THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Thoratec Corporation (THOR)

4/21/2006 Proxy Information

Our By-Laws provide for the indemnification by us of our agents, including our directors and officers, to the maximum extent permitted under California law. Our Company also has indemnity agreements with our directors and certain of our officers. These indemnity agreements permit us to indemnify an officer or director to the maximum extent permitted under California law and prohibit us from terminating our indemnification obligations as to acts of any officer or director that occur before the termination. We believe the indemnity agreements assist us in attracting and retaining qualified individuals to serve as directors and officers of our Company. The indemnifications and limitations on liability permitted by our By-Laws and the indemnity agreements are subject to the limitations set forth by California law.

From January 1996 until January 2006, Mr. Grossman served as President and Chief Executive Officer of Thoratec Corporation.