DISTRIBUTION AGREEMENTDistribution Agreement • January 18th, 2011 • Kips Bay Medical, Inc. • Surgical & medical instruments & apparatus
This DISTRIBUTION AGREEMENT (it, together with any Schedules thereto, (the “Agreement”), between Kips Bay Medical, Inc. (“Manufacturer”) with an address at 3405 Annapolis Lane, Suite 200, Minneapolis, MN 55447 and Sygan Medical, (“Distributor”) having a place of business at Oldesloer Weg. 13, Berlin 1391, Germany (“Distributor”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • January 18th, 2011 • Kips Bay Medical, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS AGREEMENT (“Agreement”), which provides for indemnification, expense advancement and other rights under the terms and conditions set forth, is made and entered into between Kips Bay Medical, Inc., a Delaware corporation (the “Company”), and Robert E. Munzenrider (“Indemnitee”). This Agreement shall become effective and binding on the Company and Indemnitee upon Indemnitee’s election to the Company’s Board of Directors (the “Effective Date”).
UNDERWRITING AGREEMENT between KIPS BAY MEDICAL, INC. and RODMAN & RENSHAW, LLC as RepresentativeUnderwriting Agreement • January 18th, 2011 • Kips Bay Medical, Inc. • Surgical & medical instruments & apparatus • New York
The undersigned, Kips Bay Medical, Inc., a company formed under the laws of Delaware (the “Company”), hereby confirms its agreement with Rodman & Renshaw, LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
