0001193125-13-457162 Sample Contracts

INOGEN, INC.
Equity Incentive Plan • November 27th, 2013 • Inogen Inc • Orthopedic, prosthetic & surgical appliances & supplies • California

Unless otherwise defined herein, the terms defined in the 2012 Equity Incentive Plan (the “Plan”) shall have the same defined meanings in this Stock Option Agreement (the “Option Agreement”).

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INOGEN, INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • November 27th, 2013 • Inogen Inc • Orthopedic, prosthetic & surgical appliances & supplies • California

This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and effective as of October 1, 2013 (the “Effective Date”), by and between Inogen, Inc., a Delaware corporation (the “Company”), and Ray Huggenberger (the “Executive”).

INOGEN, INC. WARRANT TO PURCHASE SHARES
Inogen Inc • November 27th, 2013 • Orthopedic, prosthetic & surgical appliances & supplies • California

This Warrant is issued to (“Investor”) by INOGEN, INC, a Delaware corporation (the “Company”), pursuant to the terms of that certain Series D-1 Preferred Stock Convertible Promissory Note and Warrant Purchase Agreement (the “Note Purchase Agreement”) of even date herewith, in connection with the Company’s issuance to the holder of this Warrant of a Convertible Promissory Note (the “Note”) and such Investor’s Capital Commitment under the Note Purchase Agreement. Terms used but not defined herein shall have the meaning ascribed to them in the Note Purchase Agreement.

ROCKBRIDGE INVESTMENTS, L.P. MULTI-PURPOSE COMMERCIAL BUILDING LEASE
Terms and Conditions • November 27th, 2013 • Inogen Inc • Orthopedic, prosthetic & surgical appliances & supplies • California

THESE STANDARD TERMS AND CONDITIONS constitute an integral part of this Multi-Purpose Commercial Building Lease. Each reference in the Standard Terms and Conditions to information set forth in the Basic Provisions of this Lease shall be construed to incorporate all of the information to which reference is made. Any conflict between these Standard Terms and Conditions and the information set forth in the Basic Provisions shall be controlled by the terms of these Standard Terms and Conditions.

AMENDMENT TO LICENSE AGREEMENT
License Agreement • November 27th, 2013 • Inogen Inc • Orthopedic, prosthetic & surgical appliances & supplies

This Amendment (the “Amendment”) to that certain License Agreement dated as of July 23, 2007 (the “License Agreement”), is entered into by and between AIR PRODUCTS AND CHEMICALS, INC., a Delaware corporation (“AIR PRODUCTS”) and INOGEN, INC., a Delaware corporation (“INOGEN”), effective as of October 23, 2009 (the “Amendment Effective Date”). All capitalized terms not otherwise defined in this Amendment shall have the meaning as set forth in the Agreement.

LICENSE AGREEMENT
License Agreement • November 27th, 2013 • Inogen Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware

This Agreement is entered into as of 23 July 2007 (“Effective Date”), by and between AIR PRODUCTS AND CHEMICALS, INC. (“AIR PRODUCTS”), a corporation organized and existing under the laws of the State of Delaware and having its principal office at 7201 Hamilton Boulevard, Allentown, PA 18195, and INOGEN, INC. (“INOGEN”), a corporation organized under the laws of the State of Delaware and having a place of business at 326 Bollay Drive, Goleta, CA 93117.

AMENDMENT #3 TO THE LICENSE AGREEMENT
The License Agreement • November 27th, 2013 • Inogen Inc • Orthopedic, prosthetic & surgical appliances & supplies

This Amendment #3 to the License Agreement (“Amendment #3”) is entered into by and between AIR PRODUCTS AND CHEMICALS, INC (“Air Products”), a corporation organized and existing under the laws of the State of Delaware and having its principal office at 7201 Hamilton Boulevard, Allentown PA 18195 and INOGEN, INC. (“Inogen”), a corporation organized and existing under the laws of the State of Delaware and having its principal office at 326 Bollay Drive, Goleta, California 93117 effective as of March 22, 2011 (the “Effective Date of Amendment #3”).

AMENDMENT #2 TO LICENSE AGREEMENT
License Agreement • November 27th, 2013 • Inogen Inc • Orthopedic, prosthetic & surgical appliances & supplies

This Amendment ( “Amendment2”) to that certain License Agreement dated as of July 23, 2007 as amended effective October 23, 2009 (the “License Agreement”), is entered into by and between AIR PRODUCTS AND CHEMICALS, INC., a Delaware corporation (“AIR PRODUCTS”) and INOGEN, INC., a Delaware corporation (“INOGEN”), effective as of October 4, 2010 (the “Amendment2 Effective Date”). All capitalized terms not otherwise defined in this Amendment2 shall have the meaning as set forth in the License Agreement.

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