0000950137-08-013189 Sample Contracts

Contract
Warrant Agreement • October 28th, 2008 • 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.

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LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • October 28th, 2008 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus • Minnesota

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date between SILICON VALLEY BANK, a California corporation (“Bank”), and CARDIOVASCULAR SYSTEMS, INC., a Minnesota corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

AMENDMENT NO. 3 TO STOCKHOLDERS AGREEMENT
Stockholders Agreement • October 28th, 2008 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus

THIS AMENDMENT NO. 3 TO STOCKHOLDERS AGREEMENT is entered into effective this 17th day of December, 2007 (this “Amendment No. 3”), by and among Cardiovascular Systems, Inc., a Minnesota Corporation (the “Company”), the Series B Convertible Preferred Stockholders listed on Exhibit A hereto (“Series B Investors”), and the Holders and Investors signatory hereto.

STOCKHOLDERS AGREEMENT
Stockholders Agreement • October 28th, 2008 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus • New York

STOCKHOLDERS AGREEMENT made this 19th day of July, 2006 by and among (i) Cardiovascular Systems, Inc., a Minnesota corporation (the “Company”), (ii) certain holders of Common Stock or options or warrants to acquire Common Stock whose names are set forth under the heading “Holders” on Schedule I hereto and each person who shall, after the date hereof, acquire shares of Common Stock and join in and become a party to this Agreement by executing and delivering to the Company an Instrument of Accession in the form of Schedule II hereto (the persons described in this clause (ii) such persons being referred to collectively as the “Holders” and singularly as a “Holder”); (iii) those persons whose names are set forth under the heading “Investors” on Schedule I hereto (the persons described in this clause (iii) being referred to collectively as the “Investors”) and (iv) those persons whose names are set forth under the heading “Section 5 Holders” on Schedule I hereto (who shall be subject only t

AMENDMENT NO. 4 TO STOCKHOLDERS AGREEMENT
Stockholders Agreement • October 28th, 2008 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus

THIS AMENDMENT NO. 4 TO STOCKHOLDERS AGREEMENT is entered into effective this 12th day of September, 2008 (this “Amendment No. 4”), by and among Cardiovascular Systems, Inc., a Minnesota Corporation (the “Company”), Silicon Valley Bank (“SVB”), and the Holders and Investors signatory hereto.

AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT
Stockholders Agreement • October 28th, 2008 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus

THIS AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT is entered into effective this 3rd day of October, 2006 (this “Amendment No. 1”), by and among Cardiovascular Systems, Inc., a Minnesota Corporation (the “Company”) , ITX International Equity Corp., a Delaware corporation (“ITX”), and the Holders and Investors signatory hereto.

AMENDMENT NO. 4 TO INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • October 28th, 2008 • Cardiovascular Systems Inc • Surgical & medical instruments & apparatus

THIS AMENDMENT NO. 4 TO INVESTORS’ RIGHTS AGREEMENT is entered into effective this 12th day of September, 2008 (this “Amendment No. 4”), by and among Cardiovascular Systems, Inc., a Minnesota corporation (the “Company”), Silicon Valley Bank (“SVB”), and the Investors signatory hereto.

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