Exhibit 10.1 SILICON VALLEY BANK AMENDMENT TO LOAN DOCUMENTS BORROWER: LASERSCOPE ADDRESS: 3070 ORCHARD DRIVE SAN JOSE, CALIFORNIA 95134 DATE: SEPTEMBER 25, 2003 THIS AMENDMENT TO LOAN DOCUMENTS is entered into between Silicon Valley Bank ("Silicon")...Laserscope • November 13th, 2003 • Electromedical & electrotherapeutic apparatus
B) there shall be excluded from liabilities: all indebtedness which is subordinated to the Obligations under a subordination agreement in form specified by Silicon or by language in the instrument evidencing the indebtedness which is acceptable to...Laserscope • November 13th, 2002 • Electromedical & electrotherapeutic apparatus
EXHIBIT 10.11FLoan Modification Agreement • May 13th, 1999 • Laserscope • Electromedical & electrotherapeutic apparatus
EXHIBIT 10.14 MANAGEMENT CONTINUITY AGREEMENT This Management Continuity Agreement (the "Agreement") is made and entered into effect as of April 15, 2002, by and between _____________ (the "Employee") and Laserscope, a California corporation (the...Management Continuity Agreement • May 14th, 2002 • Laserscope • Electromedical & electrotherapeutic apparatus • California
1. LOANS.Loan and Security Agreement • March 30th, 2000 • Laserscope • Electromedical & electrotherapeutic apparatus • California
SHAREHOLDER AGREEMENTShareholder Agreement • June 5th, 2006 • Laserscope • Electromedical & electrotherapeutic apparatus • California
AGREEMENT, dated as of June 3, 2006, 2006, by and between American Medical Systems Holdings, Inc., a Delaware corporation (“Parent”), and the person listed on the signature page hereto (the “Shareholder”), a holder of shares of common stock, without par value (“Company Common Stock”), of Laserscope, a California corporation (“Company”).
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • June 14th, 2006 • Laserscope • Electromedical & electrotherapeutic apparatus • California
This Indemnification Agreement (the “Agreement”) is made , 2005 by and between Laserscope, a California corporation, (the “Company”), and , (the “Indemnitee”).
AGREEMENT AND PLAN OF MERGER by and among AMERICAN MEDICAL SYSTEMS HOLDINGS, INC., KERMIT MERGER CORP. and LASERSCOPE Dated as of June 3, 2006Agreement and Plan of Merger • June 5th, 2006 • Laserscope • Electromedical & electrotherapeutic apparatus • California
This AGREEMENT AND PLAN OF MERGER, dated as of June 3, 2006 (as amended, supplemented or otherwise modified from time to time, and together with all schedules hereto, this “Agreement”), is entered into by and among AMERICAN MEDICAL SYSTEMS HOLDINGS, INC., a Delaware corporation (“Parent”), KERMIT MERGER CORP., a California corporation and an indirect subsidiary of Parent (“Merger Sub”), and LASERSCOPE, a California corporation (the “Company”).
AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • July 11th, 2006 • Laserscope • Electromedical & electrotherapeutic apparatus
THIS AMENDMENT, dated as of July 11, 2006 (this "Amendment"), amends that certain Agreement and Plan of Merger, dated as of June 3, 2006 (the “Agreement”), by and among AMERICAN MEDICAL SYSTEMS HOLDINGS, INC., a Delaware corporation (“Parent”), KERMIT MERGER CORP., a California corporation and an indirect subsidiary of Parent (“Merger Sub”), and LASERSCOPE, a California corporation (the “Company”). Capitalized terms used in this Amendment and not otherwise defined herein have the meaning given in the Agreement.
1 EXHIBIT 99.2 LASERSCOPE 3052 Orchard Drive San Jose, California, U.S.A. 95134-2011 May 7, 1998Laserscope • May 15th, 1998 • Electromedical & electrotherapeutic apparatus
EXHIBIT 10.20 CONVERTIBLE LOAN AGREEMENT DATED FEBRUARY 11, 2000Convertible Loan Agreement • March 30th, 2000 • Laserscope • Electromedical & electrotherapeutic apparatus • Texas
FORM OF MANAGEMENT CONTINUITY AGREEMENTForm of Management Continuity Agreement • December 28th, 2005 • Laserscope • Electromedical & electrotherapeutic apparatus • California
This Management Continuity Agreement (the “Agreement”) is made and entered into effect as of December 21, 2005, by and between ___ (the “Employee”) and Laserscope, a California corporation (the “Company”).
EXHIBIT 10.11 2 LASERSCOPELoan and Security Agreement • March 26th, 1997 • Laserscope • Electromedical & electrotherapeutic apparatus • California
Laserscope 3070 Orchard Drive SanJose, CA 95134Laserscope • June 14th, 2006 • Electromedical & electrotherapeutic apparatus
As you may be aware, Laserscope (the “Company”) has entered into a merger agreement with American Medical Systems Holdings, Inc. (“AMS”) dated as of June 3, 2006 (the “Merger Agreement”), pursuant to which the Company will become an indirect wholly owned subsidiary of AMS as of the Effective Time (as defined in the Merger Agreement).
MEMORANDUM OF UNDERSTANDINGLaserscope • July 11th, 2006 • Electromedical & electrotherapeutic apparatus
The plaintiffs and defendants in the actions styled Del Vecchio v. Laserscope, et al., Case No. 1:06-CV-065047 and Greenwald v. Laserscope, et al., Case No. 1:06-CV-065035, both pending in the Santa Clara County Superior Court (the “Court”), have reached an agreement in principle providing for the settlement of the actions (collectively, the “Actions”) on the terms and subject to the conditions set forth in this Memorandum of Understanding (the “MOU”), subject to Court approval (the “Settlement”):
NET LEASE AGREEMENT (Single Tenant)Net Lease Agreement • October 13th, 2004 • Laserscope • Electromedical & electrotherapeutic apparatus • California
For and in consideration of the rentals, covenants, and conditions hereinafter set forth, Landlord hereby leases to Tenant, and Tenant hereby rents from Landlord, the following described Premises for the term, at the rental and subject to and upon all of the terms, covenants and agreements set forth in this Net Lease Agreement, including Landlord’s right to recover the Premises pursuant to Paragraph 24 below (“Lease”):
EXHIBIT 10.6A NET LEASE AGREEMENT (Multi-Tenant) by and betweenNet Lease Agreement • March 28th, 2001 • Laserscope • Electromedical & electrotherapeutic apparatus • California
Amendment to Convertible Loan AgreementConvertible Loan Agreement • March 27th, 2003 • Laserscope • Electromedical & electrotherapeutic apparatus
Mr. Robert C. Pearson Senior Vice President Renaissance Capital Group, Inc. 8080 North Central Expressway, Suite 210-LB59 Dallas, Texas 75206
FIRST AMENDMENT TO MANAGEMENT CONTINUITY AGREEMENT (EFFECTIVE JUNE 4, 2006)Management Continuity Agreement • June 5th, 2006 • Laserscope • Electromedical & electrotherapeutic apparatus • California
This First Amendment (“First Amendment”) to the Management Continuity Agreement that was entered into effective as of June 4, 2006 (the “Agreement”) by and between Laserscope, a California corporation (the “Company”) and ___(the “Employee”) (together the “Parties”), is made part of the Agreement and is effective as of June 4, 2006.
Amendment to Loan DocumentsLaserscope • November 8th, 2004 • Electromedical & electrotherapeutic apparatus
THIS AMENDMENT TO LOAN DOCUMENTS is entered into between Silicon Valley Bank (“Silicon”) and the borrower named above (“Borrower”).
1 EXHIBIT 10.11 H SILICON VALLEY BANK AMENDMENT TO LOAN DOCUMENTS BORROWER: LASERSCOPE ADDRESS: 3052 ORCHARD DRIVE SAN JOSE, CALIFORNIA 95134 DATE: SEPTEMBER 25, 2000 THIS AMENDMENT TO LOAN DOCUMENTS is entered into between Silicon Valley Bank...Laserscope • November 8th, 2000 • Electromedical & electrotherapeutic apparatus
FORM OF HENRY SCHEIN, INC. DISTRIBUTION AGREEMENTDistribution Agreement • November 9th, 2005 • Laserscope • Electromedical & electrotherapeutic apparatus
This Distribution Agreement (“Agreement”) is made and entered into as of July 29, 2005 (“Effective Date”) by and between Henry Schein, Inc. (“HSI”), on behalf of itself and its wholly-owned U.S. subsidiaries (“Subsidiaries”) to participate under this Agreement (HSI and the Subsidiaries, individually and collectively referred to herein as “Buyer”), having its principal place of business at 135 Duryea Road, Melville, New York 11747, and Laserscope (“Seller”), having its principal place of business at 3070 Orchard Drive, San Jose, California 95134.
EXHIBIT 10.6 NET LEASE AGREEMENT (SINGLE TENANT) BY AND BETWEENNet Lease Agreement • March 28th, 2001 • Laserscope • Electromedical & electrotherapeutic apparatus • California
EXHIBIT 10.11I SILICON VALLEY BANK AMENDMENT TO LOAN DOCUMENTS BORROWER: LASERSCOPE ADDRESS: 3052 ORCHARD DRIVE SAN JOSE, CALIFORNIA 95134 DATE: SEPTEMBER 26, 2001 THIS AMENDMENT TO LOAN DOCUMENTS is entered into between Silicon Valley Bank...Laserscope • November 13th, 2001 • Electromedical & electrotherapeutic apparatus
AMENDED AND RESTATED BUSINESS LOAN AGREEMENT (CONTINUED)Business Loan Agreement • March 29th, 1996 • Laserscope • Electromedical & electrotherapeutic apparatus • California
EXHIBIT 10.19 COMMON STOCK PLACEMENT AGREEMENT COMMON STOCK PLACEMENT AGREEMENT ("Agreement") dated as of the 29th day of December, 1999, by and between LASERSCOPE, a California corporation (the "Company") and TAGLICH BROTHERS, D'AMADEO, WAGNER &...Common Stock Placement Agreement • March 30th, 2000 • Laserscope • Electromedical & electrotherapeutic apparatus • New York
EXHIBIT 2.1AAcquisition Agreement • March 31st, 1998 • Laserscope • Electromedical & electrotherapeutic apparatus
To the Shareholders of Laserscope:Laserscope • June 14th, 2006 • Electromedical & electrotherapeutic apparatus
MANAGEMENT CONTINUITY AGREEMENTManagement Continuity Agreement • May 7th, 2004 • Laserscope • Electromedical & electrotherapeutic apparatus • California
This Management Continuity Agreement (the “Agreement”) is made and entered into effect as of March 31, 2004 by and between (the “Employee”) and Laserscope, a California corporation (the “Company”).
EXHIBIT 10.19A LASERSCOPE COMMON STOCK PURCHASE AGREEMENT COMMON STOCK PURCHASE AGREEMENT ("Agreement") made as of this 22nd day of December, 1999 between LASERSCOPE, a California corporation, with its principal offices at 3052 Orchard Drive, San...Common Stock Purchase Agreement • March 30th, 2000 • Laserscope • Electromedical & electrotherapeutic apparatus • New York
Laserscope 3070 Orchard Drive SanJose, CA 95134Laserscope • June 14th, 2006 • Electromedical & electrotherapeutic apparatus
As you may be aware, Laserscope (the “Company”) has entered into a merger agreement with American Medical Systems Holdings, Inc. (“AMS”) dated as of June 3, 2006 (the “Merger Agreement”), pursuant to which the Company will become an indirect wholly owned subsidiary of AMS as of the Effective Time (as defined in the Merger Agreement).
