1 EXHIBIT 10.13 INDEMNIFICATION AGREEMENTIndemnification Agreement • September 12th, 2000 • Masimo Corp • Electromedical & electrotherapeutic apparatus • Delaware
RECITALSEmployment Agreement • September 12th, 2000 • Masimo Corp • Electromedical & electrotherapeutic apparatus
Certain identified information has been omitted from this exhibit because it is both (i) not material and (ii) would likely cause competitive harm to the Registrant if publicly disclosed. Such omitted information is indicated by brackets...Credit Agreement • May 3rd, 2022 • Masimo Corp • Electromedical & electrotherapeutic apparatus • Delaware
CREDIT AGREEMENT dated as of April 4, 2022, among MASIMO CORPORATION, the LENDERS and ISSUING BANKS party hereto, and CITIBANK, N.A., as Administrative Agent.
1 EXHIBIT 10.12 FIFTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT MASIMO CORPORATION This Fifth Amended and Restated Registration Rights Agreement (the "Agreement") is made and entered into as of September 14, 1999, by and among MASIMO...Registration Rights Agreement • September 12th, 2000 • Masimo Corp • Electromedical & electrotherapeutic apparatus • California
MASIMO CORPORATION and COMPUTERSHARE TRUST COMPANY, N.A. as Rights Agent RIGHTS AGREEMENT Dated as of November 9, 2007Rights Agreement • November 9th, 2007 • Masimo Corp • Electromedical & electrotherapeutic apparatus • New York
THIS RIGHTS AGREEMENT (“Agreement”), dated as of November 9, 2007, between MASIMO CORPORATION, a Delaware corporation (the “Company”), and COMPUTERSHARE TRUST COMPANY, N.A. (“Rights Agent”).
RECITALSEmployment Agreement • September 12th, 2000 • Masimo Corp • Electromedical & electrotherapeutic apparatus
RECITALSEmployment Agreement • September 12th, 2000 • Masimo Corp • Electromedical & electrotherapeutic apparatus
REVOLVING CREDIT LOAN & SECURITY AGREEMENT (ACCOUNTS AND INVENTORY)Security Agreement • June 30th, 1997 • Masimo Corp • Electromedical & electrotherapeutic apparatus • California
Shares Masimo Corporation Common Stock PURCHASE AGREEMENTPurchase Agreement • August 6th, 2007 • Masimo Corp • Electromedical & electrotherapeutic apparatus • New York
Masimo Corporation, a Delaware corporation (the “Company”), and the stockholders of the Company listed in Schedule I hereto (the “Selling Stockholders”) severally propose to sell to the several Underwriters named in Schedule II hereto (the “Underwriters”) an aggregate of shares (the “Firm Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company. The Firm Shares consist of authorized but unissued shares of Common Stock to be issued and sold by the Company and outstanding shares of Common Stock (the “Selling Stockholder Shares”) to be sold by the Selling Stockholders. The Company has also granted to the several Underwriters an option to purchase up to additional shares of Common Stock, on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Purchase Agreement are herein collectively called the “Securities.”
WITNESSETH:Purchasing and Licensing Agreement • November 14th, 2000 • Masimo Corp • Electromedical & electrotherapeutic apparatus • New Jersey
MASIMO CORPORATION INDEMNITY AGREEMENTIndemnity Agreement • April 17th, 2007 • Masimo Corp • Electromedical & electrotherapeutic apparatus • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made and entered into this [ ] day of [ ] by and between MASIMO CORPORATION, a Delaware corporation (the “Company”), and [ ] (“Agent”).
RIGHTS AGREEMENT between MASIMO CORPORATION and BROADRIDGE CORPORATE ISSUER SOLUTIONS, INC. as Rights Agent Dated as of September 9, 2022Rights Agreement • September 9th, 2022 • Masimo Corp • Electromedical & electrotherapeutic apparatus • Delaware
RIGHTS AGREEMENT, dated as of September 9, 2022 (this “Agreement”), between Masimo Corporation, a Delaware corporation (the “Company”), and Broadridge Corporate Issuer Solutions, Inc., a Pennsylvania corporation, as Rights Agent (the “Rights Agent”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • February 17th, 2012 • Masimo Corp • Electromedical & electrotherapeutic apparatus
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of February 7, 2012, by and between Masimo Corporation, a Delaware corporation (“Company”), and Joe Kiani (“Executive”).
1 EXHIBIT 10.9 [LOGO] AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE -- NET (DO NOT USE THIS FORM FOR MULTI-TENANT BUILDINGS) 1. BASIC PROVISIONS ("BASIC PROVISIONS"). 1.1 PARTIES: This Lease ("LEASE"),...Masimo Corp • September 12th, 2000 • Electromedical & electrotherapeutic apparatus
MASIMO CORPORATIONMasimo Corp • January 17th, 2008 • Electromedical & electrotherapeutic apparatus
Through this letter, you are being offered the opportunity to become a participant in the Plan, and thereby to be eligible to receive the basic, change in control, and voluntary severance benefits described below. A copy of the Plan is attached to this letter. You should read it carefully and become comfortable with its terms and conditions, and those set forth below.
INTERCOMPANY AGREEMENTIntercompany Agreement • April 17th, 2007 • Masimo Corp • Electromedical & electrotherapeutic apparatus • California
THIS INTERCOMPANY AGREEMENT (this “Agreement”) is made as of 12:01 a.m. this 1st day of January, 2006, by Masimo Corporation, a Delaware corporation (“Masimo”) and Masimo Canada ULC, a Nova Scotia unlimited liability company (“Subsidiary”).
SUPPLY AGREEMENTSupply Agreement • July 9th, 2007 • Masimo Corp • Electromedical & electrotherapeutic apparatus • California
This Agreement is entered into as of the 22nd day of February 2002, by and between Masimo Corporation, a Delaware corporation (the “BUYER”) and Wintek Electro-Optics Corporation., a Michigan corporation (the “SELLER”).
AMENDED AND RESTATED CROSS-LICENSING AGREEMENT BETWEEN MASIMO LABORATORIES AND MASIMO CORPORATION EFFECTIVE JANUARY 1, 2007Cross-Licensing Agreement • March 4th, 2008 • Masimo Corp • Electromedical & electrotherapeutic apparatus • California
THIS AMENDED AND RESTATED CROSS-LICENSING AGREEMENT (the “Agreement”), effective as of January 1, 2007 (the “Effective Date”), is an amendment and restatement of the CROSS-LICENSING AGREEMENT originally made and entered into as of the 2nd day of May, 1998 (as subsequently amended, the “Original Agreement”), by and between MASIMO LABORATORIES, a Delaware corporation (“LABS”), and MASIMO CORPORATION, a Delaware corporation (“MASIMO”), with reference to the following:
Certain identified information has been omitted from this exhibit because it is both (i) not material and (ii) of the type that the Registrant treats as private or confidential. Such omitted information is indicated by brackets (“[…***…]”) in this...Shelter Labor Services Agreement • August 10th, 2022 • Masimo Corp • Electromedical & electrotherapeutic apparatus • California
BETWEENCross-Licensing Agreement • November 14th, 2000 • Masimo Corp • Electromedical & electrotherapeutic apparatus • California
Certain identified information has been omitted from this exhibit because it is both (i) not material and (ii) information that the Registrant treats as private or confidential. Such omitted information is indicated by brackets (“[...***...]”) in this...Purchase Agreement • August 10th, 2022 • Masimo Corp • Electromedical & electrotherapeutic apparatus
This PURCHASE AGREEMENT (this “Agreement), dated as of April 3, 2019 (the “Effective Date”), is made and entered into by and between DEI Sales, Inc., and its subsidiary Sound United, LLC, having a principal place of business 1 Viper Way, Vista, CA 92081 (“SOUND UNITED”), and Tonly Electronics Sales Limited, a Hongkong corporation having its principal place of business at 8th Floor, Вuilding 22E, 22 Science Park East Avenue, Hong Kong Science Park, Shatin, New Territories, Hong Kong (“Supplier”). SOUND UNITED and/or Supplier may hereafter be referred to individually as a “Party” and collectively-as the “Parties”.
ContractLease Agreement • April 17th, 2007 • Masimo Corp • Electromedical & electrotherapeutic apparatus • Baja California
LEASE AGREEMENT entered into as of December 26, 2006 by and between INDUSTRIAS ASOCIADAS MAQUILADORAS, S. A. de C. V. (hereinafter referred to as IAMSA), herein represented by Mr. José Luis Faus Sotelo, and INDUSTRIAL VALLERA DE MEXICALI, S.A DE C.V, (hereinafter referred to as COMPANY), herein represented by Mr. Sergio Tagliapietra Nassri, Legal Representative, pursuant to the following RECITALS and CLAUSES.
AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • February 17th, 2016 • Masimo Corp • Electromedical & electrotherapeutic apparatus • New York
THIS AMENDMENT NO. 1 TO RIGHTS AGREEMENT (this “Amendment”) is dated as of February 12, 2016 (the “Effective Date”) and amends the Rights Agreement, dated as of November 9, 2007 (the “Rights Agreement”), between Masimo Corporation, a Delaware corporation (the “Company”), and Computershare Trust Company, N.A. (the “Rights Agent”). Capitalized terms used in this Amendment and not otherwise defined herein have the respective meanings given to such terms in the Rights Agreement.
Attention: Kathy Spain, Buyer; and Gary Waite, VP ManufacturingPurchase Agreement • June 1st, 2007 • Masimo Corp • Electromedical & electrotherapeutic apparatus • California
As you may know, Varian, Inc. (“Varian”) and Jabil Circuit, Inc. (“Jabil”) have signed a definitive agreement under which Jabil will acquire Varian’s Electronic Manufacturing business (the “Transaction”). Jabil is a global leader in the electronics manufacturing services sector. The Transaction is expected to close in March, 2005. We’re very excited about joining the Jabil team while continuing to provide. the customer focused service you have grown to expect from us.
LEASE (Single-Tenant; Net; “AS IS”) BETWEEN THE IRVINE COMPANY LLC AND MASIMO CORPORATIONLease • August 3rd, 2016 • Masimo Corp • Electromedical & electrotherapeutic apparatus • California
THIS LEASE is made as of the day of , 2016, by and between THE IRVINE COMPANY LLC, a Delaware limited liability company hereafter called “Landlord,” and MASIMO CORPORATION, a Delaware corporation, hereinafter called “Tenant.”
MASIMO CORPORATION AMENDED AND RESTATEDMasimo Corp • February 15th, 2013 • Electromedical & electrotherapeutic apparatus
This letter relates to the Amended and Restated 2007 Severance Protection Plan (the “Plan”) that we, Masimo Corporation, have adopted.
MANUFACTURING AND PURCHASE AGREEMENTManufacturing and Purchase Agreement • August 6th, 2007 • Masimo Corp • Electromedical & electrotherapeutic apparatus • California
This manufacturing and purchase agreement (“Agreement”), dated for identification purposes August 19, 2005, is by and among Masimo Corporation (“Masimo”), and Dowa Mining Co., Ltd. (“Dowa”).
Certain identified information has been omitted from this exhibit because it is both (i) not material and (ii) would likely cause competitive harm to the Registrant if publicly disclosed. Such omitted information is indicated by brackets...Sue Agreement • February 23rd, 2021 • Masimo Corp • Electromedical & electrotherapeutic apparatus • California
This SETTLEMENT AND COVENANT NOT TO SUE AGREEMENT (this “Agreement”) is entered into as of the Effective Date (as that term is defined below) between Masimo Corporation (“Masimo”), Masimo Technologies SARL (“Masimo Tech”) and Masimo International SARL (“Masimo SARL”) and their respective Affiliates (“collectively, “MASIMO”) and Mindray Medical International, Limited (“MMIL”), Shenzhen Mindray Biomedical Electronics Co., Ltd. (“Shenzhen Mindray”), Mindray DS USA, Inc. (“Mindray DS”) and their respective Affiliates (collectively, “MINDRAY”), who are referred to in this Agreement collectively as the “Parties” and individually as a “Party.”
ASSET PURCHASE AGREEMENT BY AND BETWEEN MASIMO CORPORATION MASIMO CANADA ULC AND ANDROMED INC. DATED AS OF DECEMBER 21, 2005Asset Purchase Agreement • July 9th, 2007 • Masimo Corp • Electromedical & electrotherapeutic apparatus • Delaware
This Asset Purchase Agreement is made and entered into as of December 21, 2005 (this “Agreement”), by and among MASIMO CORPORATION, a Delaware corporation (“Parent”), MASIMO CANADA ULC, a Nova Scotia unlimited liability company (“Masimo Canada,” together with Parent, hereinafter referred to as “Masimo”), and ANDROMED INC., a Québec corporation (“Seller”).
MASIMO CORPORATION AMENDED AND RESTATED 2007 SEVERANCE PROTECTION PLAN Participation Agreement for Blair TripodiMasimo Corp • February 28th, 2024 • Electromedical & electrotherapeutic apparatus
LIMITED WAIVERLimited Waiver • March 23rd, 2023 • Masimo Corp • Electromedical & electrotherapeutic apparatus
Reference is hereby made to that certain Amended and Restated Employment Agreement, dated as of November 4, 2015, as amended by the First Amendment thereto dated July 27, 2017 and the Second Amendment thereto dated January 14, 2022 (such agreement, as amended, the “Employment Agreement”), by and between Masimo Corporation, a Delaware corporation (the “Company”), and Joe Kiani (the “Executive”). Capitalized terms used but not defined in this limited waiver (this “Waiver”) shall have the meanings set forth in the Employment Agreement.
AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • March 23rd, 2023 • Masimo Corp • Electromedical & electrotherapeutic apparatus • Delaware
This Amendment No. 1 to Rights Agreement, dated as of March 22, 2023 (this “Amendment No. 1”), is made between Masimo Corporation, a Delaware corporation (the “Company”), and Broadridge Corporate Issuer Solutions, LLC, a Pennsylvania limited liability company (as successor-in-interest to Broadridge Corporate Issuer Solutions, Inc. the “Rights Agent”).
SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • May 1st, 2014 • Masimo Corp • Electromedical & electrotherapeutic apparatus
THIS SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT (“Second Amendment”) is made and entered into effective as of the 10th day of January, 2014 by and between NIKKEN, INC., a California corporation (“Seller”), and MASIMO CORPORATION, a Delaware corporation (“Buyer”).
PREMIER PURCHASING PARTNERS, L.P. AMENDMENT NUMBER # 3 TO GROUP PURCHASING AGREEMENT CONTRACT #: PP-NS-347 Product Category: Pulse Oximeters Price Additions, Product Deletions, Price Decrease, Price CorrectionPurchasing Agreement • March 4th, 2009 • Masimo Corp • Electromedical & electrotherapeutic apparatus
This Amendment Number 3 (“Amendment”), is entered into effective August 15, 2007 (the “Effective Date”), and shall amend and modify the Group Purchasing Agreement (Contract #: PP-NS-347) by and between Premier Purchasing Partners, L.P. (“Purchasing Partners”), and Masimo Americas (“Seller”), dated effective March 1, 2006 (the “Agreement”), as follows:
Certain identified information has been omitted from this exhibit because it is both (i) not material and (ii) would likely cause competitive harm to the Registrant if publicly disclosed. Such omitted information is indicated by brackets...Agreement and Plan of Merger • February 15th, 2022 • Masimo Corp • Electromedical & electrotherapeutic apparatus • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of the 15 day of February, 2022, by and among Masimo Corporation, a Delaware corporation (“Buyer”), Sonic Boom Acquisition Corp., a Delaware corporation (“Merger Sub”), Viper Holdings Corporation, a Delaware corporation (the “Company”), and [Viper Holdings, LLC (Sound United Series), a series of a Delaware multiple series limited liability company, solely in its capacity as the representative for the Sellers (the “Seller Representative”). Certain capitalized terms used herein are defined in Section 1.1.
