0001193125-05-070157 Sample Contracts

VENTURE LOAN AND SECURITY AGREEMENT
Venture Loan and Security Agreement • April 5th, 2005 • Cryocor Inc • Connecticut
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CRYOCOR, INC. INDEMNITY AGREEMENT
Indemnity Agreement • April 5th, 2005 • Cryocor Inc • Delaware

THIS INDEMNITY AGREEMENT (this “Agreement”) is made and entered into this [ ] day of [ ], 2005 by and between CRYOCOR, INC., a Delaware corporation (the “Company”), and [ ] (“Agent”).

CONTRIBUTION AGREEMENT
Contribution Agreement • April 5th, 2005 • Cryocor Inc • California

This Contribution Agreement (this “Agreement”) is entered into as of August 31st, 2000 (the “Effective Date”) by and between CryoCor, Inc., a Delaware corporation (the Company”), and Cryogen, Inc., a California corporation (“Cryogen”).

INDUSTRIAL LEASE (Multi-Tenant; Net) “AS-IS” BETWEEN THE IRVINE COMPANY AND CRYOCOR, INC.
Industrial Lease • April 5th, 2005 • Cryocor Inc • California

THIS LEASE is made as of the 1st day of November, 2000, by and between THE IRVINE COMPANY, hereafter called “Landlord,” and CRYOCOR, INC., a Delaware corporation, hereinafter called “Tenant.”

LICENSE AGREEMENT
License Agreement • April 5th, 2005 • Cryocor Inc • California

This License Agreement (“Agreement”) is entered into effective as of this 31st day of August, 2000 (“Effective Date”), by and between Cryogen, Inc., a California corporation (“Cryogen”), and CryoCor, Inc., a Delaware corporation (“CryoCor”).

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • April 5th, 2005 • Cryocor Inc • California

This Executive Employment Agreement (“Agreement”) is made effective as of November 12, 2004 (“Effective Date”), by and between CryoCor, Inc. (“CryoCor”) and David Lentz (“Lentz”).

EMPLOYMENT AGREEMENT
Employment Agreement • April 5th, 2005 • Cryocor Inc • California

This EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into effective as of January 17, 2005 (the “Effective Date”), by and between CryoCor, Inc., a Delaware corporation (the “Company”), and Edward Brennan (the “Executive”). The Company and the Executive are hereinafter collectively referred to as the “Parties”, and individually referred to as a “Party”.

CRYOCOR, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT June 4, 2003
Investors’ Rights Agreement • April 5th, 2005 • Cryocor Inc • California

THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of the 4th day of June, 2003, by and between CryoCor, Inc., a Delaware corporation (the “Company”), the parties listed on Schedule A hereto (the “Prior Investors”) and the investors listed on Schedule B hereto, each an “Investor” and collectively the “Investors”.

FOURTH AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT
Employment Agreement • April 5th, 2005 • Cryocor Inc • California

This Amended and Restated Executive Employment Agreement (“Agreement”) is made effective as of November 30, 2002 (the “Effective Date”), between CryoCor, Inc., a Delaware corporation, hereinafter referred to as “CryoCor,” and Gregory M. Ayers, hereinafter referred to as “Ayers.”

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • April 5th, 2005 • Cryocor Inc • California

This Executive Employment Agreement (“Agreement”) is made effective as of July 1, 2004 (“Effective Date”), by and between CryoCor, Inc. (“CryoCor”) and Gregory Tibbitts (“Tibbitts”).

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