AVITA MEDICAL LIMITED (ABN 989 008 624 961) AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit AgreementDeposit Agreement • August 23rd, 2019 • Avita Medical, Ltd. • Surgical & medical instruments & apparatus • New York
DEPOSIT AGREEMENT dated as of , 2019 among AVITA MEDICAL LIMITED (ABN 98 008 624 691), a company incorporated under the laws of the Commonwealth of Australia (herein called the Company), THE BANK OF NEW YORK MELLON, a New York banking corporation (herein called the Depositary), and all Owners and Holders (each as hereinafter defined) from time to time of American Depositary Shares issued hereunder.
AVITA MEDICAL, INC. SHARES OF COMMON STOCK SALES AGREEMENTSales Agreement • April 14th, 2023 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus • New York
AVITA Medical, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
2,795,000 Shares AVITA Medical, Inc. Common Stock PURCHASE AGREEMENTPurchase Agreement • March 1st, 2021 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus • New York
AVITA Medical, Inc., a Delaware corporation (the “Company”) proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 2,795,000 shares (the “Firm Shares”) of Common Stock, $0.0001 par value per share (the “Common Stock”), of the Company. The Company has also granted to the several Underwriters an option to purchase up to 419,250 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 (this “Agreement”) are herein collectively called the “Securities.”
LEASE BETWEEN URP X LLC AND AVITA MEDICAL, INC. LEASE (Short Form)Lease • May 11th, 2023 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus • California
THIS LEASE is made as of __________________, by and between URP X LLC, a Delaware limited liability company, hereafter called “Landlord,” and AVITA MEDICAL, INC., a California corporation, hereafter called “Tenant.”
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 10th, 2023 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus • California
This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into by and between AVITA Medical, Inc. and AVITA Medical Americas, LLC. (collectively, the “Company”) and David O’Toole, an individual (the “Executive”) with reference to the following:
ADOPTION AGREEMENT DEFERRED COMPENSATION PLANAdoption Agreement • May 11th, 2023 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus
The undersigned Company acting on behalf of itself and each Participating Employer, having been duly advised by its own counsel as to the legal and tax consequences of adopting this Deferred Compensation Plan, and having determined that adoption of this Plan as an unfunded, nonqualified deferred compensation plan (intending that the same comply with the applicable requirements of Section 409A of the Internal Revenue Code of 1986, as amended) would better enable the Company to attract and retain key personnel, HEREBY ADOPTS the attached Deferred Compensation Plan, subject to the following terms, conditions and elections, all of which are integral parts of the Plan adopted hereby:
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 28th, 2022 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus • California
This EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") is made and entered into by and between Avita Medical Ltd., an Australian corporation (the "Company"), and Donna Shiroma, an individual (the "Executive") with reference to the following:
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • October 18th, 2023 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus • New York
This PLEDGE AND SECURITY AGREEMENT, dated as of October 18, 2023 (as amended, supplemented or otherwise modified from time to time, this “Security Agreement”), is made by AVITA MEDICAL, INC., a Delaware corporation (the “Borrower”), and the other entities listed on Annex A hereto (together with the Borrower and any other entity that may become party hereto as provided herein, each a “Grantor” and, collectively, the “Grantors”), in favor of ORCO IV LLC, a Delaware limited liability company (together with its successors, transferees and assignees, the “Administrative Agent”), as Administrative Agent for the Secured Parties (as defined below).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 28th, 2022 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus • California
This EXECUTIVE EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into by and between AVITA Medical, Inc. and AVITA Medical Americas, LLC. (collectively, the "Company") and Michael Holder, an individual (the "Executive") with reference to the following:
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 28th, 2022 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus • California
This EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") is made and entered into on November 12, 2019, by and between Avita Medical Ltd., an Australian corporation (the "Company"), Avita Medical Americas, LLC ("Avita America ") and Michael Perry, an individual (the " Executive") with reference to the following:
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 30th, 2020 • Avita Medical, Ltd. • Surgical & medical instruments & apparatus • Delaware
This INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of [•], 20__ by and between Avita Therapeutics, Inc., a Delaware corporation (the “Company”), and [•](the “Indemnitee”).
THIRD AMENDMENT TO LEASELease Agreement • February 28th, 2022 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus
THIS THIRD AMENDMENT TO LEASE AGREEMENT (the “Amendment”) is entered into as of the 17th day of November, 2020, by and between RIF III – Avenue Stanford, LLC, a California limited liability company (“Landlord”) and Avita Medical Americas, LLC, a Delaware limited liability company (“Tenant”).
AMENDMENT ONE TO EMPLOYMENT AGREEMENTEmployment Agreement • March 22nd, 2023 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus
THIS AMENDMENT ONE (“Amendment One”) made and entered into on March 16, 2023 to the EMPLOYMENT AGREEMENT (the “Agreement”), by and between AVITA Medical Inc., a Delaware corporation (the “Company”) and James Corbett, an individual (“Executive”). The Company and Executive are sometimes referred to individually as a “Party” and collectively as the “Parties.”
FIFTH AMENDMENT TO LEASEAVITA Medical, Inc. • February 23rd, 2023 • Surgical & medical instruments & apparatus
Re: Amendment of Standard Multi-Tenant Office Lease - Gross dated October 3, 2016 ("Office Lease"), between RIF III - Avenue Stanford, LLC, a California limited liability company, predecessor-in-interest to 28159 Avenue Stanford Properties, LLC, a California limited liability company ("Landlord") and Avita Medical Americas, LLC, a Delaware limited liability company ("Tenant"), concerning Suite 220 ("Original Premises") in the building located at 28159 Avenue Stanford, Valencia, CA 91355 ("Building"); as amended by that certain First Amendment to Lease dated December 14, 2016, between Landlord and Tenant ("First Amendment"); as further amended by that certain Second Amendment to Lease dated December 4, 2017 ("Second Amendment") between Landlord and Tenant concerning the Original Premises and Suite 220 ("Expansion Premises") (the Original Premises and Expansion Premises shall be collectively known as the "Premises"); as further amended by that certain Third Amendment to Lease dated Novem
SCHEME IMPLEMENTATION AGREEMENT AVITA Medical Limited AVITA Therapeutics, Inc. KPMG Law KPMG International Towers Sydney 3 Sydney NSW 2000 ABN 78 399 289 481 | DX1056 Sydney Liability limited by a scheme approved under Professional Standards LegislationAvita Medical, Ltd. • April 20th, 2020 • Surgical & medical instruments & apparatus • New South Wales
AVITA Therapeutics, Inc., a company incorporated in the State of Delaware in the United States of America, with a principal business address of 28159 Avenue Stanford, Suite 220, Valencia, California 91355 (Avita US)
WAIVER AND FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 22nd, 2024 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus • New York
(this “Amendment”) is made and entered into as of November 30, 2023 by and among AVITA MEDICAL, INC., a Delaware corporation (the “Borrower”), ORCO IV LLC, as a Lender (the “Initial Lender”), and ORCO IV LLC, as administrative agent for the Lenders (together with its Affiliates, successors, transferees and assignees, the “Administrative Agent”).
AMENDMENT ONE TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 22nd, 2024 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus
THIS AMENDMENT ONE (“Amendment One”) made and entered into on March 23, 2022, to the EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), by and between Avita Medical Ltd, an Australian corporation (the “Company”) and Donna Shiroma, an individual (the “Executive”). The Company and Executive are sometimes referred to individually as a “Party” and collectively as the “Parties.”
FOURTH AMENDMENT TO LEASEFourth • February 28th, 2022 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus
THIS FOURTH AMENDMENT TO LEASE AGREEMENT (the “Amendment”) is entered into as of the 25th day of August, 2021, by and between RIF III – Avenue Stanford, LLC, a California limited liability company (“Landlord”) and Avita Medical Americas, LLC, a Delaware limited liability company (“Tenant”).
SUPPLEMENT TO PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • February 22nd, 2024 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus • New York
This SUPPLEMENT, dated as of 11 December, 2023 (this “Supplement”), is to the Pledge and Security Agreement, dated as of October 18, 2023 (as amended, supplemented, amended and restated or otherwise modified from time to time, the “Security Agreement”), among the Grantors (such term, and other terms used in this Supplement, to have the meanings set forth in Article I of the Security Agreement, unless otherwise defined herein or if the context otherwise requires) from time to time party thereto, in favor of ORCO IV, LLC, a Delaware limited liability company (together with its Affiliates, successors, transferees and assignees, the “Administrative Agent”), as Administrative Agent for the Secured Parties.
restricted stock unit GRANT agreementRestricted Stock Unit Grant Agreement • February 23rd, 2023 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus • Delaware
AVITA Medical, Inc. (the “Company”) has awarded to you (“Grantee”) restricted stock units (“Restricted Stock Units”) covering the number of shares of Common Stock set forth below (the “Restricted Stock Unit Grant” or “Grant”).
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • February 22nd, 2024 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus
This TRADEMARK SECURITY AGREEMENT, dated as of 11 December, 2023 (this “Agreement”), is made by AVITA MEDICAL PTY LIMITED ACN 058 466 523, an Australian proprietary company limited by shares (the “Grantor”), in favor of ORCO IV LLC, a Delaware limited liability company (together with its Affiliates, successors, transferees and assignees, the “Administrative Agent”), as Administrative Agent for the Secured Parties.
CREDIT AGREEMENT dated as of October 18, 2023 by and among AVITA MEDICAL, INC., as the Borrower, ORCO IV LLC, as the Initial Lender, and ORCO IV LLC, as the Administrative AgentCredit Agreement • October 18th, 2023 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus • New York
THIS CREDIT AGREEMENT dated as of October 18, 2023 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is by and among AVITA MEDICAL, INC., a Delaware corporation (the “Borrower”), ORCO IV LLC, a Delaware limited liability company (the “Initial Lender”) and each other lender that may from time to time become a party hereto (each, including the Initial Lender, and together with their Affiliates, successors, transferees and assignees, the “Lenders”), and ORCO IV LLC, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”). The Borrower, Lenders and the Administrative Agent are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
AMENDMENT TWO TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 22nd, 2024 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus
THIS AMENDMENT TWO (“Amendment Two”) to the EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), by and between Avita Medical Americas, LLC, a limited liability company incorporated in Delaware (the “Company”) and Donna Shiroma, an individual (the “Executive”). The Company and Executive are sometimes referred to individually as a “Party” and collectively as the “Parties.”
Execution version Security trust deed AVITA Security Trust ORCO IV LLC (Security Trustee) ORCO IV LLC (Administrative Agent) AVITA Medical, Inc. (Borrower) Each entity named in Schedule 1 (each an Initial Beneficiary) Each entity named in Schedule 2...AVITA Medical, Inc. • February 22nd, 2024 • Surgical & medical instruments & apparatus • New South Wales
AMENDMENT ONE TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 22nd, 2024 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus
THIS AMENDMENT (“Amendment”) to the EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), by and between AVITA Medical, Inc a Delaware corporation and its wholly owned subsidiary, AVITA Medical Americas, LLC, a Delaware limited liability company (the “Company”) and David O’Toole, an individual (the “Executive”). The Company and Executive are sometimes referred to individually as a “Party” and collectively as the “Parties.”
PATENT SECURITY AGREEMENTPatent Security Agreement • February 22nd, 2024 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus
This PATENT SECURITY AGREEMENT, dated as of 11 December, 2023 (this “Agreement”), is made by AVITA MEDICAL PTY LIMITED ACN 058 466 523 , an Australian proprietary company limited by shares (the “Grantor”), in favor of ORCO IV LLC, a Delaware limited liability company (together with its Affiliates, successors, transferees and assignees, the “Administrative Agent”), as Administrative Agent for the Secured Parties.
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT BOTH (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED EXCLUSIVE DISTRIBUTION AGREEMENTExclusive Distribution Agreement • February 22nd, 2024 • AVITA Medical, Inc. • Surgical & medical instruments & apparatus • Delaware
This Exclusive Distribution Agreement (this "Agreement"), is effective as of the date of the last signature (the "Effective Date"), and is entered into between AVITA Medical Americas, LLC having its principle place of business at 28159 Avenue Stanford, Suite 220 Valencia, CA ("Seller"), and PolyMedics Innovation GmbH having its principle place of business at Heerweg 15 D, Denkendorf, 73770 Germany ("Distributor", and together with Seller, the "Parties", and each, a "Party"). This Agreement replaces and supersedes any prior agreements between the Parties, which are of no further effect.
