Orthofix International N V Sample Contracts

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INTAVENT ORTHOFIX LIMITED (1)
Settlement Agreement • April 17th, 2006 • Orthofix International N V • Surgical & medical instruments & apparatus
CREDIT AGREEMENT
Credit Agreement • January 8th, 2004 • Orthofix International N V • Surgical & medical instruments & apparatus • New York
AGREEMENT
Agreement • May 13th, 2003 • Orthofix International N V • Surgical & medical instruments & apparatus
2 PRIVILEGED & CONFIDENTIAL
Employment Agreement • March 12th, 2004 • Orthofix International N V • Surgical & medical instruments & apparatus • California
Recitals
Employment Agreement • March 31st, 2003 • Orthofix International N V • Surgical & medical instruments & apparatus • Texas
FINANCING AGREEMENT Dated as of November 6, 2023 by and among ORTHOFIX MEDICAL INC.,
Financing Agreement • November 8th, 2023 • Orthofix Medical Inc. • Surgical & medical instruments & apparatus • New York

Financing Agreement, dated as of November 6, 2023, by and among ORTHOFIX MEDICAL INC., a Delaware corporation (the “Parent”, the “Company” and the “Borrower”), each subsidiary of the Parent listed as a “Guarantor” on the signature pages hereto (together with each other subsidiary of the Company that executes a joinder agreement and becomes a “Guarantor” hereunder, each a “Guarantor” and collectively, the “Guarantors”), the lenders from time to time party hereto (each a “Lender” and collectively, the “Lenders”), Blue Torch Finance LLC, a Delaware limited liability company (“Blue Torch”), as collateral agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”), and Blue Torch, as administrative agent and mandatario con rappresentanza for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent” and together with the Collateral Agent, each an “Agent” and collectively

WITNESSETH:
Option Agreement • March 19th, 2003 • Orthofix International N V • Surgical & medical instruments & apparatus
EMPLOYMENT AGREEMENT
Employment Agreement • April 28th, 2016 • Orthofix International N V • Surgical & medical instruments & apparatus • Texas

This Employment Agreement (the “Agreement”), entered into and effective as of August 1, 2013 (the “Effective Date”), is by and between Orthofix Inc., a Minnesota corporation (the “Company”), and Raymond Fujikawa, an individual (the “Executive”).

CHANGE IN CONTROL AND SEVERANCE AGREEMENT
Change in Control and Severance Agreement • November 5th, 2020 • Orthofix Medical Inc. • Surgical & medical instruments & apparatus • Texas

This AGREEMENT (the “Agreement”) is made and entered into as of September 11, 2020 (the “Effective Date”), by and between Orthofix Medical Inc., a Delaware corporation (together with its direct and indirect subsidiaries, the “Company”), and Paul Gonsalves (the “Executive”).

CREDIT AGREEMENT among ORTHOFIX HOLDINGS, INC., as Borrower, and ORTHOFIX INTERNATIONAL N.V., COLGATE MEDICAL LIMITED, VICTORY MEDICAL LIMITED, SWIFTSURE MEDICAL LIMITED, ORTHOFIX UK LTD, AND THE DOMESTIC SUBSIDIARIES OF ORTHOFIX INTERNATIONAL N.V.,...
Credit Agreement • September 27th, 2006 • Orthofix International N V • Surgical & medical instruments & apparatus • New York

CREDIT AGREEMENT, dated as of September 22, 2006, among ORTHOFIX HOLDINGS, INC., a Delaware corporation (the “Borrower”), ORTHOFIX INTERNATIONAL N.V., a Netherlands Antilles corporation (the “Company”), COLGATE MEDICAL LIMITED, a company formed under the laws of England and Wales (“Colgate”), VICTORY MEDICAL LIMITED, a company formed under the laws of England and Wales (“Victory”), SWIFTSURE MEDICAL LIMITED, a company formed under the laws of England and Wales (“Swiftsure”), ORTHOFIX UK LTD, a company formed under the laws of England and Wales (“UK Ltd”), those Domestic Subsidiaries of the Company identified as a “Guarantor” on the signature pages hereto and such other Domestic Subsidiaries of the Company as may from time to time become a party hereto (together with Swiftsure and UK Ltd, each a “Subsidiary Guarantor” and, together with the Company, Colgate and Victory, the “Guarantors”), the several banks and other financial institutions as may from time to time become parties to this

INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 28th, 2019 • Orthofix Medical Inc. • Surgical & medical instruments & apparatus • Delaware

This Indemnification Agreement (this “Agreement”) is dated as of August 5, 2019, and effective as of immediately following the Effective Time (as defined below), by and between ORTHOFIX MEDICAL INC., a Delaware corporation, (the “Company”) and Jon C. Sebousek (the “Indemnitee”).

CREDIT AGREEMENT Dated as of August 31, 2015 among ORTHOFIX HOLDINGS, INC. and VICTORY MEDICAL LIMITED as Borrowers ORTHOFIX INTERNATIONAL N.V. AND CERTAIN OF ITS SUBSIDIARIES PARTY HERETO as Guarantors THE LENDERS FROM TIME TO TIME PARTY HERETO...
Credit Agreement • September 1st, 2015 • Orthofix International N V • Surgical & medical instruments & apparatus • New York

CREDIT AGREEMENT dated as of August 31, 2015 (as it may be amended or modified from time to time, this “Agreement”), among ORTHOFIX HOLDINGS, INC., a Delaware corporation (“U.S. Borrower”) and VICTORY MEDICAL LIMITED, a company formed under the laws of England and Wales (“Victory”), as Borrowers, the other Loan Parties party hereto, the Lenders party hereto from time to time, JPMORGAN CHASE BANK, N.A., as Administrative Agent, Swingline Lender and Issuing Bank and J.P. Morgan Securities LLC and BBVA Compass as Joint Lead Arrangers and Joint Bookrunners.

ORTHOFIX MEDICAL INC. CHANGE IN CONTROL AND SEVERANCE AGREEMENT
Change in Control and Severance Agreement • January 17th, 2024 • Orthofix Medical Inc. • Surgical & medical instruments & apparatus

This AGREEMENT (the “Agreement”) is made and entered into as of January 15, 2024 (the “Effective Date”), by and between Orthofix Medical Inc., a Delaware corporation (together with its direct and indirect subsidiaries, the “Company”), and Julie Andrews (the “Executive”).

ORTHOFIX MEDICAL INC. Stock Unit Grant Agreement COVER SHEET
Stock Unit Grant Agreement • April 16th, 2024 • Orthofix Medical Inc. • Surgical & medical instruments & apparatus • Delaware

Orthofix Medical Inc., a Delaware corporation (the “Company”), hereby grants to the Grantee named below, on the Grant Date set forth below, the specified number of Stock Units relating to shares of the Company’s common stock, par value $0.10 per share (the “Stock”), under the Plan, subject to the vesting schedule and terms and conditions set forth below (the “Award”). Additional terms and conditions of the Stock Units are set forth on this cover sheet, in the attached Stock Unit Grant Agreement (together, the “Agreement”), in the Company’s 2024 CLO Inducement Plan (as amended from time to time, the “Plan”), and in the Change in Control and Severance Agreement between the Company and the Grantee (the “CIC and Severance Agreement”). Capitalized terms used and not otherwise defined herein shall have the meanings attributed thereto in the Plan.

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ORTHOFIX MEDICAL INC. Nonqualified Stock Option Grant Agreement COVER SHEET
Nonqualified Stock Option Grant Agreement • April 16th, 2024 • Orthofix Medical Inc. • Surgical & medical instruments & apparatus • Delaware

Orthofix Medical Inc., a Delaware corporation (the “Company”), hereby grants to the Grantee named below, on the Grant Date set forth below, the right and option to purchase a specified number of shares of the Company’s common stock, par value $0.10 per share (the “Stock”) under the Plan, at the exercise price per share set forth below (the “Option Price”) (which Option Price is 100% of the Fair Market Value per share as of the Grant Date), subject to the vesting schedule and terms and conditions set forth below (the “Award”). Additional terms and conditions of the Option is set forth on this cover sheet, in the attached Nonqualified Stock Option Grant Agreement (together, the “Agreement”), and in the Company’s 2024 CLO Inducement Plan (as amended from time to time, the “Plan”) and in the Change in Control and Severance Agreement between the Company and the Grantee (the “CIC and Severance Agreement”). Capitalized terms used and not otherwise defined herein shall have the meanings attrib

LEASE AGREEMENT BETWEEN AR INDUSTRIAL NO. 1, LTD., AS LANDLORD, AND ORTHOFIX, INC., AS TENANT Dated February 10, 2009 PROJECT: TO BE CONTRUCTED LEWISVILLE, TEXAS
Lease Agreement • March 6th, 2023 • Orthofix Medical Inc. • Surgical & medical instruments & apparatus

This Lease Agreement (this "Lease") is entered into as of February , 2009, between AR INDUSTRIAL NO. 1, LTD., a Texas limited partnership ("Landlord"), and ORTHOFIX, INC., a Minnesota corporation ("Tenant").

ORTHOFIX MEDICAL INC.
Performance Stock Unit Agreement • April 16th, 2024 • Orthofix Medical Inc. • Surgical & medical instruments & apparatus

Orthofix Medical Inc., a Delaware corporation (the “Company”), hereby grants performance stock units (the “Performance Stock Units”) relating to shares of the Company’s common stock, par value $0.10 per share (the “Stock”) to the Grantee named below, subject to the achievement of performance goals and vesting conditions set forth below. Additional terms and conditions of the Performance Stock Units are set forth on this cover sheet and in the attached Performance Stock Unit Agreement (together, the “Agreement”), in the Company’s 2024 CLO Inducement Plan (as amended from time to time, the “Plan”), and in the Change in Control and Severance Agreement between the Company and the Grantee (the “CIC and Severance Agreement”).

AGREEMENT AND PLAN OF MERGER by and among BLACKSTONE MEDICAL, INC. SUMMIT DEVELOPMENT, INC., SPINAL KINETICS, INC.,
Agreement and Plan of Merger • April 30th, 2018 • Orthofix International N V • Surgical & medical instruments & apparatus • Delaware
Restricted Stock Grant Agreement under the Orthofix International N.V. Amended and Restated 2004 Long-Term Incentive Plan
Restricted Stock Grant Agreement • March 3rd, 2011 • Orthofix International N V • Surgical & medical instruments & apparatus • New York

This Restricted Stock Grant Agreement (the “Agreement”) is made this day of (the “Grant Date”) between Orthofix International N.V., a Curacao company (the “Company”), and the person signing this Agreement adjacent to the caption “Award Recipient” on the signature page hereof (the “Award Recipient”). Capitalized terms used and not otherwise defined herein shall have the meanings attributed thereto in the Orthofix International N.V. Amended and Restated 2004 Long-Term Incentive Plan, as amended (the “Plan”).

AMENDMENT #1 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • November 6th, 2009 • Orthofix International N V • Surgical & medical instruments & apparatus

This AMENDMENT #1 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Amendment”) is dated as of July 27, 2009, between Orthofix Inc., (the “Company”), and Bradley Mason (the “Executive”).

Nonqualified Stock Option Agreement under the Orthofix International N.V. Amended and Restated 2004 Long-Term Incentive Plan
Nonqualified Stock Option Agreement • July 7th, 2009 • Orthofix International N V • Surgical & medical instruments & apparatus • New York

This Option Agreement (the “Agreement”) is made this __ day of _________ 20__ (the “Grant Date”) between Orthofix International N.V., a Netherlands Antilles company (the “Company”), and the person signing this Agreement adjacent to the caption “Optionee” on the signature page hereof (the “Optionee”). Capitalized terms used and not otherwise defined herein shall have the meanings attributed thereto in the Orthofix International N.V. Amended and Restated 2004 Long-Term Incentive Plan (the “Plan”).

FORM OF INDEMNIFICATION AGREEMENT
Form of Indemnification Agreement • January 5th, 2023 • Orthofix Medical Inc. • Surgical & medical instruments & apparatus • Delaware

This Indemnification Agreement (this “Agreement”) is dated as of the 5th day of January, 2023, by and between ORTHOFIX MEDICAL INC., a Delaware corporation, (the “Company”) and [Name] (the “Indemnitee”).

ORTHOFIX MEDICAL INC. AMENDED AND RESTATED 2012 LONG-TERM INCENTIVE PLAN Stock Unit Grant Agreement COVER SHEET
Stock Unit Grant Agreement • November 8th, 2023 • Orthofix Medical Inc. • Surgical & medical instruments & apparatus • Delaware

Orthofix Medical Inc., a Delaware corporation (the “Company”), hereby grants to the Award Recipient named below, on the Grant Date set forth below, the specified number of Stock Units relating to shares of the Company’s common stock, par value $0.10 per share (the “Stock”) under the Plan, subject to the vesting schedule and terms and conditions set forth below (the “Award”). Additional terms and conditions of the Stock Units are set forth on this cover sheet, in the attached Stock Unit Grant Agreement (together, the “Agreement”), and in the Company’s Amended and Restated 2012 Long-Term Incentive Plan (as amended from time to time, the “Plan”). Capitalized terms used and not otherwise defined herein shall have the meanings attributed thereto in the Plan.

Nonqualified Stock Option Agreement under the Orthofix International N.V. Amended and Restated 2004 Long-Term Incentive Plan
Option Agreement • October 15th, 2008 • Orthofix International N V • Surgical & medical instruments & apparatus • New York

This Option Agreement (the “Agreement”) is made this 14th day of October 2008 (the “Grant Date”) between Orthofix International N.V., a Netherlands Antilles company (the “Company”), and the person signing this Agreement adjacent to the caption “Optionee” on the signature page hereof (the “Optionee”). Capitalized terms used and not otherwise defined herein shall have the meanings attributed thereto in the Orthofix International N.V. Amended and Restated 2004 Long-Term Incentive Plan (the “Plan”).

Inducement Grant Nonqualified Stock Option Agreement
Inducement Grant Nonqualified Stock Option Agreement • May 10th, 2011 • Orthofix International N V • Surgical & medical instruments & apparatus • New York

This Option Agreement (the “Agreement”) is made this 1st day of April, 2011 (the “Grant Date”) between Orthofix International N.V., a Curacao company (the “Company”), and the person signing this Agreement adjacent to the caption “Optionee” on the signature page hereof (the “Optionee”).

Employee Nonqualified Stock Option Agreement under the Orthofix International N.V.
Nonqualified Stock Option Agreement • March 31st, 2015 • Orthofix International N V • Surgical & medical instruments & apparatus • Texas

This Employee Nonqualified Stock Option Agreement (the “Agreement”) is made this day of 20 (the “Grant Date”) between Orthofix International N.V., a Curacao company (the “Company”), and the person signing this Agreement adjacent to the caption “Optionee” on the signature page hereof (the “Optionee”). Capitalized terms used and not otherwise defined herein shall have the meanings attributed thereto in the Orthofix International N.V. 2012 Long-Term Incentive Plan (the “Plan”).

Among
Acquisition Agreement • January 8th, 2004 • Orthofix International N V • Surgical & medical instruments & apparatus • California
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