RECITALSVoting Agreement • February 5th, 1997 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • Delaware
1 EXHIBIT 10.27 DISTRIBUTION AGREEMENT This Distribution Agreement is made this 15th day of December, 1998, by and between EndoSonics Europe B.V., De Bruyn Kopsstraat 15, 2288 EC Rijswijk, The Netherlands ("EndoSonics"), a wholly owned subsidiary of...Distribution Agreement • March 31st, 1999 • Endosonics Corp • Electromedical & electrotherapeutic apparatus
AGREEMENT AND PLAN OF MERGER BY AND AMONG JOMED N.V. JOMED ACQUISITION CORP. AND ENDOSONICS CORPORATION DATED AS OF AUGUST 5, 2000Agreement and Plan of Merger • August 9th, 2000 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • Delaware
LICENSE AGREEMENTLicense Agreement • June 13th, 1997 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • California
ii. 4 5.13 Stock Option Agreement.......................................... 39 5.14 Listing of Additional Shares.................................... 39 5.15 Best Efforts and Further Assurances............................. 39 5.16 Retention of Certain...Agreement and Plan of Reorganization • February 10th, 1997 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • California
ENDOSONICS CORPORATION COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • November 16th, 1998 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • California
STOCKHOLDER AGREEMENTStockholder Agreement • March 19th, 1997 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • California
1 EXHIBIT 10.29 MASTER DISTRIBUTION AGREEMENT This Master Distribution Agreement is made this 13th day of December, 1999, by and between EndoSonics Europe B.V., De Bruyn Kopsstraat 15, 2288 EC Rijswijk, The Netherlands ("EndoSonics"), a wholly owned...Master Distribution Agreement • March 30th, 2000 • Endosonics Corp • Electromedical & electrotherapeutic apparatus
2. 3 of creditors generally and general principles of equity, (d) Target has taken all necessary corporate action to authorize and reserve for issuance and to permit it to issue, upon exercise of the Target Option, and at all times from the date...Stock Option Agreement • February 5th, 1997 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • Delaware
1 EXHIBIT 99.7 COMPENSATION AGREEMENT Agreement dated as of the 5th day of November 1996 by and between Roger Salquist ("Optionee") and Endosonics Corporation, a Delaware corporation ("Company"). W I T N E S S E T H WHEREAS, the Company deems it...Compensation Agreement • July 28th, 1997 • Endosonics Corp • Electromedical & electrotherapeutic apparatus
RECITALSNonstatutory Stock Option Agreement • March 30th, 2000 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • California
REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of May 14, 1997, between Endosonics Corporation, a Delaware corporation ("Endosonics"), and CardioVascular Dynamics, Inc., a Delaware...Registration Rights Agreement • June 13th, 1997 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • California
ii. 4 5.13 Stock Option Agreement.......................................... 39 5.14 Listing of Additional Shares.................................... 39 5.15 Best Efforts and Further Assurances............................. 39 5.16 Retention of Certain...Agreement and Plan of Reorganization • February 5th, 1997 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • California
WITNESSETH:Non-Statutory Stock Option Agreement • July 28th, 1997 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • California
1 EXHIBIT 99.6 MANDATORY RESALE PROVISIONS UNDER DUTCH LAW ENDOSONICS CORPORATION STOCK PURCHASE AGREEMENT AGREEMENT made as of this ___ day of _________ 19____, by and among Endosonics Corporation, a California corporation (the "Corporation"), and...Stock Purchase Agreement • July 28th, 1997 • Endosonics Corp • Electromedical & electrotherapeutic apparatus
RECITALSRights Agreement • November 16th, 1998 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • California
FORM OFIndemnification Agreement • August 21st, 2000 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • Delaware
EXHIBIT 99.11 CARDIOMETRICS, INC. STOCK OPTION AGREEMENT RECITALS A. The Board has adopted the Plan for the purpose of retaining the services of selected Employees, non-employee members of the Board or the board of directors of any Parent or...Endosonics Corp • July 28th, 1997 • Electromedical & electrotherapeutic apparatus • California
1 EXHIBIT 10.2 AMENDMENT AGREEMENTAgreement • November 16th, 1998 • Endosonics Corp • Electromedical & electrotherapeutic apparatus
RECITALSResearch and Development Agreement • November 16th, 1998 • Endosonics Corp • Electromedical & electrotherapeutic apparatus
IVUS GUIDED STENT DELIVERY SYSTEM DEVELOPMENT, SUPPLY AND DISTRIBUTION AGREEMENTSupply and Distribution Agreement • March 31st, 1999 • Endosonics Corp • Electromedical & electrotherapeutic apparatus
1 EXHIBIT 2.1 AGREEMENT AND PLAN OF REORGANIZATION dated as of July 23, 1998Agreement and Plan of Reorganization • August 20th, 1998 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • California
1 Exhibit 10.22 FORM OF CHANGE OF CONTROL AGREEMENT ENTERED INTO, OR TO BE ENTERED INTO BETWEEN THE COMPANY AND EACH EXECUTIVE OFFICER OF THE COMPANYEndosonics Corp • March 31st, 1998 • Electromedical & electrotherapeutic apparatus • California
ANDPreferred Shares Rights Agreement • November 16th, 1998 • Endosonics Corp • Electromedical & electrotherapeutic apparatus • Delaware
1 STOCK OPTION ASSUMPTION AND CONVERSION AGREEMENT OPTIONEE: 1- GRANT DATE: 2- NUMBER OF CARDIOMETRICS SHARES: 3- ORIGINAL EXERCISE PRICE PER SHARE: 4- WHEREAS, the undersigned Optionee was previously granted the stock option described above (the...Stock Option Assumption and Conversion Agreement • July 28th, 1997 • Endosonics Corp • Electromedical & electrotherapeutic apparatus
EXHIBIT 99.1 I. CSFB COMMITMENT LETTER DATED AUGUST 4, 2000 Pursuant to the understanding of Credit Suisse First Boston (Europe) Limited ("CSFB") that JOMED N.V., a company organized under the laws of The Netherlands ("JOMED"), was proposing to enter...Endosonics Corp • August 9th, 2000 • Electromedical & electrotherapeutic apparatus
1 Exhibit 10.1 FUKUDA DENSHI CO., LTD. AND ENDOSONICS CORPORATION JAPANESE DISTRIBUTION AGREEMENT THIS AGREEMENT ("Agreement"), effective on the Effective Date (defined below), is made and entered into between EndoSonics Corporation, a Delaware...Japanese Distribution Agreement • November 16th, 1998 • Endosonics Corp • Electromedical & electrotherapeutic apparatus
