SECOND AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • December 15th, 2020 • Venus Concept Inc. • Surgical & medical instruments & apparatus
This SECOND AMENDED AND RESTATED SECURITY AGREEMENT dated as of December 9, 2020 (the “Security Agreement”), is executed by VENUS CONCEPT INC., a Delaware corporation, and VENUS CONCEPT USA INC., a Delaware corporation both whose address is 235 Yorkland Blvd., Suite 900, Toronto, Ontario, Canada M2J 4Y8 (collectively, the “Debtor”), and CITY NATIONAL BANK OF FLORIDA, whose address is 100 S.E. 2nd Street, 13th Floor, Miami, FL 33131 (the “Bank”).
THIRD AMENDED AND RESTATED GUARANTY OF PAYMENT AND PERFORMANCEVenus Concept Inc. • December 15th, 2020 • Surgical & medical instruments & apparatus
This Third Amended and Restated Guaranty of Payment and Performance (this “Guaranty”) is made as of this 9th day of December, 2020, by VENUS CONCEPT LTD., an Israeli limited corporation (the “Guarantor”), in favor of CITY NATIONAL BANK OF FLORIDA (“Lender”).
SUBORDINATION OF DEBT AGREEMENTSubordination of Debt Agreement • December 15th, 2020 • Venus Concept Inc. • Surgical & medical instruments & apparatus • Florida
This SUBORDINATION OF DEBT AGREEMENT is entered into as of December _9_, 2020 (the “Agreement”), by and among MADRYN HEALTH PARTNERS, LP and MADRYN HEALTH PARTNERS (CAYMAN MASTER), LP (collectively, the “Junior Lender”), whose address is 140 E. 45th Street, 15th Floor, Suite B, New York, New York 10017, CITY NATIONAL BANK OF FLORIDA, its successors and/or assigns (the “Senior Lender”), whose address is 100 S.E. 2nd Street, 13th Floor, Miami, Florida 33131, and VENUS CONCEPT USA INC., a Delaware limited liability company (the “Borrower”), whose address is 1880 N. Commerce Parkway, Suite 2, Weston, Florida 33326.
THIRD AMENDED AND RESTATED LOAN AGREEMENTLoan Agreement • December 15th, 2020 • Venus Concept Inc. • Surgical & medical instruments & apparatus • Florida
THIS THIRD AMENDED AND RESTATED LOAN AGREEMENT (this “Agreement”), dated as of this 9th day of December, 2020, by and between VENUS CONCEPT USA INC., a Delaware corporation, whose address is 235 Yorkland Blvd., Suite 900, Toronto, ON M2J 4Y8 (“Venus USA”); VENUS CONCEPT CANADA CORP., a Canadian corporation whose address is 255 Consumers Road, Suite 110, Toronto, ON M2J 1R4 (“Venus Canada”), and VENUS CONCEPT INC., a Delaware corporation, whose address is 235 Yorkland Blvd., Suite 900, Toronto, ON M2J 4Y8 (“VCI”), jointly and severally (collectively, the “Borrower”), and CITY NATIONAL BANK OF FLORIDA, its successors and/or assigns (the “Lender”), whose address is 100 SE 2nd Street, 13th Floor, Miami, Florida 33131.
GUARANTY AND SECURITY AGREEMENTGuaranty and Security Agreement • December 15th, 2020 • Venus Concept Inc. • Surgical & medical instruments & apparatus
THIS GUARANTY AND SECURITY AGREEMENT dated as of December _9_, 2020 (as amended, modified, restated or supplemented from time to time, this “Agreement”) is by and among the parties identified as “Obligors” on the signature pages hereto and such other parties as may become Obligors hereunder after the date hereof (individually an “Obligor”, and collectively the “Obligors”) and Madryn Health Partners, LP, as Collateral Agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined below).
GUARANTY OF PAYMENT AND PERFORMANCE [MAIN STREET PRIORITY LOAN FACILITY]Priority Loan Facility • December 15th, 2020 • Venus Concept Inc. • Surgical & medical instruments & apparatus
This Guaranty of Payment and Performance (this “Guaranty”) is made as of this 8th day of December, 2020, by VENUS CONCEPT INC., a Delaware corporation (the “Guarantor”), in favor of CITY NATIONAL BANK OF FLORIDA (the “Lender”).
LOAN AND SECURITY AGREEMENT [MAIN STREET PRIORITY LOAN FACILITY]Loan and Security Agreement • December 15th, 2020 • Venus Concept Inc. • Surgical & medical instruments & apparatus • Florida
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of this 8th day of December, 2020, by and between VENUS CONCEPT USA INC., a Delaware corporation, whose address is 1880 N. Commerce Parkway, Suite 2, Weston, Florida 33326 (the “Borrower”), and CITY NATIONAL BANK OF FLORIDA, its successors and/or assigns (the “Lender”), whose address is 100 S.E. 2nd Street, 13th Floor, Miami, Florida 33131.
AMENDMENT TO GENERAL SECURITY AGREEMENTGeneral Security Agreement • December 15th, 2020 • Venus Concept Inc. • Surgical & medical instruments & apparatus • Ontario
This Amendment to General Security Agreement (this “Agreement”) is made as of the 9th day of December, 2020 between Venus Concept Canada Corp., as grantor (the “Corporation”) and City National Bank of Florida, as lender (the “Secured Party”).
SECURITIES EXCHANGE AND REGISTRATION RIGHTS AGREEMENTExchange and Registration Rights Agreement • December 15th, 2020 • Venus Concept Inc. • Surgical & medical instruments & apparatus • New York
THIS SECURITIES EXCHANGE AND REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 8, 2020, by and among Venus Concept Inc., a Delaware corporation with principal executive offices located at 235 Yorkland Blvd, Suite 900, Toronto, Ontario M2J 4Y8 (the “Company”), the Guarantors (as defined below) and each investor identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”), and Madryn Health Partners, LP, as collateral agent (in such capacity, the “Collateral Agent”).
