SEVENTH AMENDMENT TO BRIDGE LOAN AGREEMENTBridge Loan Agreement • September 27th, 2024 • Venus Concept Inc. • Surgical & medical instruments & apparatus
This SEVENTH AMENDMENT TO BRIDGE LOAN AGREEMENT (this “Agreement”), dated as of September 26, 2024 (the “Effective Date”), is entered into among (a) VENUS CONCEPT USA INC., a Delaware corporation (the “Borrower”), (b) VENUS CONCEPT INC., a Delaware corporation (“Venus Concept”), (c) VENUS CONCEPT CANADA CORP., a corporation incorporated under the laws of the Province of Ontario (“Venus Canada”), (d) VENUS CONCEPT LTD., a company formed under the Companies Law of Israel (“Venus Israel” and, together with Venus Concept and Venus Canada, the “Guarantors”; the Borrower and the Guarantors shall be referred to herein, collectively, as the “Loan Parties”), (e) MADRYN HEALTH PARTNERS, LP, a Delaware limited partnership, and MADRYN HEALTH PARTNERS (CAYMAN MASTER), LP, a Cayman Islands limited partnership, as Lenders (the “Lenders”, and each, a “Lender”) and (f) MADRYN HEALTH PARTNERS, LP, a Delaware limited partnership, as Administrative Agent (the “Agent”). Capitalized terms used but not other
THIRD LOAN AMENDMENT, FIRST SUBORDINATION AGREEMENT AMENDMENT AND CONSENT AGREEMENTConsent Agreement • September 27th, 2024 • Venus Concept Inc. • Surgical & medical instruments & apparatus
This THIRD LOAN AMENDMENT, FIRST SUBORDINATION AGREEMENT AMENDMENT AND CONSENT AGREEMENT (the “Agreement”) dated as of September 26, 2024 (the “Effective Date”) is entered into among (a) VENUS CONCEPT USA INC., a Delaware corporation (the “Borrower”), (b) VENUS CONCEPT INC., a Delaware corporation (“Venus Concept”), (c) VENUS CONCEPT CANADA CORP., a corporation incorporated under the laws of the Province of Ontario (“Venus Canada”), (d) VENUS CONCEPT LTD., a company formed under the Companies Law of Israel “Venus Israel” and, together with Venus Concept and Venus Canada, the “Guarantors”; the Borrower and the Guarantors shall be referred to herein, collectively, as the “Loan Parties”), and (e) each of (i) MADRYN HEALTH PARTNERS, LP, a Delaware limited partnership (“Madryn Health”) and (ii) MADRYN HEALTH PARTNERS (CAYMAN MASTER), LP, a Cayman Islands limited partnership (“Madryn Cayman” and, together with Madryn Health, the “Lenders”; together the Lender and the Loan Parties are hereina
AMENDED AND RESTATED RESALE REGISTRATION RIGHTS AGREEMENTResale Registration Rights Agreement • September 27th, 2024 • Venus Concept Inc. • Surgical & medical instruments & apparatus • New York
THIS AMENDED AND RESTATED RESALE REGISTRATION RIGHTS AGREEMENT, dated as of September 26, 2024 (this “Agreement”), has been entered into by and among Venus Concept Inc., a Delaware corporation (the “Company”), Madryn Health Partners, LP (“Madryn”) and Madryn Health Partners (Cayman Master), LP (“Madryn Cayman,” and together with Madryn, the “Lenders”).
EXCHANGE AGREEMENTExchange Agreement • September 27th, 2024 • Venus Concept Inc. • Surgical & medical instruments & apparatus • New York
This EXCHANGE AGREEMENT (this “Agreement”), dated as of September 26, 2024, is entered into by and among Venus Concept Inc. (the “Company”), Venus Concept USA Inc., a wholly-owned subsidiary of the Company (“Venus USA”), Madryn Health Partners, LP (“Madryn”) and Madryn Health Partners (Cayman Master), LP (“Madryn Cayman,” and together with Madryn, the “Lenders”). The Company, Venus USA and the Lenders are referred to collectively as the “Parties.”
