined below) (each individually, a “Lender” and together, the “Lenders”).

SECURITY AGREEMENT
Security Agreement • May 7th, 2012 • MAKO Surgical Corp. • Orthopedic, prosthetic & surgical appliances & supplies • New York

This Security Agreement (this “Agreement”), dated as of May __, 2012, is entered into between MAKO Surgical Corp. ("Mako") in favor of the parties identified as Lenders on the signature page of this Agreement (the “Secured Party”).

FACILITY AGREEMENT
Facility Agreement • May 7th, 2012 • MAKO Surgical Corp. • Orthopedic, prosthetic & surgical appliances & supplies • New York

FACILITY AGREEMENT (this “Agreement”), dated as of May 7, 2012, between MAKO Surgical Corp., a Delaware corporation (the “Borrower”), and the lenders set forth on Schedule 1 attached hereto ( the “Lenders” and, together with the Borrower, the “Parties”).

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