CapsoVision, Inc Sample Contracts
CAPSOVISION, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • June 13th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus • Delaware
This Indemnification Agreement (this “Agreement”) is effective as of [•], 2025 and is between CapsoVision, Inc., a Delaware corporation (the “Company”), and [•] (“Indemnitee”).
UNDERWRITING AGREEMENT by and between CAPSOVISION, INC. and THE BENCHMARK COMPANY, LLC, as Representative of the Several UnderwritersUnderwriting Agreement • June 27th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus • New York
The undersigned, CapsoVision, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company, LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
CAPSOVISION, INC CONSULTING AGREEMENTConsulting Agreement • November 13th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus • California
This Consulting Agreement ("Agreement") is effective as of 07/23/2025, by and between CapsoVision, Inc., a Delaware corporation (the "Company") and Joanne C Imperial MD, ("Consultant"), with residence at [***]. The Company desires to retain Consultant as an independent contractor to perform consulting services for the Company, and Consultant is willing to perform such services, on the terms described below. In consideration of the mutual promises contained herein, the parties agree as follows:
ContractPurchase Warrant Agreement • July 3rd, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING JULY 3, 2025, WHICH IS THE COMMENCEMENT DATE OF SALES IN THE OFFERING (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN THE BENCHMARK COMPANY LLC, OR AN UNDERWRITER OR SELECTED DEALER IN CONNECTION WITH THE OFFERING (THE “OFFERING”), OR THE OFFICERS OR PARTNERS, REGISTERED PERSONS OR AFFILIATES OF BENCHMARK COMPANY LLC OR ANY SUCH AN UNDERWRITER OR SELECTED DEALER.
Certain confidential information contained in this document, marked by [***], has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type of information that the registrant treats as private...Development Agreement • June 13th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus
THIS AGREEMENT, made and effective as of August 8, 2013, (‘Effective Date”) by and among Capso Vision, Inc. a corporation of Delaware having its principal place of business at 18805 Cox Ave., Saratoga, CA 95070, USA (hereinafter referred to as “Company”), Toshiba Corporation, a corporation of Japan having its principal place of business at 1-1, Shibaura 1-chome, Minato-ku, Tokyo 105-8001, Japan, for itself and on behalf of its affiliate Toshiba Memory Systems Co., Ltd., having its principal place of business at STE building, 2-5-1, Kazama, Sakae-ku, Yokohama, Kanagawa, Japan (hereinafter collectively referred to as “Toshiba”) and Toshiba America Electronic Components, Inc., a corporation of California having its principal place of business at 9740 Irvine Blvd., Irvine, CA 92618, USA (hereinafter referred to as “TAEC”). The signatories to this Agreement are individually a -Party” and collectively, the “Parties.”
Certain confidential information contained in this document, marked by [***], has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type of information that the registrant treats as private...Memorandum of Understanding • June 13th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus
This Amendment to Memorandum Of Understanding (this “Amendment”) is made and entered into as of January 1, 2010 (“Effective Date”) by and Between Capso Vision Inc. (“CAPSO”), a Delaware, USA corporation with its principal office located at 18805 Cox Avenue, Suite 250, Saratoga, CA 95070, United State of America, and Largan Precision Co., Ltd. (“Largan”), a Republic of China corporation with its principal office located at No. 11 Jingke Rd, Nantun Dist., Taichung, 40852, Taiwan, the Republic of China.
Certain confidential information contained in this document, marked by [***], has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type of information that the registrant treats as private...Memorandum of Understanding • June 13th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus
This Memorandum of Understanding (“MOU”) is made and entered into as of __10/28__, 2022 (“Effective Date”) by and between CapsoVision, Inc. (“CAPSO”), a Delaware corporation with its principal office located at 18805 Cox Avenue, Suite 250, Saratoga, CA 95070 USA, and Largan Precision Co., Ltd. (“Largan”), a Taiwanese corporation with its principal office at No.11 Jingke Rd., Nantun Dist., Taichung City 40852, Taiwan.
Certain confidential information contained in this document, marked by [***], has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type of information that the registrant treats as private...Memorandum of Understanding • June 13th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus
THIS MEMORANDUM OF UNDERSTANDING (this “MOU” or this -Agreement”) is made and entered into as of May 14, 2008 by and between Capso Vision Inc. (“CAPSO”), a Delaware, USA corporation, with its principal office located at 18805 Cox Avenue, Suite 250, Saratoga, CA 95070, United States of America, and Largan Precision Company, Ltd. (“Largan”), a Republic of China corporation with its principal office at No.4, Gongye 16th Rd., Situn District, Taichung City 407, Taiwan, the Republic of China.
ContractPurchase Warrant Agreement • July 18th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING JULY 3, 2025, WHICH IS THE COMMENCEMENT DATE OF SALES IN THE OFFERING (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN THE BENCHMARK COMPANY LLC, OR AN UNDERWRITER OR SELECTED DEALER IN CONNECTION WITH THE OFFERING (THE “OFFERING”), OR THE OFFICERS OR PARTNERS, REGISTERED PERSONS OR AFFILIATES OF BENCHMARK COMPANY LLC OR ANY SUCH AN UNDERWRITER OR SELECTED DEALER.
Certain confidential information contained in this document, marked by [***], has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type of information that the registrant treats as private...Development and Manufacturing Agreement • June 13th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus • California
This First Amendment (“First Amendment”) to the Development and Manufacturing Agreement dated June 3, 2014 (“Agreement”) by and between CapsoVision, Inc, 18850 Cox Avenue, Suite 250, Saratoga, CA 95070 (“Capso”) and Moai Electronics Corporation Hsinchu City, Taiwan, ROC (“Moai”) is entered into and effective as of March 30, 2015.
CAPSOVISION, INC. AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT November 21, 2019Investor Rights Agreement • May 9th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus • California
This Amended and Restated Investor Rights Agreement (this “Agreement”) is made as of November 21, 2019, by and among CapsoVision, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on Exhibit A hereto. Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.
Notice of Grant of Stock Option and Terms and Conditions of Stock Option ______ _______________________________________________________________________________ ___ Grantee: Fist Name, Last NameNotice of Grant of Stock Option • November 13th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus • Delaware
Effective [Grant Date] (the “Grant Date”), you (the “Grantee”) have been granted a stock option (the “Option”) to buy [Options Granted] shares[1] of Common Stock of CapsoVision, Inc. (the “Corporation”) at a price of [Option Price] per share1 (the “Exercise Price”). The vesting of your Option, pursuant to the vesting schedule hereunder, begins on [Vest From Date] (the “Vesting Commencement Date”) and completes on [Last Vest Date], with vesting lasting [Vest Length] months from the Vesting Commencement Date.
CONFIDENTIAL SEPARATION AGREEMENT AND RELEASEConfidential Separation Agreement and Release • November 13th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus • California
This Confidential Separation Agreement and Release ("Agreement") is made by and between Kevin Lundquist ("Employee") and Capso Vision, Inc., a Delaware corporation (the "Company") (collectively referred to as the "Parties" or individually referred to as a "Party").
CAPSOVISION, INC.Stock Option Agreement • May 9th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus • Delaware
Unless otherwise defined herein, the terms defined in the 2005 Stock Plan shall have the same defined meanings in this Stock Option Agreement.
UNDERWRITING AGREEMENT by and between CAPSOVISION, INC. and THE BENCHMARK COMPANY, LLC, and ROTH CAPITAL PARTNERS, LLC, as Representatives of the Several UnderwritersUnderwriting Agreement • July 3rd, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus • New York
The undersigned, CapsoVision, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company, LLC (“Benchmark”) and Roth Capital Partners, LLC (“Roth” and together with Benchmark, collectively hereinafter referred to as “you” (including its correlatives) or the “Representatives”, and each, a “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representatives are acting as representatives (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
ContractWarrant Agreement • May 9th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus • California
THIS WARRANT AND THE SHARES OF STOCK THAT MAY BE PURCHASED UPON THE EXERCISE OF THIS WARRANT HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT FOR DISTRIBUTION, AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). SUCH SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, PLEDGED OR HYPOTHECATED, OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTRATION UNDER THE ACT OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT IS AVAILABLE FOR SUCH OFFER, SALE, PLEDGE, HYPOTHECATION, OR TRANSFER IN THE OPINION OF LEGAL COUNSEL REASONABLY SATISFACTORY TO THE COMPANY.
Certain confidential information contained in this document, marked by [***], has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type of information that the registrant treats as private...Supplement to Development and Manufacturing Agreement • June 13th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus
This supplement to the Development and Manufacturing Agreement entered on June 03, 2014 between CapsoVision, Inc. and Moai Electronics Corporation (this “Agreement”) is made effective and entered into as of February 10, 2020 (“Effective Date”), by:
Notice of Grant of Director Restricted Stock Unit Award and Terms and Conditions of Director Restricted Stock Unit AwardDirector Restricted Stock Unit Award • November 13th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus • Delaware
Effective [___________] (the “Award Date”), you (the “Director”) have been granted an award (the “Award”) of [________][1] restricted stock units with respect to the Common Stock of CapsoVision, Inc. (the “Corporation”).
SAMPLE PURCHASE AGREEMENTPurchase Agreement • July 18th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus
This Sample Purchase Agreement (this “Agreement”) is made and entered into as of the date last signed below (“Effective Date”) by and between Canon Inc., a Japanese corporation having its principal place of business at 30-2 Shimomaruko 3 chome, Ohta-Ku, Tokyo, 146-8501, Japan (“Canon”) and CapsoVision, Inc., a Delaware corporation having its principal place of business at 18805 Cox Avenue 250 Saratoga, CA 95070, the U.S.A. (“Capso”, together with Canon, collectively the “Parties”, and each, a “Party”).
Supplement to Development and Manufacturing AgreementSupplement to Development and Manufacturing Agreement • May 9th, 2025 • CapsoVision, Inc • Electromedical & electrotherapeutic apparatus
This supplement to the Development and Manufacturing Agreement entered on June 03, 2014 between CapsoVision, Inc. and Moai Electronics Corporation (this “Agreement”) is made effective and entered into as of February 10, 2020 (“Effective Date”), by: