PATENT SUBLICENSE AGREEMENT,Patent Sublicense Agreement • June 22nd, 2006 • Lemaitre Vascular Inc • Surgical & medical instruments & apparatus • Arizona
This Agreement, by and between IMPRA, Inc., an Arizona corporation (hereinafter called LICENSOR), and Endomed, Inc., also an Arizona corporation (hereinafter called LICENSEE), effective as of Match 7, 2003,
LICENSE AGREEMENTLicense Agreement • June 22nd, 2006 • Lemaitre Vascular Inc • Surgical & medical instruments & apparatus • Delaware
This AGREEMENT (hereinafter “Agreement”) effective as of February 11, 1992 (“Effective Date”), by and between United States Surgical Corporation, a corporation organized and existing under the laws of the State of Delaware, having executive offices at 150 Glover Avenue, Norwalk, Connecticut 06856 (hereinafter “USSC”) and SPINNAKER R&D ASSOCIATES, a general partnership organized and existing under the laws of the State of New Mexico, having offices at 5300 DTC Parkway, Suite 270, Englewood, Colorado, 80111, on behalf of itself, the University of New Mexico, and the Inventors, Wolff M. Kirsch, M.D., Yong Hua Zhu, M.D., and Robert B. Cushman, (hereinafter “INVENTORS”), together owners of all of the PATENTS RIGHTS and other rights herein transferred, (altogether hereinafter referred to as “LICENSOR”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 22nd, 2006 • Lemaitre Vascular Inc • Surgical & medical instruments & apparatus • Massachusetts
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made by and between LeMaitre Vascular, Inc., a Delaware corporation with an address at 63 Second Avenue, Burlington, Massachusetts (the “Company”) and Joseph P. Pellegrino, an individual with a residence at 68 Beacon Street, Boston, Massachusetts (the “Executive”) as of April 20th, 2006.
EXECUTIVE RETENTION AND SEVERANCE AGREEMENTExecutive Retention and Severance Agreement • June 22nd, 2006 • Lemaitre Vascular Inc • Surgical & medical instruments & apparatus • Massachusetts
THIS EXECUTIVE RETENTION AND SEVERANCE AGREEMENT is made and entered into as of June 20, 2006 (the “Effective Date”), by and between Lemaitre Vascular, Inc., a Delaware corporation (the “Company”), and David B. Roberts (the “Executive”).
THIRD AMENDED AND RESTATED TERM LOAN AGREEMENTTerm Loan Agreement • June 22nd, 2006 • Lemaitre Vascular Inc • Surgical & medical instruments & apparatus • Massachusetts
This Third Amended and Restated Term Loan Agreement (the “Agreement”) is made as of May 20, 2006 between LEMAITRE VASCULAR, INC. formerly known as Vascutech, Inc., a Delaware corporation, having its principal place of business at 26 Ray Avenue, Burlington, Massachusetts 01803 (the “Borrower”) and BROWN BROTHERS HARRIMAN & CO., having a place of business at 40 Water Street, Boston, Massachusetts 02109 (the “Bank”).
SECOND AMENDED AND RESTATED TIME NOTE (SECURED)Time Note • June 22nd, 2006 • Lemaitre Vascular Inc • Surgical & medical instruments & apparatus
FOR VALUE RECEIVED, the undersigned LeMaitre Vascular, Inc. (the “Borrower”), hereby promises to pay to the order of Brown Brothers Harriman & Co. (the “Bank”) the principal amount of Eight Hundred Sixty Four Thousand and 00/100 ($864,000.00) Dollars or such other principal amount as may be outstanding from time to time in the aggregate hereunder (“Principal”), with interest, at the rate hereinafter set forth, on the daily balance of all unpaid Principal, from the date hereof until payment in full of all Principal and interest hereunder. Terms not otherwise defined herein shall have the means prescribed to them in the Revolving Loan and Security Agreement and the Term Loan Agreement (each as defined below).
GUARANTY (Unlimited)Guaranty • June 22nd, 2006 • Lemaitre Vascular Inc • Surgical & medical instruments & apparatus
In consideration of Brown Brothers Harriman & Co. (the “Bank”) making extensions of credit or extending other financial or banking accommodations to Vascutech, Inc. (the “Obligor”), the undersigned (the “Guarantor”) hereby guarantees full and punctual payment, performance and fulfillment to the Bank of all liabilities, obligations and undertakings of the Obligor to the Bank, whether direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising or acquired, and whether consisting of obligations to pay money or to perform the Obligor’s obligations to the Bank under all present or future agreements of the Obligor in favor of the Bank (the “Obligations”). This agreement shall operate as a continuing, unconditional and absolute guaranty (this “Guaranty”) of the due and punctual payment of the Obligations, and not of their collectibility only. If the Obligor defaults in the payment or performance of the Obligations, the Bank shall provide notice of such
