4,650,000 Shares AMEDICA CORPORATION Common Stock, par value $0.01 per share UNDERWRITING AGREEMENTUnderwriting Agreement • July 18th, 2007 • Amedica Corp • Surgical & medical instruments & apparatus • New York
The undersigned understands that Morgan Stanley & Co. Incorporated (“Morgan Stanley”), Jefferies & Company, Inc., and CIBC World Markets Corp. propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Amedica Corporation, a Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters, including Morgan Stanley (the “Underwriters”), of shares (the “Shares”) of the Common Stock, par value $0.01 per share, of the Company (the “Common Stock”).
RESTRICTED STOCK AGREEMENT AMEDICA CORPORATIONRestricted Stock Agreement • July 18th, 2007 • Amedica Corp • Surgical & medical instruments & apparatus • Delaware
AGREEMENT made as of the day of , 200 (the “Grant Date”), between Amedica Corporation (the “Company”), a Delaware corporation, and (the “Participant”).
PRODUCT DEVELOPMENT AND LICENSE AGREEMENTProduct Development and License Agreement • July 18th, 2007 • Amedica Corp • Surgical & medical instruments & apparatus • Delaware
THIS PRODUCT DEVELOPMENT AND LICENSE AGREEMENT (“Agreement”) is made and entered into this 20th day of December, 2006 (“Effective Date”), by and between AMEDICA CORPORATION, having its principal offices at 615 Arapeen Drive, Salt Lake City, Utah 84108 (“AMEDICA”), and DYTECH CORPORATION LTD, having its principal offices at Stopes Road, Stannington, Sheffield, S6 6BW England (“DYTECH”).
AMENDMENT OF MASTER LEASE Effective Date: May 23, 2007Master Lease • July 18th, 2007 • Amedica Corp • Surgical & medical instruments & apparatus
Reference is made to the Master Lease Agreement dated as of April 28, 2006 as heretofore amended (“Master Lease”) by and between CHASE EQUIPMENT LEASING INC. (“Lessor”) and AMEDICA CORP. (“Lessee”). This Amendment modifies the terms and conditions of the Master Lease. Unless otherwise defined herein, capitalized terms defined in the Master Lease shall have the same meaning when used herein.
