ASSET PURCHASE AGREEMENT EFFECTIVE AS OF JANUARY 17, 2014 BETWEEN LUNA INNOVATIONS INCORPORATED AND INTUITIVE SURGICAL OPERATIONS, INC. AND INTUITIVE SURGICAL INTERNATIONAL LTD.Asset Purchase Agreement • May 13th, 2014 • Luna Innovations Inc • Services-commercial physical & biological research
This Asset Purchase Agreement (this “Agreement”) is entered as of January 17, 2013 (“Agreement Date”), by and between Luna Innovations Incorporated and Luna Technlogies, Inc., Delaware corporations having their principal place of business at 1 Riverside Circle, Suite 400, Roanoke, VA 24016 (collectively, “Seller”), and Intuitive Surgical Operations, Inc., a Delaware corporation having its principal place of business at 1266 Kifer Road, Sunnyvale, California 94086 (“Purchaser”), and Intuitive Surgical International, Ltd, a Cayman Islands company and an indirect and wholly-owned subsidiary of Purchaser (“ISIL”). Each of Seller, Purchaser, and ISIL shall be referred to herein as a “Party” and shall be collectively referred to as the “Parties”. Capitalized terms that are used, whether in the singular or plural, shall have the meanings set forth in Section 1 (Definitions) or, if not set forth in Section 1, the meaning designated in places throughout the Agreement.
CROSS-LICENSE AGREEMENTCross-License Agreement • May 13th, 2014 • Luna Innovations Inc • Services-commercial physical & biological research
This Cross-License Agreement (this “2014 License Agreement”) is made as of January 17, 2014 (“Agreement Date”), by and among Luna Innovations Incorporated and Luna Technologies, Inc., Delaware corporations having their principal place of business at 1 Riverside Circle, Suite 400, Roanoke, VA 24016 (collectively, “Luna”), and Intuitive Surgical Operations, Inc., a Delaware corporation having its principal place of business at 1266 Kifer Road, Sunnyvale, California 94086 (“ISOI”), and Intuitive Surgical International, Ltd, a Cayman Islands company and an indirect and wholly-owned subsidiary of ISOI (“ISIL”). Luna, ISIL, and ISOI shall each be referred to herein as a “Party” and shall be collectively referred to as the “Parties.” Capitalized terms that are used, whether in the singular or plural, shall have the meanings set forth in Section 1 (Definitions) or, if not set forth in Section 1, the meaning designated in places throughout the Agreement.
CONSENT, RELEASE AND FIFTH LOAN MODIFICATION AGREEMENTLoan Modification Agreement • May 13th, 2014 • Luna Innovations Inc • Services-commercial physical & biological research
This Consent, Release and Fifth Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of January 21, 2014, by and between (i) SILICON VALLEY BANK, a California corporation with a loan production office located at 8020 Towers Crescent Drive, Suite 475, Vienna, Virginia 22182 (“Bank”), and (ii) LUNA INNOVATIONS INCORPORATED, a Delaware corporation (“Innovations”) and LUNA TECHNOLOGIES, INC., a Delaware corporation (“Technologies”), each with offices located at 1 Riverside Circle, Suite 400, Roanoke, Virginia 24016 (Innovations and Technologies are referred to herein, individually and collectively, jointly and severally, the “Borrower”).
