LIVONGO HEALTH, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • June 28th, 2019 • Livongo Health, Inc. • Services-misc health & allied services, nec • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of [insert date], and is between Livongo Health, Inc., a Delaware corporation (the “Company”), and [insert name of indemnitee] (“Indemnitee”).
ContractLivongo Health, Inc. • June 28th, 2019 • Services-misc health & allied services, nec • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS, AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 4 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS, OR PURSUANT TO RULE 144 OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • June 28th, 2019 • Livongo Health, Inc. • Services-misc health & allied services, nec • Delaware
THIS FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of the 10th day of April, 2018, by and among Livongo Health, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”. Capitalized terms used but not defined in this Agreement shall have the respective meanings ascribed to such terms in the Certificate of Incorporation (as defined below).
ContractRights Agreement • June 28th, 2019 • Livongo Health, Inc. • Services-misc health & allied services, nec • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS, AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 4 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS, OR PURSUANT TO RULE 144 OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
OFFICE LEASE Castro Station 100, 150 and 200 W. Evelyn Avenue Mountain View, California Basic Lease InformationOffice Lease • June 28th, 2019 • Livongo Health, Inc. • Services-misc health & allied services, nec
THIS LEASE, made as of the date specified in the Basic Lease Information by and between the landlord specified in the Basic Lease Information (“Landlord”), and the tenant specified in the Basic Lease Information (“Tenant”),
EMPLOYMENT AGREEMENTEmployment Agreement • June 28th, 2019 • Livongo Health, Inc. • Services-misc health & allied services, nec • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of September 1, 2015 (the “Effective Date”), by and between Livongo Health, Inc., a Delaware corporation (“Company”), and Jennifer Schneider, an individual resident in the State of California (“Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 28th, 2019 • Livongo Health, Inc. • Services-misc health & allied services, nec • Illinois
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of March 6, 2019 (the “Effective Date”), by and between Livongo Health, Inc., a Delaware corporation (“Company”), and Zane Burke, an individual (“Executive”).
ContractLivongo Health, Inc. • June 28th, 2019 • Services-misc health & allied services, nec • Delaware
THIS WARRANT AND THE SHARES THAT MAY BE PURCHASED HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR UNDER THE SECURITIES LAWS OF ANY STATE. THIS WARRANT HAS BEEN ACQUIRED FOR INVESTMENT PURPOSES AND NOT WITH A VIEW TO DISTRIBUTION, AND THIS WARRANT AND THE SHARES THAT MAY BE PURCHASED HEREUNDER MAY NOT BE SOLD OR OFFERED FOR SALE IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AND REGISTRATION OR QUALIFICATION UNDER APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL THAT THE PROPOSED TRANSACTION DOES NOT VIOLATE THE SECURITIES ACT OF 1933, AND APPLICABLE STATE SECURITIES LAWS.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • June 28th, 2019 • Livongo Health, Inc. • Services-misc health & allied services, nec • Illinois
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made as of June 25, 2019 (the “Effective Date”), by and between Livongo Health, Inc., a Delaware corporation (“Company”), and James Pursley, an individual resident in the State of Illinois (“Executive”) (each of the Company and Executive, a “Party” and, together, the “Parties”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG LIVONGO HEALTH, INC. RAISIN MERGER SUB, INC. RETROFIT INC. AND THE STOCKHOLDER REPRESENTATIVE Dated as of March 31, 2018Agreement and Plan of Merger • June 28th, 2019 • Livongo Health, Inc. • Services-misc health & allied services, nec • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of March 31, 2018 by and among Livongo Health, Inc., a Delaware corporation (“Parent”), Raisin Merger Sub, Inc., an Illinois corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), Retrofit Inc., a Delaware corporation (the “Company”) and the Stockholder Representative listed as a signatory hereto (the “Stockholder Representative”). Purchaser, Merger Sub, the Company and the Stockholder Representative are each sometimes individually referred to herein as a “Party” and collectively as the “Parties.”
AMENDMENT TO RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • June 28th, 2019 • Livongo Health, Inc. • Services-misc health & allied services, nec • Delaware
THIS AMENDMENT TO RESTRICTED STOCK AWARD AGREEMENT (this “Amendment”) is entered by and between Livongo Health, Inc., a Delaware corporation (the “Company”) and Zane Burke (the “Recipient”), effective as of the date of the later of the Company’s or Recipient’s execution below (the “Effective Date”), pursuant to and in accordance with the Livongo Health, Inc. 2014 Stock Incentive Plan (the “Plan”), as amended, heretofore adopted by the Company.
AGREEMENT AND PLAN OF MERGER by and among myStrength, Inc., each Stockholder that executes and delivers a Joinder following the execution and delivery of this Agreement, the Representative, Livongo Health, Inc. and Livongo Merger Sub, Inc. Dated...Agreement and Plan of Merger • June 28th, 2019 • Livongo Health, Inc. • Services-misc health & allied services, nec • Delaware
This Agreement and Plan of Merger (this “Agreement”) is entered into on January 23, 2019 by and among Livongo Health, Inc., a Delaware corporation (“Buyer”), Livongo Merger Sub, Inc., a Delaware corporation (“Merger Sub”), myStrength, Inc., a Delaware corporation (the “Company”), each Stockholder that executes and delivers a Joinder following the execution and delivery of this Agreement, and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the representative, agent and attorney-in-fact of the Equityholders (the “Representative”). Buyer, Merger Sub, the Company, the Equityholders and the Representative are referred to collectively herein as the “Parties” and individually as a “Party.”
EMPLOYMENT AGREEMENTEmployment Agreement • June 28th, 2019 • Livongo Health, Inc. • Services-misc health & allied services, nec • Illinois
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of this 22nd day of April, 2014, to be effective as of April 22, 2014 (the “Effective Date”), by and between EosHealth, Inc., a Delaware corporation (“Company”), and Glen E. Tullman, an individual resident in the State of Illinois (“Executive”).
