ATRICURE, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus • New York
This Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of the 6th day of June, 2002, by and among AtriCure, Inc., a Delaware corporation (the “Company”), and the investors listed on Exhibit A attached hereto (“Investors”). All capitalized terms not defined herein shall have the meanings ascribed to such terms in the Series B Convertible Preferred Stock Purchase Agreement of the same date herewith (“Purchase Agreement”).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Delaware
The total number of shares of all classes of stock which the Corporation has authority to issue is 63,720,615 shares, consisting of (i) 40,000,000 shares of Common Stock, par value $.0001 per share (the “Common Stock”), and (ii) 23,720,615 shares of Preferred Stock, par value $.0001 per share (the “Preferred Stock”), of which 8,293,679 shares are designated as Series A Convertible Preferred Stock (the “Series A Preferred Stock”) and 15,426,936 shares are designated as Series B Convertible Preferred Stock (the “Series B Preferred Stock”).
AGREEMENT TO IMPROVE LEASED PREMISES FIRST AMENDMENT TO LEASE DATED DECEMBER 18, 2000First Amendment to Lease • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus
THIS AGREEMENT TO IMPROVE LEASED PREMISES (the “Agreement”) is made as of May 28, 2002 by and between ALLEN ROAD PROPERTIES LIMITED LIABILITY COMPANY, (“Landlord”), an Ohio limited liability company, and ATRICURE, INC., (“Tenant”), an Ohio corporation, under the following circumstances:
ATRICURE, INC. AMENDMENT NO. 1 TO AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus
THIS AMENDMENT NO. 1 is made as of March 8, 2005, between ATRICURE, Inc., a Delaware corporation (the “Company”), and the Investors set forth on the signature pages hereto.
ATRICURE, INC. WARRANTWarrant Agreement • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Delaware
This certifies that, for value received, (“Purchaser”), whose address for notice is as listed on the signature page hereto, or any party to whom this Warrant is assigned in compliance with the terms hereof (Purchaser and any such assignee being hereinafter sometimes referenced as “Holder”), is entitled to subscribe for and purchase shares of the capital stock of Atricure, Inc., a Delaware corporation (the “Company”), determined as set forth below. Such right shall terminate upon the earlier of (i) one year after the date of the consummation of the initial public offering by Company of its Common Stock to the public generally pursuant to a registration statement in an underwritten offering or (ii) the seventh (7th) anniversary after the issue date hereof, after which time, this Warrant shall expire.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus • California
The total number of shares of all classes of stock which the Corporation has authority to issue is 63,720,615 shares, consisting of (i) 40,000,000 shares of Common Stock, par value $.0001 per share (the “Common Stock”), and (ii) 23,720,615 shares of Preferred Stock, par value $.0001 per share (the “Preferred Stock”), of which 8,293,679 shares are designated as Series A Convertible Preferred Stock (the “Series A Preferred Stock”) and 15,426,936 shares are designated as Series B Convertible Preferred Stock (the “Series B Preferred Stock”).
ATRICURE, INC. AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT JUNE 6, 2002Right of First Refusal and Co-Sale Agreement • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus • New York
THIS AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”) is made as of this 6th day of June, 2002, by and among ATRICURE, INC., a Delaware corporation (the “Company”), the holders of the Company’s Series A Convertible Preferred Stock (the “Series A Stock”) and Series B Convertible Preferred Stock (the “Series B Stock”) listed on Exhibit A hereto (collectively, the “Investors”), the founding common stockholders of the Company listed on Exhibit B attached hereto (each a “Founder,” and collectively, the “Founders”), and the other holders of Common Stock listed on the signature pages to this Agreement (such stockholders, along with the Investors and the Founders, collectively, the “Stockholders”).
AGREEMENT AND PLAN OF MERGER DATED AS OF FEBRUARY 14, 2005 among ATRICURE, INC. (a Delaware corporation) and ENABLE MEDICAL CORPORATION (a Delaware corporation) and RAYMOND W. OGLE (as Stockholder Representative)Merger Agreement • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus
AGREEMENT AND PLAN OF MERGER dated as of February 14, 2005 (this “Agreement”), by and among AtriCure, Inc., a Delaware corporation (the “Purchaser”), Enable Medical Corporation, a Delaware corporation (the “Company”), and Raymond W. Ogle, as Stockholder Representative.
AGREEMENT TO EXPAND LEASED PREMISES AND EXTEND LEASE SECOND AMENDMENT TO LEASE DATED DECEMBER 18, 2000Second Amendment to Lease • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus
THIS AGREEMENT TO EXPAND THE LEASED PREMISES AND EXTEND LEASE (the “Agreement”) is made as of April 8, 2004 by and between ALLEN ROAD PROPERTIES LIMITED LIABILITY COMPANY, (“Landlord”), an Ohio limited liability company, and ATRICURE, INC., (“Tenant”), an Ohio corporation, under the following circumstances:
ATRICURE, INC. AMENDED AND RESTATED VOTING AGREEMENTVoting Agreement • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Delaware
This Amended and Restated Voting Agreement (this “Agreement”) is entered into as of this 6th day of June, 2002, by and among AtriCure, Inc., a Delaware corporation (the “Company”), the undersigned holders of Common Stock of the Company (collectively, the “Common Stockholders”), the undersigned holders of Series A Preferred Stock of the Company (collectively, the “Series A Stockholders”) and the undersigned purchasers of Series B Preferred Stock of the Company (collectively, the “Series B Stockholders”). The Common Stockholders, the Series A Stockholders and the Series B Stockholders are collectively referred to herein as the “Stockholders,” with each a “Stockholder.” All capitalized terms not defined herein shall have the meanings ascribed to such terms in the Series B Convertible Preferred Stock Purchase Agreement of even date herewith (“Purchase Agreement”).
SCHUMACHER COMMERCE PARK LEASE AGREEMENT BETWEEN ALLEN ROAD PROPERTIES LIMITED LIABILITY COMPANY AND ATRICURE, INC. DATED December 18, 2000Lease Agreement • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus
