INSPIRE MEDICAL SYSTEMS, INC. (a Delaware corporation) 2,000,000 Shares of Common Stock UNDERWRITING AGREEMENT Dated: April 13, 2020 INSPIRE MEDICAL SYSTEMS, INC. (a Delaware corporation) 2,000,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • April 16th, 2020 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • New York
INSPIRE MEDICAL SYSTEMS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • April 6th, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of , 20 between Inspire Medical Systems, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
ContractInspire Medical Systems, Inc. • December 4th, 2018 • 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 THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 6th, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus
THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of August 7, 2015 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including Oxford in its capacity as a Lender (each a “Lender” and collectively, the “Lenders”), and INSPIRE MEDICAL SYSTEMS, INC., a Delaware corporation, with offices located at 9700 63rd Avenue North, Suite 200, Maple Grove, MN 55369 (“Borrower”), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as follows:
INSPIRE MEDICAL SYSTEMS, INC. 2018 INCENTIVE AWARD PLAN STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENTStock Option Agreement • April 23rd, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Delaware
Inspire Medical Systems, Inc., a Delaware corporation (the “Company”), pursuant to its 2018 Incentive Award Plan, as amended from time to time (the “Plan”), hereby grants to the holder listed below (“Participant”) an option to purchase the number of Shares set forth below (the “Option”). The Option is subject to the terms and conditions set forth in this Stock Option Grant Notice (the “Grant Notice”), the Stock Option Agreement attached hereto as Exhibit A (the “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 Grant Notice and the Agreement.
ContractExecutive Employment Agreement • August 1st, 2023 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Minnesota
UNDERWRITING AGREEMENTUnderwriting Agreement • December 4th, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • New York
INSPIRE MEDICAL SYSTEMS, INC. INCENTIVE STOCK OPTION AGREEMENT PURSUANT TO 2007 STOCK INCENTIVE PLANIncentive Stock Option Agreement • April 6th, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS AGREEMENT is entered into and effective as of this xxx day of xxx, 201x (the “Date of Grant”), by and between Inspire Medical Systems, Inc. (the “Company”) and xxxx xxxxxxx (the “Optionee”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 6th, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Minnesota
This EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of the 25th day of September 2017, by and between Inspire Medical Systems, Inc. (“Inspire” or the “Company”), a Delaware corporation, and Steven Jandrich (“Executive”).
ContractEmployment Agreement • November 7th, 2023 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Minnesota
INSPIRE MEDICAL SYSTEMS, INC. FIFTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT October 25, 2016Investor Rights Agreement • April 6th, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Delaware
This Fifth Amended and Restated Investor Rights Agreement (the “Agreement”) is made as of October 25, 2016, among Inspire Medical Systems, Inc., a Delaware corporation (the “Company”) and the stockholders listed on Exhibit A hereto (individually an “Investor” and collectively, the “Investors”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 6th, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Minnesota
This EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of the 20th day of July, 2009, by and between Inspire Medical Systems, Inc. (“Inspire” or the “Company”), a Delaware corporation, and Randy A. Ban (“Executive”).
BRIDGE NOTE PURCHASE AGREEMENTBridge Note Purchase Agreement • April 6th, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Delaware
This Bridge Note Purchase Agreement (this “Agreement”) is made and entered into effective as of the 7th day of July, 2016 by and among Inspire Medical Systems, Inc., a Delaware corporation (the “Company”), and the Investors listed on Schedule 1 hereto (the “Investors”).
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 6th, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus
This FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of February 24, 2017, by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 of the Loan Agreement (as defined below) or otherwise a party thereto from time to time including Oxford in its capacity as a Lender (each a “Lender” and collectively, the “Lenders”), and INSPIRE MEDICAL SYSTEMS, INC., a Delaware corporation, with offices located at 9700 63rd Avenue North, Suite 200, Maple Grove, MN 55369 (“Borrower”).
INSPIRE MEDICAL SYSTEMS, INC. NON-STATUTORY STOCK OPTION AGREEMENT PURSUANT TO 2017 STOCK INCENTIVE PLANNon-Statutory Stock Option Agreement • April 6th, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS AGREEMENT is entered into and effective as of this day of , 2017 (the “Date of Grant”), by and between Inspire Medical Systems, Inc. (the “Company”) and (the “Optionee”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 6th, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Delaware
This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of the 16th day of November, 2007, by and between Inspire Medical Systems, Inc. (“Inspire” or the “Company”), a Delaware corporation, and Timothy P. Herbert (“Executive”). This Agreement recognizes the employment of Executive with Inspire Medical Systems, LLC and establishes the hire date as July 6, 2007.
FIRST AMENDMENT TO ASSIGNMENT AND LICENSE AGREEMENTAssignment and License Agreement • April 6th, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus
This First Amendment to Assignment and License Agreement (this “Amendment”) is made and entered into as of February 4, 2010, by and between Inspire Medical Systems, Inc. (“Inspire”), a Delaware corporation, and Medtronic, Inc., a Minnesota corporation (“Medtronic”). All capitalized terms used, but not defined in this Amendment shall have the meanings given to them in the License Agreement (as defined below).
INSPIRE MEDICAL SYSTEMS, INC. 2018 INCENTIVE AWARD PLAN STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENT (As Amended and Restated on January 31, 2023) Inspire Medical Systems, Inc., a Delaware corporation (the “Company”), pursuant to its 2018...And Stock Option Agreement • February 10th, 2023 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Delaware
ContractLoan and Security Agreement • June 22nd, 2022 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus
EXHIBIT A TO RESTRICTED STOCK UNIT AWARD GRANT NOTICE RESTRICTED STOCK UNIT AWARD AGREEMENT Pursuant to the Grant Notice to which this Agreement is attached, the Company has granted to Participant the number of RSUs set forth in the Grant Notice....Restricted Stock Unit Agreement • February 24th, 2021 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Delaware
repayment schedule equal to twenty four (24) months. All unpaid principal and accrued and unpaid interest with respect to each Term Loan is due and payable in full on the Maturity Date. Each Term Loan may only be prepaid in accordance with Sections...Loan and Security Agreement • March 29th, 2019 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus
ASSIGNMENT AND LICENSE AGREEMENTAssignment and License Agreement • April 6th, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Minnesota
THIS AGREEMENT (this “Agreement”) is made and entered into as of November 28, 2007, by and between Inspire Medical Systems, Inc. (“Inspire”), a Delaware corporation, and Medtronic, Inc., a Minnesota corporation (“Medtronic”).
AMENDMENT NO. 1 TO THE FIFTH AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • April 23rd, 2018 • Inspire Medical Systems, Inc. • Surgical & medical instruments & apparatus • Delaware
This Amendment No. 1 to the Fifth Amended and Restated Investor Rights Agreement (this “Amendment”) is entered into as of April 20, 2018 by and among Inspire Medical Systems, Inc., a Delaware corporation (the “Company”), and certain stockholders of the Company party to the Investor Rights Agreement (as defined below) (collectively, the “Investors”). Capitalized terms used and not defined herein shall have the meaning set forth in the Investor Rights Agreement.
