0000950134-05-023506 Sample Contracts

Distribution Agreement by and between Cardica, Inc. a Delaware Corporation and Century Medical, Inc. a Japanese Corporation Dated as of June 16, 2003
Distribution Agreement • December 20th, 2005 • Cardica Inc • Surgical & medical instruments & apparatus • California

This DISTRIBUTION AGREEMENT (“Agreement”) is made this 16th day of June, 2003 (“Effective Date”), by and between Cardica, Inc., a Delaware corporation with its principal place of business located at 171 Jefferson Drive, Menlo Park, CA 94025, USA (hereinafter referred to as “COMPANY”) and Century Medical, Inc., a Japanese Corporation with its principal place of business located at 1-6-4 Ohsaki, Shinagawa-Ku, Tokyo, 141-8588, Japan (hereinafter referred to as “DISTRIBUTOR”) in consideration of the mutual covenants and conditions hereinafter stated.

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INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • December 20th, 2005 • Cardica Inc • Surgical & medical instruments & apparatus • California

This Intellectual Property Security Agreement (this “Agreement”) is entered into as of this 19th day of August, 2003 by Cardica, Inc., a Delaware corporation (the “Borrower”), in favor of Guidant Investment Corporation, a California corporation (“Guidant”).

SUBORDINATED CONVERTIBLE NOTE AGREEMENT
Subordinated Convertible Note Agreement • December 20th, 2005 • Cardica Inc • Surgical & medical instruments & apparatus • California

This Subordinated Convertible Note Agreement (this “Agreement”), is entered into as of the 16th day of June 2003, by and between Century Medical, Inc. a Japanese corporation, and Cardica, Inc., a Delaware corporation.

AGREEMENT
Agreement • December 20th, 2005 • Cardica Inc • Surgical & medical instruments & apparatus • California

This Agreement (this “Agreement”) is entered into as of the 19th day of August, 2003 (the “Execution Date”), by and between Guidant Investment Corporation, a California corporation (“Guidant”), and Cardica, Inc., a Delaware corporation (the “Company”).

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