ContractRights Agreement • January 4th, 2021 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus • 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 5 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.
Lisa Garrett Dear Lisa,Letter Agreement • January 4th, 2021 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus • California
This letter agreement (the “Agreement”) sets forth the terms and conditions of your continued employment with Cardiva Medical, Inc. (“Cardiva” or the “Company”). This Agreement supersedes and replaces all prior written employment agreements, offer letters, or oral promises regarding the subject matter herein, including, but not limited to, your initial March 17, 2015 offer letter agreement with the Company (the “Offer Letter”). This Agreement is effective as of the Initial Public Offering date, estimated to be , 2021 (the “Effective Date”).
WARRANT TO PURCHASE SERIES 4 PREFERRED STOCKWarrant • January 4th, 2021 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus • California
THIS WARRANT (this “Warrant”) certifies that, for value received, [WARRANT HOLDER] together with its successors and permitted transferees and assigns (the “Holder”), is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the holder hereof in writing), to purchase from Cardiva Medical, Inc., a Delaware corporation (the “Company”), up to [___] shares (the “Shares”) (as may adjusted from time to time in accordance with Section 6 herein) of the Company’s Series 4 Preferred Stock, par value $0.001 per share (the “Series 4 Preferred Stock”).
CARDIVA MEDICAL, INC. NINTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • January 4th, 2021 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus • Delaware
This Ninth Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of June 29, 2020, by and among Cardiva Medical, Inc., a Delaware corporation (the “Company”), and the Holders (as defined below) listed on Exhibit A hereto. This Agreement amends and restates the Seventh Amended and Restated Investors’ Rights Agreement dated January 30, 2017 (the “Prior Rights Agreement”) entered into among the Company and certain of the Holders. Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.
Zia Yassinzadeh Dear Zia,Zia Yassinzadeh • January 4th, 2021 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus • California
This letter agreement (the “Agreement”) sets forth the terms and conditions of your continued employment with Cardiva Medical, Inc. (“Cardiva” or the “Company”). This Agreement supersedes and replaces all prior written employment agreements, offer letters, or oral promises regarding the subject matter herein, including, but not limited to, your initial March 15, 2003 offer letter agreement with the Company (the “Offer Letter”). This Agreement is effective as of the Initial Public Offering date, estimated to be , 2021 (the “Effective Date”).
MISSION PARK LEASE BY AND BETWEEN WASHCOP I LIMITED PARTNERSHIP, a Delaware limited partnership AND CARDIVA MEDICAL, INC., a Delaware corporationLease • January 4th, 2021 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus
occupancy of the Premises (The definition of Substantially Complete shall also define the terms “Substantial Completion” and “Substantially Completed”). As used in the Lease and in this Exhibit “Punch List items” shall mean the items set forth on a construction punch list prepared by Landlord and Tenant that are not in conformity with the Landlord’s Work as required by the terms of this Exhibit C. At the request of Landlord, such construction punch list shall be mutually prepared by Landlord and Tenant prior to the date on which Tenant first begins to move its furniture, equipment or other personal property into the Premises. Landlord, as part of the Landlord’s Work, shall use good faith efforts to correct all such Punch List items within a reasonable time following the completion of such punch list. In connection therewith, except in the case of an emergency, Landlord shall exercise reasonable efforts to correct all such Punch List items in a manner that is reasonably designed to mini
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 4th, 2021 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus • New York
Please explain any exceptions with respect to the certification above: (If no exceptions exist, state “No exceptions.” Attach separate sheet if additional space needed.)
ASSET PURCHASE AGREEMENT among: CARDIVA MEDICAL, INC., a Delaware corporation, and INTERVENTIONAL THERAPIES, LLC, a Delaware limited liability company Dated as of February 7, 2017Asset Purchase Agreement • February 10th, 2020 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS ASSET PURCHASE AGREEMENT is entered into as of February 7, 2017, by and among CARDIVA MEDICAL, INC., a Delaware corporation (the “Purchaser”), and INTERVENTIONAL THERAPIES, LLC, a Delaware limited liability company (the “Seller”). Certain capitalized terms used in this Agreement are defined in Exhibit A. The Purchaser and the Seller are referred to in this Agreement collectively as the “Parties,” and individually as a “Party.”
CARDIVA MEDICAL, INC.Stock Option Plan • January 4th, 2021 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus • California
Unless otherwise defined herein, the terms defined in the 2002 Stock Option Plan shall have the same defined meanings in this Stock Option Agreement.
CONFIDENTIAL SHELTER PLAN service agreementShelter Plan • January 4th, 2021 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus • Arizona
This AGREEMENT entered into as of June 10th, 2014 (“Effective Date”) by and between Cardiva Medical Inc. a corporation organized and existing under the laws of the State of Delaware hereinafter referred to as “CLIENT”, and OFFSHORE INTERNATIONAL, INCORPORATED, a corporation organized and existing under the laws of the State of Arizona, hereinafter referred to as “OFFSHORE”.
CARDIVA MEDICAL, INC. EIGHTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • February 10th, 2020 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus • Delaware
This Eighth Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of January 30, 2017, by and among Cardiva Medical, Inc., a Delaware corporation (the “Company”), and the Holders (as defined below) listed on Exhibit A hereto. This Agreement amends and restates the Seventh Amended and Restated Investors’ Rights Agreement dated May 29, 2015 (the “Prior Rights Agreement”) entered into among the Company and certain of the Holders. Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.
Roger Owens Dear Roger,Roger Owens • January 4th, 2021 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus • California
This letter agreement (the “Agreement”) sets forth the terms and conditions of your continued employment with Cardiva Medical, Inc. (“Cardiva” or the “Company”). This Agreement supersedes and replaces all prior written employment agreements, offer letters, or oral promises regarding the subject matter herein, including, but not limited to, your initial October 1, 2015 offer letter agreement with the Company (the “Offer Letter”). This Agreement is effective as of the Initial Public Offering date, estimated to be , 2021 (the “Effective Date”).
WARRANT TO PURCHASE [ ] SHARES OF SERIES 3 PREFERRED STOCKCardiva Medical, Inc. • January 4th, 2021 • Surgical & medical instruments & apparatus • New York
THIS CERTIFIES THAT, for value received, [WARRANT HOLDER] (“Holder”) is entitled to subscribe for and purchase up to such number of fully paid and nonassessable shares of Series 3 Preferred Stock of Cardiva Medical, Inc., a Delaware corporation (“Company”), as is equal to the Warrant Share Amount (as hereinafter defined) at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Preferred Stock” shall mean Company’s presently authorized Series 3 Preferred Stock, $0.001 par value per share, and any stock into which such Series 3 Preferred Stock may hereafter be converted or exchanged, and the term “Warrant Shares” shall mean the shares of Preferred Stock which Holder may acquire pursuant to this Warrant and any other shares of stock into which such shares of Preferred Stock may hereafter be converted or exchanged.
CARDIVA MEDICAL, INC. STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENTStock Option Agreement • February 10th, 2020 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus • California
Cardiva Medical, Inc. (the “Company”), pursuant to its 2014 Equity Incentive Plan (the “Plan”), hereby grants to the participant set forth below (“Participant”), an Option to purchase the number of shares of the Company’s Common Stock (referred to herein as “Shares”) set forth below. This Option is subject to all of the terms and conditions as set forth herein and in the Stock Option Agreement attached hereto as Exhibit A (the “Stock Option Agreement”) and the Plan, each of which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Stock Option Grant Notice and the Stock Option Agreement.
KENSEY NASH SUPPLY AGREEMENTSupply Agreement • January 4th, 2021 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus • Delaware
This Agreement dated this 26th day of February 2010 (the “Effective Date”) is by and between Kensey Nash Corporation, a Delaware Corporation, located at 735 Pennsylvania Drive, Exton, PA 19341 (hereinafter “Seller”) and Cardiva Medical, Inc., a California corporation, located at 888 W. Maude Avenue, Sunnyvale, CA 94085 (hereinafter “Buyer”).
ContractCardiva Medical, Inc. • February 10th, 2020 • Surgical & medical instruments & apparatus
Certain information contained in this document, identified by [***], has been redacted because it is both (i) not material and (ii) would likely cause competitive harm to the Registrant if publicly disclosed.
PROCESSING SERVICES AGREEMENTProcessing Services Agreement • January 4th, 2021 • Cardiva Medical, Inc. • Surgical & medical instruments & apparatus • Illinois
This agreement (the “Agreement”) is made and entered into upon the date of signature below by and between the undersigned, (“Customer”), and the provider as set forth in Schedule A (“the PROVIDER”).
