Standard Contracts
INDEMNITY AGREEMENTIndemnity Agreement • May 1st, 2017 • Airxpanders Inc • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of is made by and between AIRXPANDERS, INC., a Delaware corporation (the “Company”), and (“Indemnitee”).
AIRXPANDERS, INC. OPTION AGREEMENT (INCENTIVE STOCK OPTION OR NONSTATUTORY STOCK OPTION)Option Agreement • May 1st, 2017 • Airxpanders Inc
Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Option Agreement, AIRXPANDERS, INC. (the “Company”) has granted you an option under its 2015 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. The option is granted to you effective as of the date of grant set forth in the Grant Notice (the “Date of Grant”). If there is any conflict between the terms in this Option Agreement and the Plan, the terms of the Plan will control. Capitalized terms not explicitly defined in this Option Agreement or in the Grant Notice but defined in the Plan will have the same definitions as in the Plan.
AIRXPANDERS, INC.Stock Option Agreement • May 1st, 2017 • Airxpanders Inc • California
AirXpanders, Inc. (the “Company”), pursuant to its 2005 Equity Incentive Plan (the “Plan”), hereby grants to the Optionee listed below (“Optionee”), an option to purchase the number of shares of the Company’s Common Stock set forth below, subject to the terms and conditions of the Plan and this Stock Option Agreement. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Stock Option Agreement.
STANDARD INDUSTRIAL LEASE BY AND BETWEEN MCCANDLESS LIMITED AS LANDLORD AND AIRXPANDERS, INC. AS TENANTIndustrial Lease • May 1st, 2017 • Airxpanders Inc • California
THIS LEASE is made this 14th day of July, 2010, by and between McCandless Limited, LLC, a California limited liability company, (“Landlord”) and AirXpanders, Inc., a Delaware corporation (“Tenant”).
SECOND AMENDMENT TO LEASELease • May 1st, 2017 • Airxpanders Inc
THIS SECOND AMENDMENT TO LEASE (hereinafter “Second Amendment’) is made this 1st day of July 2015 by and between MCCANDLESS LIMITED, LLC, a California limited liability company (“Landlord”) and AIRXPANDERS, INC., a Delaware corporation (“Tenant’).
FIRST AMENDMENT TO LEASELease • May 1st, 2017 • Airxpanders Inc
THIS FIRST AMENDMENT TO LEASE (hereinafter “First Amendment”) is made this 1st day of May 2013 by and between McCANDLESS LIMITED, LLC, a California limited liability company (Landlord”) and AIRXPANDERS, INC., a Delaware corporation (“Tenant”).
ContractWarrant Agreement • May 1st, 2017 • Airxpanders Inc • Delaware
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
License Agreement between Shalon Ventures Inc. and Expanders Inc.License Agreement • May 1st, 2017 • Airxpanders Inc • California
THIS LICENSE AGREEMENT (the “Agreement”) is effective as of March 9, 2005 (the “Effective Date”) and is made by and between Shalon Ventures Inc., a California corporation (“SV”) and Expanders Inc., a Delaware corporation (“Licensee”).
ContractWarrant Agreement • May 1st, 2017 • Airxpanders Inc • Delaware
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED {THE “ACT’), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
FIRST AMENDMENT TO LICENSE AGREEMENTLicense Agreement • May 1st, 2017 • Airxpanders Inc
This FIRST AMENDMENT (“Amendment”) to license agreement is effective as of March 9, 2009 and is made by and between Shalon Ventures, Inc., a California corporation (“SV”) and AirXpanders, Inc., a Delaware corporation (“Licensee”).
WARRANT TO PURCHASE 262,500 SHARES OF SERIES E PREFERRED STOCKWarrant Agreement • May 1st, 2017 • Airxpanders Inc • New York
THIS CERTIFIES THAT, for value received, GE Capital Equity Investments, Inc. (“Holder”) is entitled to subscribe for and purchase up to such number of fully paid and nonassessable shares of Series E Preferred Stock of AirXpanders, Inc., a Delaware corporation (“Company”), as is equal to the Warrant Share Amount (as hereinafter defined) at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Preferred Stock” shall mean Company’s presently authorized Series E Preferred Stock, $0.001 par value per share, and any stock into which such Series E Preferred Stock may hereafter be converted or exchanged and the term “Warrant Shares” shall mean the shares of Preferred Stock which Holder may acquire pursuant to this Warrant and any other shares of stock into which such shares of Preferred Stock may hereafter be converted or exchanged.
MANUFACTURING AND SUPPLY AGREEMENTManufacturing and Supply Agreement • May 1st, 2017 • Airxpanders Inc • Delaware
This Manufacturing and Supply Agreement (the “Agreement”) is entered into as of the 4th day of January, 2017, by and between Vention Medical Costa Rica, S.A. with its principal place of business at Zona Franca Metropolitana, Barreal de Heredia 201-3006, Heredia, Costa Rica, (“Supplier”) and AirXpanders, Inc., a Delaware corporation having its principal place of business at 1047 Elwell Court, Palo Alto, CA, 94303 (“Customer”).
THIRD AMENDMENT TO LICENSE AGREEMENTLicense Agreement • May 1st, 2017 • Airxpanders Inc
This Third Amendment to License Agreement (“Third Amendment”) is dated January 15, 2014, and further amends the license agreement between Shalon Ventures (“SV”) and AirXpanders, Inc. (“Licensee”) dated March 9, 2005, (the “Original Agreement”) as amended March 9, 2009, (the “First Amendment”) and January 9, 2012 (the “Second Amendment”) (collectively, the “Amended License Agreement”).
SECOND AMENDMENT TO LICENSE AGREEMENTLicense Agreement • May 1st, 2017 • Airxpanders Inc
This SECOND AMENDMENT (“Amendment”) to license agreement is effective as of January 9, 2012 (the “Amendment Effective Date”) and is made by and between Shalon Ventures, Inc., a California corporation (“SV”) and AirXpanders, Inc., a Delaware corporation (“Licensee”).
