RESTRICTED STOCK UNITS AGREEMENTRestricted Stock Units Agreement • March 7th, 2018 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • California
Reva Medical, Inc. (the “Company”) has granted to the Participant named in the Notice of RSU Award (the “Award Notice”), to which this Restricted Stock Units Agreement (the “Agreement”) is attached, an Award consisting of Restricted Stock Units (“RSUs”) subject to the terms and conditions set forth in the Award Notice and this Agreement. The Award has been granted pursuant to and shall in all respects be subject to the terms conditions of the Reva Medical, Inc. 2010 Equity Incentive Plan (the “Plan”), as amended to the date of award, the provisions of which are incorporated herein by reference. By signing the Award Notice, the Participant (a) acknowledges receipt of and represents that the Participant has read and is familiar with the Award Notice, this Agreement, the Plan, and a prospectus for the Plan prepared in connection with the registration with the Securities and Exchange Commission of the shares issuable pursuant to the Award (the “Plan Prospectus”); (b) accepts the Award subj
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • March 7th, 2018 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • California
REVA Medical, Inc. (the “Company”) has granted to the Participant named in the Notice of Grant of Restricted Stock (the “Grant Notice”) to which this Restricted Stock Agreement (the “Agreement”) is attached an Award consisting of Shares subject to the terms and conditions set forth in the Grant Notice and this Agreement. The Award has been granted pursuant to and shall in all respects be subject to the terms and conditions of the REVA Medical, Inc. 2010 Equity Incentive Plan (the “Plan”), as amended to the Date of Grant, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of and represents that the Participant has read and is familiar with the Grant Notice, this Agreement, the Plan and a prospectus for the Plan prepared in connection with the registration with the Securities and Exchange Commission of the Shares (the “Plan Prospectus”), (b) accepts the Award subject to all of the terms and conditions of th
MD3, INC. STOCK OPTION AGREEMENTStock Option Agreement • August 13th, 2010 • REVA Medical, Inc. • California
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • August 13th, 2010 • REVA Medical, Inc. • Delaware
This Indemnification Agreement, dated as of , 2010, is made by and between REVA Medical, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).
REVA MEDICAL, INC. STOCK OPTION AGREEMENT (Immediately Exercisable)Stock Option Agreement • November 12th, 2010 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • California
REVA Medical, Inc. (the “Company”) has granted to the Participant named in the Notice of Grant of Stock Option (the “Grant Notice”) to which this Stock Option Agreement (the “Option Agreement”) is attached an option (the “Option”) to purchase certain shares of Stock upon the terms and conditions set forth in the Grant Notice and this Option Agreement. The Option has been granted pursuant to and shall in all respects be subject to the terms and conditions of the REVA Medical, Inc. 2010 Equity Incentive Plan (the “Plan”), as amended to the Date of Grant, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of, and represents that the Participant has read and is familiar with, the Grant Notice, this Option Agreement, the Plan and a prospectus for the Plan prepared in connection with the registration with the Securities and Exchange Commission of shares issuable pursuant to the Option (the “Plan Prospectus”), (
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 21st, 2015 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • California
This Executive Employment Agreement (this “Agreement”) is made effective as of September 21, 2015 (the “Effective Date”), by and between REVA Medical, Inc. (the “Company”) and Regina Groves (the “Executive”).
October 21, 2010 Mr. Robert Schultz 5751 Copley Drive, Suite B San Diego, CA 92111 Dear Mr. Schultz:REVA Medical, Inc. • November 12th, 2010 • Orthopedic, prosthetic & surgical appliances & supplies
Reva Medical, Inc. (the “Company”) is pleased to have you continue to serve as an employee of the Company in the position of President and Chief Operating Officer, reporting to the Company’s Chief Executive Officer. This letter (this “Agreement”) sets forth the terms of your continued employment and amends and restates any offer letter executed between you and the Company on or prior to the commencement of your employment in its entirety. The terms of your continued employment are the following:
FIRST AMENDMENT TO CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • August 7th, 2019 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This CREDIT AND GUARANTY AGREEMENT, dated as of April 2, 2019 is entered into by and among REVA Medical, Inc., a Delaware corporation (“Company”), as borrower, and certain of its Subsidiaries, as Guarantors, the Lenders party hereto from time to time, and GOLDMAN SACHS INTERNATIONAL (“GSI”), as administrative agent (in such capacity, “Administrative Agent”) and collateral agent (in such capacity, “Collateral Agent”) for the Lenders.
EXCLUSIVE LICENSE AGREEMENT NUMBER Between REVA Medical, Inc. and RUTGERS, THE STATE UNIVERSITY OF NEW JERSEYExclusive License Agreement Number 2 • September 21st, 2010 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New Jersey
THIS Exclusive License Agreement Number 2 (the “Agreement”) is made and is effective as of the 1st day of June 2010, (the “Effective Date”) by and between Rutgers, The State University Of New Jersey, having its statewide Office of Technology Commercialization at ASB Annex III, 3 Rutgers Plaza, New Brunswick, New Jersey 08901-8559, (hereinafter referred to as “Rutgers”), and REVA Medical, Inc., a California corporation having a principal place of business at 5751 Copley Drive, Suite B, San Diego, CA 92111 (hereinafter referred to as “Licensee”).
Consulting AgreementConsulting Agreement • March 7th, 2018 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • California
This Consulting Agreement (“Agreement”) is made and entered into as of July 13, 2017 (“Effective Date”) by and between REVA Medical, Inc., a Delaware corporation, with its principal place of business located at 5751 Copley Dr., San Diego, CA 92111 (“Company”) and Robert K. Schultz (“Consultant”).
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • November 12th, 2010 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of ___, 2010, by and among REVA Medical, Inc., a Delaware corporation (the “Company”), and each of the individuals or entities whose names are set forth on Schedule A hereto (each, an “Investor” and collectively, the “Investors”).
DISTRIBUTION OPTION AGREEMENTDistribution Option Agreement • October 22nd, 2010 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Massachusetts
THIS DISTRIBUTION OPTION AGREEMENT (the “Agreement”), is made and entered into on December 7, 2007 (the “Effective Date”), by and between (i) Boston Scientific Corporation, a Delaware corporation (“BSC”), and (ii) Reva Medical, Inc., a California corporation (“Reva”).
ROYALTY AND LICENSE AGREEMENTAgreement • September 21st, 2010 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • California
This License Agreement (this “AGREEMENT”) is entered into and effective upon the date of last signature herein (the “EFFECTIVE DATE”), by and between Integral LifeSciences Corporation, a corporation organized under the laws of the State of Delaware, having a business office at 105 Morgan Lane, Plainsboro, New Jersey 08536 (hereinafter referred to as “INTEGRA”), and REVA Medical, Inc., a corporation duly organized and existing under the laws of California, having its principal office at 5751 Copley Drive, Suite B, San Diego, CA 92111 (hereinafter referred to as “REVA”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • January 17th, 2019 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • California
This Executive Employment Agreement (this “Agreement”) is made effective as of January 4, 2019 (the “Effective Date”), by and between REVA Medical, Inc. (the “Company”) and Leigh F. Elkolli (the “Executive”).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • April 8th, 2019 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This PLEDGE AND SECURITY AGREEMENT, dated as of April 2, 2019 (this “Agreement”), is entered into by and among EACH OF THE UNDERSIGNED, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (each, a “Grantor” and, collectively, the “Grantors”), and GOLDMAN SACHS INTERNATIONAL, as collateral agent for the Secured Parties (as herein defined) (in such capacity as collateral agent, the “Collateral Agent”).
AMENDMENT #3 TO EXCLUSIVE LICENSE AGREEMENT # 2Certain • November 9th, 2016 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
WHEREAS Reva Medical Inc. (“REVA”) and Rutgers, The State University of New Jersey (“Rutgers”), referred to collectively herein as “the Parties”, entered into an EXCLUSIVE LICENSE AGREEMENT NUMBER 2 (“License #2) effective July 1, 2010; and,
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 13th, 2010 • REVA Medical, Inc. • California
This Securities Purchase Agreement (this “Agreement”) is made and entered into as of October 13, 2004 (the “Agreement Date”), by and between Boston Scientific Corporation, a Delaware corporation (the “Buyer”), and Reva Medical, Inc., a California corporation (the “Company”).
STOCK REPURCHASE AGREEMENTStock Repurchase Agreement • April 26th, 2017 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This Stock Repurchase Agreement (this “Agreement”) is entered into as of April ___, 2017 (the “Effective Date”) by and between Reva Medical, Inc., a Delaware corporation (the “Company”), and Medtronic, Inc. (the “Stockholder”).
AMENDMENT #5 TO EXCLUSIVE LICENSE AGREEMENT #2Exclusive License Agreement • April 8th, 2019 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
THIS AMENDMENT #5 TO EXCLUSIVE LICENSE AGREEMENT #2 (the "Amendment #5") is entered into as of April 2, 2019 ("Amendment Effective Date"), by and between Reva Medical Inc. ("Licensee") and Rutgers, The State University of New Jersey ("Rutgers").
Offer management agreement Inteq Limited (Lead Manager) REVA Medical, Inc. (Company)Management Agreement • October 22nd, 2010 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New South Wales
THIRD AMENDMENT TO LEASELease • August 13th, 2010 • REVA Medical, Inc.
THIS THIRD AMENDMENT TO LEASE (“Third Amendment”) is made as of December 14, 2006, by and between ARI COMMERCIAL PROPERTIES, INC., a California corporation, agent for the tenant in common owners (“Landlord”), and REVA MEDICAL, INC., a California corporation formerly known as MD3, Inc. (“Tenant”), with reference to the following facts:
AMENDMENT NO. 1 to AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • August 13th, 2010 • REVA Medical, Inc.
This AMENDMENT NO. 1 (this “Amendment”) is made as of this 7th day of December, 2007, by and among (i) Boston Scientific Corporation, a Delaware corporation (the “Parent”), (ii) RMI Acquisition Corp., a California corporation and a wholly owned Subsidiary of Boston Scientific Scimed, Inc. (which is a wholly owned Subsidiary of Parent and formerly known as Scimed Life Systems, Inc.) (“Merger Sub”), (iii) REVA Medical, Inc., a California corporation (the “Company”), and (iv) Robert Stockman, Gordon Nye and Brian Dovey, acting in each case in his capacity as a member of the Stockholder Representative Committee. Unless otherwise defined herein, capitalized terms used herein shall have the respective meanings set forth in the Merger Agreement referred to below.
First Amendment to Distribution Option AgreementDistribution Option Agreement • March 17th, 2014 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Massachusetts
This First Amendment to the Distribution Option Agreement (“First Amendment”) is made as of February 12, 2014 (“First Amendment Effective Date”) by and between Reva Medical, Inc., a Delaware corporation (“Reva”) and Boston Scientific Corporation, a Delaware corporation (“BSC”). Reva and BSC are sometimes referred to individually as a “Party” or collectively as “Parties”.
SIXTH AMENDMENT TO TELECOM BUSINESS CENTER NNN LEASEREVA Medical, Inc. • November 7th, 2017 • Orthopedic, prosthetic & surgical appliances & supplies • California
THIS SIXTH AMENDMENT TO TELECOM BUSINESS CENTER NNN LEASE ("Amendment"), dated for reference purposes only as of October 5, 2017, is entered into by and between GILDRED BUILDING COMPANY, a California corporation, doing business as Campus at Copley (“Landlord”), as successor in interest to HB COPLEY BUSINESS CENTER, LLC, a Delaware limited liability company (“Prior Landlord”) as successor in interest to ARI - Copley Business Center, LLC, ARI - CBC 1, LLC, ARI - CBC 2, LLC, ARI - CBC 3, LLC, ARI - CBC 4, LLC, ARI - CBC 5, LLC, ARI - CBC 6, LLC, ARI - CBC 7, LLC, ARI - CBC 8, LLC, ARI - CBC 9, LLC, ARI - CBC 10, LLC, ARI - CBC 11, LLC, ARI - CBC 12, LLC, ARI - CBC 13, LLC, ARI - CBC 14, LLC, ARI - CBC 15, LLC, ARI - CBC 16, LLC, ARI - CBC 17, LLC, ARI - CBC 18, LLC, ARI - CBC 19, LLC, ARI - CBC 20, LLC, ARI - CBC 21, LLC, ARI - CBC 22, LLC, ARI - CBC 23, LLC, ARI - CBC 24, LLC, ARI - CBC 25, LLC, ARI -CBC 26, LLC, ARI - CBC 27, LLC, ARI - CBC 28, LLC, ARI - CBC 29, LLC, ARI - CBC 30, LLC,
CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • April 8th, 2019 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This CREDIT AND GUARANTY AGREEMENT, dated as of April 2, 2019 is entered into by and among REVA Medical, Inc., a Delaware corporation (“Company”), as borrower, and certain of its Subsidiaries, as Guarantors, the Lenders party hereto from time to time, and GOLDMAN SACHS INTERNATIONAL (“GSI”), as administrative agent (in such capacity, “Administrative Agent”) and collateral agent (in such capacity, “Collateral Agent”) for the Lenders.
AMENDMENT NO. 1 to SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 13th, 2010 • REVA Medical, Inc.
This AMENDMENT NO. 1 (this “Amendment”) is made as of this 7th day of December, 2007, by and among (i) Boston Scientific Corporation, a Delaware corporation (“BSC”) and (ii) Reva Medical, Inc., a California corporation (the “Company”). Unless otherwise defined herein, capitalized terms used herein shall have the respective meanings set forth in the Purchase Agreement referred to below.
REVA MEDICAL, INC. STOCK OPTION AGREEMENT (Immediately Exercisable)Stock Option Agreement • November 12th, 2010 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • California
REVA Medical, Inc. (the “Company”) has granted to the Participant named in the Notice of Grant of Stock Option (the “Grant Notice”) to which this Stock Option Agreement (the “Option Agreement”) is attached an option (the “Option”) to purchase certain shares of Stock upon the terms and conditions set forth in the Grant Notice and this Option Agreement. The Option has been granted pursuant to and shall in all respects be subject to the terms and conditions of the REVA Medical, Inc. 2010 Equity Incentive Plan (the “Plan”), as amended to the Date of Grant, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of, and represents that the Participant has read and is familiar with, the Grant Notice, this Option Agreement, the Plan and a prospectus for the Plan prepared in connection with the registration with the Securities and Exchange Commission of shares issuable pursuant to the Option (the “Plan Prospectus”), (
AMENDMENT #2 to Exclusive License Agreement Number 2Whereas Reva • November 6th, 2014 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
Whereas Reva Medical, Inc.(“REVA”) and Rutgers, The State University Of New Jersey (“Rutgers”), referred to collectively herein as “the Parties”, entered into an EXCLUSIVE LICENSE AGREEMENT NUMBER 2 (“License No. 2”) effective July 1, 2010;
1) REVA MEDICAL, INC. - and - (2) EACH PERSON SET OUT IN SCHEDULE 1 CONVERTIBLE NOTE DEEDInvestors’ Rights Agreement • September 26th, 2014 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
AMENDMENT #4 TO EXCLUSIVE LICENSE AGREEMENT #2Exclusive License Agreement • August 3rd, 2018 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
THIS AMENDMENT #4 TO EXCLUSIVE LICENSE AGREEMENT #2 (the “Amendment #4”) is entered into as of July 30, 2018 (“Amendment Effective Date”), by and between Reva Medical Inc. (“Licensee”) and Rutgers, The State University of New Jersey (“Rutgers”).
SECOND AMENDMENT TO LEASELease • August 13th, 2010 • REVA Medical, Inc.
THIS SECOND AMENDMENT TO LEASE (“Second Amendment”) is made as of February 18, 2006, by and between ARI COMMERCIAL PROPERTIES, INC., a California corporation, agent for the tenant in common owners (“Landlord”), and REVA MEDICAL, INC., a California corporation formerly known as MD3, Inc. (“Tenant”), with reference to the following facts:
FIRST AMENDMENT TO LEASELease • August 13th, 2010 • REVA Medical, Inc.
THIS FIRST AMENDMENT TO LEASE (“First Amendment”) is made as of January 3, 2005, by and between FSP Telecom Business Center Limited Partnership, a Massachusetts limited partnership (“Landlord”), and Reva Medical, Inc., a California corporation formerly known as MD3, Inc. (“Tenant”), with reference to the following facts:
FIRST AMENDMENT TO CONVERTIBLE NOTE DEEDConvertible Note Deed • February 17th, 2016 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
THIS FIRST AMENDMENT TO CONVERTIBLE NOTE DEED (this “Amendment”), is made as of February 11, 2016, by and among REVA Medical, Inc. (the “Company”), and Goldman Sachs International and Senrigan Master Fund (the “Noteholders”), and is entered into with respect to the Convertible Note Deed, dated September 25, 2014, by and among the Company and the Noteholders (collectively, the “Deed”). Unless otherwise indicated, words and terms which are defined in the Deed shall have the same meaning where used herein.
SECOND AMENDMENT TO CONVERTIBLE NOTE DEED AND SUBORDINATION AGREEMENTConvertible Note Deed and Subordination Agreement • April 26th, 2017 • REVA Medical, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
THIS SECOND AMENDMENT TO CONVERTIBLE NOTE DEED AND SUBORDINATION AGREEMENT (this “Amendment”), is made as of April 22, 2017, by and among Reva Medical, Inc. (the “Company”), GOLDMAN SACHS INTERNATIONAL and SENRIGAN MASTER FUND (each a “Noteholder”), and is entered into with respect to the Convertible Note Deed, dated September 25, 2014, by and among the Company and the Noteholders, as amended by First Amendment to Convertible Note Deed dated February 11, 2016 (collectively, the “Agreement”). Unless otherwise indicated, words and terms which are defined in the Agreement shall have the same meaning where used herein.
FOURTH AMENDMENT TO LEASELease • August 13th, 2010 • REVA Medical, Inc.
This FOURTH AMENDMENT TO LEASE (“Fourth Amendment”) is dated for reference purposes May 7, 2008 (“Fourth Amendment Date”), by and between ARI COMMERCIAL PROPERTIES, INC., a California corporation, in its capacity as agent for the tenant-in-common owners of the Building (“Landlord”), and REVA MEDICAL, INC., a California corporation (“Tenant”), with reference to the facts set forth in the Recitals below.
