LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 14th, 2010 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of March 29, 2010 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and CARDIOVASCULAR SYSTEMS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. This Agreement amends and restates in its entirety the Loan and Security Agreement, dated September 12, 2008, between Borrower and Bank, as the same has from time to time been previously amended (the “Prior LSA”). Except for the provisions of the Prior LSA being amended and restated in this Agreement, all other existing documents, instruments and agreements by Borrower with or in favor of Bank shall continue in full force and effect, including all UCC-1 financing statements and other documents filed with governmental offices which perfect liens or security interests in favor of Bank. The parties agree as follows:
COPYRIGHT COLLATERAL AGREEMENT AND NOTICECopyright Collateral Agreement • May 14th, 2010 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus
This Copyright Collateral Agreement and Notice dated as of April 14, 2010, is between Cardiovascular Systems, Inc., a Delaware corporation with its principal place of business at 651 Campus Drive, St. Paul, MN 55112 (“Assignor”) and Partners for Growth III, L.P., 180 Pacific Avenue, San Francisco, CA 94111 (“Assignee”) pursuant to a Loan and Security Agreement dated April 14, 2010, by and between Assignor and Assignee and pursuant to certain other loan documents referenced therein (collectively, the “Loan Documents”).
April 14, 2010Loan and Security Agreement • May 14th, 2010 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus • California
Reference is made to the Loan and Security Agreement between us dated April 14, 2010 (as amended from time to time, the “Loan Agreement”). (Capitalized terms used in this Agreement, which are not defined, shall have the meanings set forth in the Loan Agreement. The Loan Agreement and all other present and future documents and agreements relating thereto are collectively referred to herein as the “Loan Documents”.)
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • May 14th, 2010 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus • California
This Intellectual Property Security Agreement is entered into as of April 14, 2010, by and between PARTNERS FOR GROWTH III, L.P. (“PFG”) and Cardiovascular Systems, Inc., a Delaware corporation (individually and collectively, “Grantor”), with reference to the following facts:
Loan and Security AgreementLoan and Security Agreement • May 14th, 2010 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus • California
THIS LOAN AND SECURITY AGREEMENT (“Agreement”) is entered into on the above date between PARTNERS FOR GROWTH III, L.P. (“PFG”), whose address is 180 Pacific Avenue, San Francisco, CA 94111 and the borrower(s) named above (formerly known as Replidyne, Inc., the “Borrower”), whose chief executive office is located at the above address (“Borrower’s Address”). The Schedule to this Agreement (the “Schedule”) being signed by the parties concurrently, is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 7 below.)
PATENT COLLATERAL AGREEMENT AND NOTICEPatent Collateral Agreement • May 14th, 2010 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus
This Patent Collateral Agreement and Notice dated as of April 14, 2010, is between Cardiovascular Systems, Inc., a Delaware corporation with its principal place of business at 651 Campus Drive, St. Paul, MN 55112 (“Assignor”) and Partners for Growth III, L.P., 180 Pacific Avenue, San Francisco, CA 94111 (“Assignee”) pursuant to a Loan and Security Agreement dated April 14, 2010, by and between Assignor and Assignee and pursuant to certain other loan documents referenced therein (collectively, the “Loan Documents”).
DOMAIN RIGHTS COLLATERAL AGREEMENT AND NOTICEDomain Rights Collateral Agreement • May 14th, 2010 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus
This Domain Rights Collateral Agreement and Notice dated as of April 14, 2010, is between Cardiovascular Systems, Inc., a Delaware corporation with its principal place of business at 651 Campus Drive, St. Paul, MN 55112 (“Assignor”) and Partners for Growth III, L.P., 180 Pacific Avenue, San Francisco, CA 94111 (“Assignee”) pursuant to a Loan and Security Agreement dated April 14, 2010, by and between Assignor and Assignee and pursuant to certain other loan documents referenced therein (collectively, the “Loan Documents”).
WARRANTWarrant • May 14th, 2010 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus • Delaware
Exchange in connection with a transaction in which the Warrant Stock is converted into or exchanged for another security, Holder may effect a Exchange directly into such other security.
ContractWarrant Agreement • May 14th, 2010 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus • Minnesota
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
TRADEMARK COLLATERAL AGREEMENT AND NOTICETrademark Collateral Agreement • May 14th, 2010 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus
This Trademark Collateral Agreement and Notice dated as of April 14, 2010, is between Cardiovascular Systems, Inc., a Delaware corporation with its principal place of business at 651 Campus Drive, St. Paul, MN 55112 (“Assignor”) and Partners for Growth III, L.P., 180 Pacific Avenue, San Francisco, CA 94111 (“Assignee”) pursuant to a Loan and Security Agreement dated April 14, 2010, by and between Assignor and Assignee and pursuant to certain other loan documents referenced therein (collectively, the “Loan Documents”).
