AVINGER, INC. (a Delaware corporation) [ ] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 30th, 2014 • Avinger Inc • Surgical & medical instruments & apparatus • New York
AVINGER, INC. CHANGE OF CONTROL AND SEVERANCE AGREEMENTChange of Control and Severance Agreement • December 30th, 2014 • Avinger Inc • Surgical & medical instruments & apparatus • California
This Change of Control and Severance Agreement (the “Agreement”) is entered into as of March 1, 2012 (the “Effective Date”) by and between Avinger, Inc. (the “Company”), and John B. Simpson, PhD, MD (“Executive”).
CREDIT AGREEMENT dated as of April 18, 2013 among AVINGER, INC. as the Borrower, PDL BIOPHARMA, INC., as the Lender, and PDL BIOPHARMA, INC., as the AgentCredit Agreement • December 30th, 2014 • Avinger Inc • Surgical & medical instruments & apparatus
This Credit Agreement dated as of April 18, 2013, (as amended, restated or otherwise modified from time to time, this “Agreement”) is made among AVINGER, INC., a Delaware corporation (the “Borrower”), PDL BIOPHARMA, INC. (the “Lender”), and PDL BIOPHARMA, INC., not individually, but as the Agent (as defined below).
SECURITY AGREEMENT DATED AS OF APRIL 18, 2013 BY AVINGER, INC. AS GRANTOR, IN FAVOR OF PDL BIOPHARMA, INC., AS COLLATERAL AGENTSecurity Agreement • December 30th, 2014 • Avinger Inc • Surgical & medical instruments & apparatus • New York
SECURITY AGREEMENT, dated as of April 18, 2013, by AVINGER, INC., a Delaware corporation (together with any other entity that may become a party hereto as a grantor as provided herein, each a “Grantor” and collectively, jointly and severally, the “Grantors”) in favor of PDL BIOPHARMA, INC., as Collateral Agent (in such capacity, the “Agent”) under the Credit Agreement, dated as of April 18, 2013 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”) among the Grantor, as borrower (in such capacity, the “Borrower”), and the Agent, as lender (in such capacity, the “Lender”) and agent.
November 28, 2011Employment Agreement • December 30th, 2014 • Avinger Inc • Surgical & medical instruments & apparatus
Avinger, Inc. (the “Company”) is pleased to offer you employment with the company under the terms described below. This offer is contingent upon your successful completion of our background check process, your execution of an At-Will Employment, Confidential Information, Invention Assignment, and Arbitration Agreement, and your presentation of appropriate documentation showing that you are legally authorized to work in the United States.
AVINGER, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT September 2, 2014Investors’ Rights Agreement • December 30th, 2014 • Avinger Inc • Surgical & medical instruments & apparatus • California
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of September 2, 2014, by and among Avinger, Inc., a Delaware corporation (the “Company”), and the investors listed on Schedule A hereto, each of which is herein referred to as an “Investor” and collectively as the “Investors,” and the holders of Common Stock (as defined below) listed on Schedule B hereto, each of which is herein referred to as a “Common Holder” and collectively as the “Common Holders”.
FIRST AMENDMENT TO LEASELease • December 30th, 2014 • Avinger Inc • Surgical & medical instruments & apparatus
This FIRST AMENDMENT TO LEASE (this “Amendment”) is made and entered into as of September 30, 2011, by and between HCP LS REDWOOD CITY, LLC, a Delaware limited partnership (“Landlord”), and AVINGER, INC., a Delaware corporation (“Tenant”).
AVINGER, INC. NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • December 30th, 2014 • Avinger Inc • Surgical & medical instruments & apparatus • Delaware
This Note and Warrant Purchase Agreement (this “Agreement”) is made and entered into as of October 29, 2013 (the “Effective Date”), by and among Avinger, Inc., a Delaware corporation (the “Company”), and the persons and entities listed on the schedule of investors attached as Schedule I hereto (each an “Investor” and, collectively, the “Investors”).
November 5, 2014 John B. Simpson, MD, PhD Dear Dr. Simpson:Employment Agreement • December 30th, 2014 • Avinger Inc • Surgical & medical instruments & apparatus
Avinger, Inc. (the -Company”) is pleased to confirm the details of your employment with the company under the terms described below. The Company confirms your execution of an At-Will Employment, Confidential Information, Invention Assignment, and Arbitration Agreement, dated June 28, 2010; a copy has been enclosed for your reference.
AVINGER, INC. AMENDMENT NO. 1 TO NOTE AND WARRANT PURCHASE AGREEMENTNote and Warrant Purchase Agreement • December 30th, 2014 • Avinger Inc • Surgical & medical instruments & apparatus • California
This Amendment No. 1 to Note Purchase Agreement (this “Amendment”) is made as of May 6, 2014 by and among Avinger, Inc., a Delaware corporation (the “Company”), and holders of an outstanding convertible promissory note (each, a “Note” and, collectively, the “Notes”) issued pursuant to the Note and Warrant Purchase Agreement (the “Purchase Agreement”) dated October 29, 2013 (collectively, all of such holders, the “Investors”).
