Entire Agreement Contract Clauses (18,614)

Entire Agreement. The Plan and Option Agreement are incorporated herein by reference. This Exercise Notice, the Plan and the Option Agreement constitute the entire agreement of the parties with respect to the subject matter hereof and supersede in their entirety all prior undertakings and agreements of the Company and Participant with respect to the subject matter hereof, and may not be modified adversely to the Participant's interest except by means of a writing signed by the Company and Participant. Submitted b...y: Accepted by: PARTICIPANT SHOCKWAVE MEDICAL, INC. Signature By Print Name Print Name Title Address: Address: Date Received EX-10.4 7 d627917dex104.htm EX-10.4 EX-10.4 Exhibit 10.4 SHOCKWAVE MEDICAL, INC. 2019 EQUITY INCENTIVE PLAN This ShockWave Medical, Inc. 2019 Equity Incentive Plan (the "Plan") is effective upon the Registration Date (the "Effective Date") 1. Purposes and Eligibility. (a) General Purpose. The purposes of this Plan are (i) to enable ShockWave Medical, Inc., a Delaware corporation, (the "Company") and its Affiliates to attract and retain the types of Employees, Directors and Consultants who will contribute to the Company's long range success; (ii) provide incentives that align the interests of Employees, Directors and Consultants with those of the shareholders of the Company; and (iii) promote the success of the Company's business. (b) Eligible Award Recipients. The persons eligible to receive Awards are the Employees, Consultants and Directors of the Company and its Affiliates, and such other individuals designated by the Administrator who are reasonably expected to become Employees, Consultants and Directors after the receipt of Awards. (c) Available Awards. The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units, Performance Awards and other Awards. View More

Entire Agreement. This Agreement sets forth the entire agreement between Employee and Employer, and fully supersedes any and all prior agreements or understandings between them regarding its subject matter, including, without limitation, the Offer Letter; provided, however, that nothing in this Agreement is intended to or shall be construed to limit, impair or terminate any obligation of Employee pursuant to any non-competition, non-solicitation, confidentiality or intellectual property agreements that have been ...signed by Employee where such agreements by their terms continue after Employee's employment with Employer ends. View More

Entire Agreement. This Agreement contains the entire understanding of the parties and there are not further or other agreements or understandings, written or oral, in effect between the parties relating to the subject matter hereof except as expressly referred to herein 15. Successors and Assigns. The terms and conditions of this Agreement shall inure to the benefit of and be binding upon the respective successor and assigns of the parties.

Entire Agreement. This Agreement supersedes all prior agreements, written or oral, between the parties hereto with respect to the subject matter hereof and contains the entire agreement between the parties with respect to the subject matter hereof. This Agreement may not be amended or supplemented, and no provisions hereof may be modified or waived, except by an instrument in writing signed by both of the parties hereto. No waiver of any provisions hereof by either party shall be deemed a waiver of any other prov...isions hereof by such party, nor shall any such waiver be deemed a continuing waiver of any provision hereof by such party. 4 12. Notices. All notices, requests, claims, demands, and other communications hereunder shall be in writing and shall be deemed to have been given (a) when delivered by hand (with written confirmation of receipt), (b) when received by the addressee if sent by a nationally recognized overnight courier (receipt requested), (c) on the date sent by facsimile or e-mail of a PDF document (with confirmation of transmission) if sent during normal business hours of the recipient, and on the next Business Day if sent after normal business hours of the recipient, or (d) on the third business day after the date mailed, by certified or registered mail, return receipt requested, postage prepaid. Such communications must be sent to the respective parties at the following addresses (or at such other address for a party as shall be specified in a notice given in accordance with this Section 12): If to Modern Media: Modern Media Acquisition Corp. 3414 Peachtree Road, Suite 480 Atlanta, GA 30326 Attention: Adam Kagan Email: akagan@modernmediaco.com Copy to: Jones Day 1420 Peachtree Street, N.E., Suite 800 Atlanta, GA 30309 Attention: William B. Rowland Email: wbrowland@jonesday.com If to Shareholder, to the address or electronic mail address set forth for Shareholder on the signature page hereof. View More

Entire Agreement. This Consulting Agreement supersedes any and all other agreements, either oral or in writing, between Burger and the Company, except that the following will survive and remain in full force and effect: (a) the Restrictive Covenant Agreement, as modified by Section (8)(d) above; (b) the Indemnification Agreement dated October 3, 2016; (c) the ESI Time-Based RSU Agreements and the ESI Performance-Based RSU Agreements, as modified by Section 1 above, and (d) Sections 8.1 through 8.4 of the Employme...nt Agreement, as modified by Section (8)(d) above. Neither party is entering into this Consulting Agreement on the basis of any representation, inducement, promise or agreement, oral or otherwise, by any person or entity, or by any one acting on behalf of any person or entity, that is not stated herein. Any modification of this Consulting Agreement will be effective only if it is in writing and signed by both parties to this Consulting Agreement. View More

Entire Agreement. The Award is in all respects subject to the provisions set forth in the LTIP to the same extent and with the same effect as if the provisions of the LTIP were set forth fully herein. In the event that the terms of this Award conflict with the terms of the LTIP, the LTIP shall control. This Agreement is the entire Agreement between the parties to it, and any and all prior oral and written representations are merged into and superseded by this Agreement. This Agreement may be amended only by writt...en agreement between the Recipient and the Company. View More

Entire Agreement. This Agreement, including the attached exhibits, contains the sole and entire agreement and understanding of the Parties with respect to the entire subject matter of this 9 Agreement, and any and all prior discussions, negotiations, commitments and understandings, whether oral or otherwise, related to the subject matter of this Agreement are hereby merged herein.

Entire Agreement. This Agreement sets forth the entire agreement between the Parties, and fully supersedes any prior agreements or understandings between the Parties. The Parties acknowledge that they have not relied on any representations, promises, or agreements of any kind made to any of them in connection with the decision to accept this Agreement, except for those set forth in this Agreement. This Agreement shall be binding upon the Parties, their heirs, executors, successors and assigns.

Entire Agreement. This Eleventh Amendment contains the entire understanding between Landlord and Tenant and supersedes any prior understandings and agreements between them respecting the subject matter of this Eleventh Amendment. No modification of the Lease as amended by this Eleventh Amendment shall be valid or effective unless in writing and signed by the party against whom the modification is to be enforced.

Entire Agreement. This Grant Agreement, together with the Plan, sets forth the entire agreement between the parties with reference to the subject matter hereof, and there are no agreements, understandings, warranties, or representations, written, express, or implied, between them with respect to the Stock Unit Grant other than as set forth herein or therein, all prior agreements, promises, representations and understandings relative thereto being herein merged.