0001829126-24-008520 Sample Contracts
PICARD MEDICAL, INC. CONVERTIBLE NOTE PURCHASE AGREEMENT INSTRUCTIONS FOR PURCHASEConvertible Note Purchase Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS UNSECURED CONVERTIBLE NOTE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of June 5th, 2024, by and among Picard Medical, Inc., a Delaware corporation (the “Company”), and the investor identified on Exhibit A attached hereto (“Purchaser”). “Parties” shall mean the Company and the Purchaser, and each may be individually referred to in this Agreement as a “Party.”
SECURITY AGREEMENTSecurity Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus • Minnesota
This Security Agreement (“Security Agreement”), dated as of July 27, 2013 (“Effective Date”), is executed by SynCardia Systems, Inc., having an address at 1992 Silverlake Road, Tucson, AZ 85713 (“Company”), in favor of Medtronic, Inc. having an address at 8200 Coral Sea Street N.E., Moundsview, MN 55112 (“Secured Party”).
EXCLUSIVE DISTRIBUTOR AGREEMENTExclusive Distributor Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
Defined terms used in this Agreement that are not otherwise defined shall have the meaning set forth in Exhibit A (Definitions) to this Agreement.
EXCLUSIVE DISTRIBUTOR AGREEMENTExclusive Distributor Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
This Agreement (“Agreement”) is effective as of 1st July 2018, by and between SynCardia Systems, LLC (“SynCardia”) and Sonimed (“Distributor”), and Sanomed (“Subdistributor”). SynCardia and Distributor are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties.”
Short-Term Loan Agreement Dated as of September 17, 2024Short-Term Loan Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
Picard Medical, Inc, a corporation registered in the US State of Delaware and whose business address is at 4 Palo Alto Square, Ste 200, 3000 El Camino Real, Palo Alto, CA 94306 (the “Borrower”) and Fang Family Fund, LLC- Series II (“FFF II”), whose address is 7255 Laredo St, Las Vegas, NV 89117 (the “Lender”), agree as of the date stated above that:
Short-Term Loan Agreement Dated as of August 7, 2024Short-Term Loan Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
Picard Medical, Inc, a corporation registered in the US State of Delaware and whose business address is at 4 Palo Alto Square, Ste 200, 3000 El Camino Real, Palo Alto, CA 94306 (the “Borrower”) and Fang Family Fund, LLC- Series II (“FFF II”), whose address is 7255 Laredo St, Las Vegas, NV 89117 (the “Lender”), agree as of the date stated above that:
Title: Abbreviated Quality Agreement Template (level2)Quality Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
Regulatory Affairs Service AgreementRegulatory Affairs Service Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
SynCardia Systems, LLC a company duly established and incorporated under the laws of the state of Delaware, United States, having its address at 1992 E. Silverlake Road Tucson, AZ 85713 USA (hereinafter referred to as “Sponsor”);
NON-EXCLUSIVE LICENSE AGREEMENTNon-Exclusive License Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus • Minnesota
This Non-Exclusive License Agreement (“Agreement”) is effective this 27th day of July, 2013 (“Effective Date”), between Medtronic Inc., having an address at 8200 Coral Sea Street N.E., Moundsview, MN 55112 (“Medtronic”), and SynCardia Systems, Inc., having an address at 1992 Silverlake Road, Tucson, AZ 85713 (“SynCardia”). Each of Medtronic and SynCardia is referred to herein individually as a “Party” and together as the “Parties.”
INTELLECTURAI PROPERTY LICENSE AND TRANSFER AGREEMENT 介于 between SynCardia Systems, LLC SynCardia Systems, LLC 1992 E. Silverlake Road Tucson, AZ, USA (Hereinafter referred to as “LICENSOR”) and Syncardia Medical (Beijing), Inc 101, 1/F &...Intellectual Property License and Transfer Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
EXCLUSIVE DISTRIBUTOR AGREEMENTExclusive Distributor Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
This Agreement (“Agreement”) is effective as of 1st July 2018, by and between SynCardia Systems, LLC (“SynCardia”) and MyDevice s.r.o. (“Distributor”). SynCardia and Distributor are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties.”
QUALITY AGREEMENT BETWEEN STERIGENICS U.S., LLC AND SYNCARDIA SYSTEMS, LLCQuality Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
This Quality Agreement (“Agreement”) is entered on February 21, 2019 between SynCardia Systems, LLC, having a principal place of business at 1992 E. Silverlake Road, Tucson, Arizona 85713 (“Customer”), and Sterigenics U.S., LLC, 5725 W. Harold Gatty Dr., Salt Lake City, UT (“Sterigenics”).
Title: Abbreviated Quality Agreement Template (level2)Quality Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
SYNCARDIA SYSTEMS, LLCEmployment Offer Letter • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus • Arizona
Position. Your initial title will be Manager of SynCardia and subject to any necessary vote of the members of the Company, you will be elected to the board of managers of the Company (the “Board”). This letter agreement (this “Agreement”), and the term of your employment with the Company pursuant to the terms of this Agreement, will commence effective as of the date first set forth above. This will be a part-time position, and you will perform your duties to the Company to the best of your ability. You will also serve as Executive Director on the board of directors of Picard Medical, Inc. (“Picard” and such board, the “Picard Board”); provided that you will not receive additional compensation for the services to Picard.
Distributor Name EXCLUSIVE DISTRIBUTION AGREEMENTExclusive Distribution Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
PICARD MEDICAL, INC. CONVERTIBLE NOTE PURCHASE AGREEMENT INSTRUCTIONS FOR PURCHASEConvertible Note Purchase Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS UNSECURED CONVERTIBLE NOTE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of September 25, 2023 by and among Picard Medical, Inc., a Delaware corporation (the “Company”), and the investors identified on Exhibit A attached hereto (each a “Purchaser” and together, the “Purchasers”). “Parties” shall mean the Company and the Purchasers, and each may be individually referred to in this Agreement as a “Party.”
SALES DISTRIBUTION AND REPRESENTATION AGREEMENTSales Distribution and Representation Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus • Arizona
THIS SALES DISTRIBUTION AND REPRESENTATION AGREEMENT (“Agreement”), is effective as of May 1, 2020 (the “Effective Date”) by and between (i) SynCardia Systems, LLC, a limited liability company organized under the laws of the State of Delaware with a principal place of business at 1992 East Silverlake Road, Tucson, AZ, 85713, U.S.A. (“SynCardia”) and (ii) State of the Art Medical Products, Inc., a corporation organized under the laws of the State of Pennsylvania with a principal place of business at 41 Canfield Road Cedar Grove, NJ, 07009 (“Company” and together with SynCardia, the “Parties” and each a “Party”).
EXCLUSIVE DISTRIBUTOR AGREEMENTExclusive Distributor Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus • Arizona
This Exclusive Distributor Agreement (“Agreement”) is effective as of November 15, 2022 (“Effective Date”), by and between (i) SynCardia Systems, LLC, a limited liability company organized under the laws of the State of Delaware with a principal place of business at 1992 East Silverlake Road, Tucson, AZ, 85713, U.S.A. (“SynCardia”) and (ii) Sylvain Thuaudet Consulting, a company organized under the laws of the country of France with principal place of business at Hopital La Pitie Salpetriere, Institut de Cardiologie, 56, Boulevard Vincent Auriol, F-75013 Paris, France (“Distributor”). Defined terms used in this Agreement that are not otherwise defined shall have the meaning set forth in Exhibit A (Definitions) to this Agreement.
Supplier Quality AgreementSupplier Quality Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
Title: Abbreviated Quality Agreement Template (level2)Quality Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
Short-Term Loan Agreement Dated as of July 9, 2024Short-Term Loan Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
Picard Medical, Inc, a Delaware corporation and whose business address is at 4 Palo Alto Square, Ste 200, 3000 El Camino Real, Palo Alto, CA 94306 (the “Borrower”) and Fang Family Fund, LLC- Series II (“FFF”), whose address is 7255 Laredo St, Las Vegas, NV 89117 (the “Lender”), agree as of the date stated above that:
ContractNote • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS NOTE AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO SUCH SECURITIES UNDER THE ACT OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
Title: Abbreviated Quality Agreement Template (level2)Quality Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
Title: Abbreviated Quality Agreement Template (level2)Quality Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
PICARD MEDICAL, INC. CONVERTIBLE NOTE PURCHASE AGREEMENT INSTRUCTIONS FOR PURCHASEConvertible Note Purchase Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS UNSECURED CONVERTIBLE NOTE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2023 by and among Picard Medical, Inc., a Delaware corporation (the “Company”), and the investors identified on Exhibit A attached hereto (each a “Purchaser” and together, the “Purchasers”). “Parties” shall mean the Company and the Purchasers, and each may be individually referred to in this Agreement as a “Party.”
Title: Abbreviated Quality Agreement Template (level2)Quality Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
Short-Term Loan Agreement Dated as of August 21, 2024Short-Term Loan Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
Picard Medical, Inc, a corporation registered in the US State of Delaware and whose business address is at 4 Palo Alto Square, Ste 200, 3000 El Camino Real, Palo Alto, CA 94306 (the “Borrower”) and Fang Family Fund, LLC- Series II (“FFF II”), whose address is 7255 Laredo St, Las Vegas, NV 89117 (the “Lender”), agree as of the date stated above that:
Subject Heitek Automation Supplier Quality AgreementSupplier Quality Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
Title: Abbreviated Quality Agreement Template (level2)Quality Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus
AMENDED AND RESTATED STANDARD COMMERCIAL-INDUSTRIAL SINGLE TENANT TRIPLE NET LEASE BASIC TERMS SHEETStandard Commercial-Industrial Single Tenant Triple Net Lease • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus • Arizona
This Basic Terms Sheet (this “Basic Terms Sheet”) to the attached Amended and Restated Standard Commercial-Industrial Single Tenant Triple Net Lease between the parties listed below (the “Lease”) is for the convenience of the parties in quickly referencing certain of the basic terms of the Lease. It is not intended to serve as a complete summary of the Lease. In the event of any inconsistency between the provisions of this Basic Terms Sheet and the Lease, the applicable provisions of the Lease shall prevail and control.
ACCELERATION PROGRAM PARTICIPATION AGREEMENTAcceleration Program Participation Agreement • December 26th, 2024 • Picard Medical, Inc. • Surgical & medical instruments & apparatus • New York
This AGREEMENT is entered into this August 19th, 2024, by and between Picard Medical, Inc. a Delaware Corporation located at 4 Palo Alto Sq, Ste 200., Palo Alto, CA 94025 (“Party A”), and US Unicorn Foundation Inc. a Florida corporation located at 21660 Copley Dr STE 175, Diamond Bar, CA 91765 (“Party B”). Party A and Party B are referred to herein each as a “Party”, and collectively, the “Parties”.