0001193125-18-303533 Sample Contracts

AXONICS MODULATION TECHNOLOGIES, INC. (a Delaware corporation) [●] Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • October 22nd, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • New York
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INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 22nd, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • Delaware

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made as of by and between Axonics Modulation Technologies, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).

RSU AWARD AGREEMENT AXONICS MODULATION TECHNOLOGIES, INC.
Rsu Award Agreement • October 22nd, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • Delaware

Axonics Modulation Technologies, Inc. (the “Company”) grants to the Grantee named below (“you”) the number of restricted stock units (“RSUs”) set forth below (the “Award”).

FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
’ Rights Agreement • October 22nd, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • California

This FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Amendment”) is made and entered into as of October 17, 2018, by and among Axonics Modulation Technologies, Inc., a Delaware corporation (the “Company”), and the persons and entities signatory hereto (collectively, the “Investors”), and amends that certain Fourth Amended and Restated Investors’ Rights Agreement, dated as of March 29, 2018, by and among the Company and the persons and entities signatory thereto (the “Rights Agreement”). Capitalized terms not defined herein shall have the meanings given to such terms in the Rights Agreement.

OPTION AWARD AGREEMENT AXONICS MODULATION TECHNOLOGIES, INC.
Option Award Agreement • October 22nd, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • Delaware

Axonics Modulation Technologies, Inc. (the “Company”) grants to the Grantee named below (“you”) [an Incentive/a Nonstatutory] Stock Option to purchase the number of Shares set forth below (the “Option”).

RESTRICTED SHARES AWARD AGREEMENT AXONICS MODULATION TECHNOLOGIES, INC.
Restricted Shares Award Agreement • October 22nd, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus • Delaware

Axonics Modulation Technologies, Inc. (the “Company”) grants to the Grantee named below (“you”) the number of Restricted Shares set forth below (the “Award”).

FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • October 22nd, 2018 • Axonics Modulation Technologies, Inc. • Surgical & medical instruments & apparatus

THIS FIRST AMENDMENT to Loan and Security Agreement (this “Amendment”) is entered into this 22nd day of October, 2018, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AXONICS MODULATION TECHNOLOGIES, INC., a Delaware corporation (“Borrower”).

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