ContractHansen Medical Inc • November 6th, 2014 • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (COLLECTIVELY, THE “SECURITIES”), HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES OR BLUE SKY LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES OR BLUE SKY LAWS, PURSUANT TO REGISTRATION OR QUALIFICATION OR EXEMPTION THEREFROM. INVESTORS SHOULD BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE FINANCIAL RISKS OF THIS INVESTMENT FOR AN INDEFINITE PERIOD OF TIME. THE ISSUER OF THE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES OR BLUE SKY LAWS. THIS WARRANT IS SUBJECT TO THE TRANSFER RESTR
AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • November 6th, 2014 • Hansen Medical Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is made as of August 11, 2014 by and among Hansen Medical, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”), Oracle Partners, LP, Oracle Institutional Partners, LP and Oracle Ten Fund Master, LP (together, “Oracle”), Schuler Family Foundation (the “Schuler Family Foundation” and together with Oracle, the “Principal Purchasers”) and the other purchasers named in the Purchase Agreement (as defined below) (collectively, the “Purchasers”).
EXCHANGE AGREEMENTExchange Agreement • November 6th, 2014 • Hansen Medical Inc • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This Exchange Agreement (this “Agreement”) is dated as of July 30, 2014, between Hansen Medical, Inc., a Delaware corporation (the “Company”), and each warrantholder identified on Exhibit A hereto (each, including its successors and assigns, a “Warrantholder” and collectively, the “Warrantholders”).
August 12, 2014Hansen Medical Inc • November 6th, 2014 • Orthopedic, prosthetic & surgical appliances & supplies
