0000950135-08-004469 Sample Contracts

Insulet Corporation Registration Rights Agreement
Insulet Corp • June 20th, 2008 • Surgical & medical instruments & apparatus • New York

Insulet Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to J.P. Morgan Securities Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Initial Purchasers”), pursuant to the purchase agreement dated June 10, 2008, between the Company and the Initial Purchasers (the “Purchase Agreement”), $75,000,000 aggregate principal amount of its 5.375% Convertible Senior Notes due 2013 (the “Firm Notes”), and at the election of the Initial Purchasers, up to an additional $10,000,000 aggregate principal amount of the Company’s 5.375% Convertible Senior Notes due 2013 solely to cover over-allotments (the “Additional Notes” and, together with the Firm Notes, the “Notes”), in each case, upon the terms and subject to the conditions set forth in the Purchase Agreement.

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