SHARE PURCHASE AGREEMENT by and among LimFlow S.A., the Sellers, Shareholder Representative Services LLC, solely in its capacity as the Seller Representative, Inari Medical, Inc., solely for the purposes of Section 13.16, and Lombardi Sub, LLC DATED...Share Purchase Agreement • November 2nd, 2023 • Inari Medical, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS SHARE PURCHASE AGREEMENT is entered into as of October 31, 2023 (this “Agreement”), by and among (a) LimFlow S.A., a French limited company (société anonyme), having its registered office at 15, rue Traversière – 75012 Paris, identified under number 820 710 267 R.C.S. Paris (the “Company”), (b) the Persons listed on Schedule A attached hereto together with those Persons, other than the Purchaser, who hold Equity Interests of the Company (as defined below), those Persons who hold Virtual Shares (as defined below) and those Persons who hold Cancelled Company Options (as defined below) and have agreed or will agree to adhere to this Agreement prior to Closing pursuant to the terms hereof (each a “Seller”, and collectively, the “Sellers”), (c) Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the Sellers’ representative, agent and attorney-in-fact (together with any successor appointed in accordance with Section 7.9, the “Seller R
SIXTH AMENDMENT AND LIMITED CONSENT TO LOAN, GUARANTY AND SECURITY AGREEMENTLoan, Guaranty and Security Agreement • November 2nd, 2023 • Inari Medical, Inc. • Surgical & medical instruments & apparatus • New York
This SIXTH AMENDMENT AND LIMITED CONSENT TO LOAN, GUARANTY AND SECURITY AGREEMENT (this “Amendment”), dated as of November 1, 2023, is by and among INARI MEDICAL, INC., a Delaware corporation (the “Borrower”), INARI MEDICAL INTERNATIONAL, INC., a Delaware corporation (the “IMI”), INARI MEDICAL LATIN AMERICA, INC., a Delaware corporation (“IMLA”; together with IMI, each a “Guarantor” and collectively, the “Guarantors”), each of the lenders signatory hereto (the “Lenders”), and BANK OF AMERICA, N.A., as the agent for the Lenders (in such capacity, the “Agent”). Capitalized terms used herein and not otherwise defined shall have the meaning assigned such term in the Loan Agreement (as defined below).
