0001193125-07-057588 Sample Contracts

LICENSE AND DEVELOPMENT AGREEMENT
License and Development Agreement • March 19th, 2007 • Cardiomems Inc • Surgical & medical instruments & apparatus • Delaware

THIS LICENSE AGREEMENT (the “Agreement”) is made and entered into effective as of November 18, 2005 (the “Effective Date”) by and between CARDIOMEMS, Inc. a Delaware corporation with offices at 75 Fifth Street, N.W., Suite 440, Atlanta, GA 30308 (“CardioMEMS”), and MEDTRONIC, INC., a Minnesota corporation with offices at 710 Medtronic Parkway, Minneapolis, MN 55432 (“Medtronic”). CardioMEMS and Medtronic may be referred to herein individually as a “Party”, and collectively as the “Parties.”

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CARDIOMEMS, INC. AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT SEPTEMBER 18, 2006
Investor Rights Agreement • March 19th, 2007 • Cardiomems Inc • Surgical & medical instruments & apparatus • Delaware

THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of the 18th day of September, 2006, by and among CARDIOMEMS, INC., a Delaware corporation (the “Company”) and each of the persons and entities listed on EXHIBIT A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.”

SUPPLY AGREEMENT
Supply Agreement • March 19th, 2007 • Cardiomems Inc • Surgical & medical instruments & apparatus • Delaware

This SUPPLY AGREEMENT (the “Agreement”) is made as of November 18, 2005 (the “Effective Date”) by and between CARDIOMEMS, INC., a Delaware corporation with its principal place of business located at 75 Fifth Street, N.W., Suite 440, Atlanta, GA 30308 (“Supplier”), and MEDTRONIC, INC., a Minnesota corporation with its principal place of business located at 710 Medtronic Parkway, Minneapolis, MN 55432 (“Purchaser”). Purchaser and Supplier may be referred to herein individually as a “Party” or collectively as the “Parties.”

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