0001047469-15-005242 Sample Contracts

AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (SENIOR)
Loan and Security Agreement • June 5th, 2015 • Teladoc, Inc. • Services-offices & clinics of doctors of medicine • Delaware

THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 2, 2014 (the “Effective Date”) by and between SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”), and TELADOC, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

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SUBORDINATED LOAN AND SECURITY AGREEMENT
Subordinated Loan and Security Agreement • June 5th, 2015 • Teladoc, Inc. • Services-offices & clinics of doctors of medicine • Delaware

THIS SUBORDINATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 2, 2014 (the “Effective Date”) by and between SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”), and TELADOC, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

TELADOC, INC. FIRST AMENDMENT TO FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • June 5th, 2015 • Teladoc, Inc. • Services-offices & clinics of doctors of medicine • Delaware

This First Amendment to the Fifth Amended and Restated Investors’ Rights Agreement (this “Amendment”) is made as of February 9, 2015, by and among Teladoc, Inc. a Delaware corporation (the “Company”) and each of the undersigned Investors.

TELADOC, INC. FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT DATED AS OF SEPTEMBER 10, 2014
Investors’ Rights Agreement • June 5th, 2015 • Teladoc, Inc. • Services-offices & clinics of doctors of medicine • Delaware

THIS FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of September 10, 2014, by and among TELADOC, INC. a Delaware corporation (the “Company”), each of the Investors (as defined below) identified on Exhibit A and each of the Current Holders (as defined below) identified on Exhibit B.

FIRST LOAN MODIFICATION AGREEMENT
Loan Modification Agreement • June 5th, 2015 • Teladoc, Inc. • Services-offices & clinics of doctors of medicine

This First Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of March 11, 2015, by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”) and TELADOC, INC., a Delaware corporation, with its principal place of business at One Sound Shore Drive, Suite 300, Greenwich, Connecticut 06830 (“Borrower”).

INTELLECTUAL PROPERTY SECURITY AGREEMENT
Intellectual Property Security Agreement • June 5th, 2015 • Teladoc, Inc. • Services-offices & clinics of doctors of medicine • Massachusetts

This Intellectual Property Security Agreement (this “Agreement”) is entered into as of May 2, 2014 by and between SILICON VALLEY BANK, a California corporation, with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”) and TELADOC, INC., a Delaware corporation, with its principal place of business located at 1 Sound Shore Drive, Greenwich, Connecticut 06830 (“Grantor”).

FIRST LOAN MODIFICATION AGREEMENT
Loan Modification Agreement • June 5th, 2015 • Teladoc, Inc. • Services-offices & clinics of doctors of medicine

This First Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of March 11, 2015, by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”) and TELADOC, INC., a Delaware corporation, with its principal place of business at One Sound Shore Drive, Suite 300, Greenwich, Connecticut 06830 (“Borrower”).

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