TERMINATION LETTER
TERMINATION LETTER
June 30, 2022
BY ELECTRONIC MAIL
0000 Xxxxx Xxxx Xxxx, Xxxxx 000
Yardley, PA 19067
Attn: Xxxxxxx Xxxxxx, Chief Legal Officer
Re: Termination of Stockholders’ Agreement
Dear Xx. Xxxxxx:
Reference is hereby made to that certain Stockholders’ Agreement, dated as of October 2, 2017 (the “Stockholders’ Agreement”), by and among OptiNose, Inc. (the “Company”) and the Avista Investors (as defined in the Stockholders’ Agreement). The Company and the Avista Investors are each referred to herein by name or, collectively, as the “Parties.”
Pursuant to Section 4.3 of the Stockholders’ Agreement, the Parties hereby terminate the Stockholders’ Agreement in its entirety, effective immediately.
If this letter agreement correctly reflects the Parties’ mutual understanding and agreement, please so indicate by signing below.
Sincerely,
AVISTA CAPITAL PARTNERS II, LP
By: Avista Capital Partners XX XX, LLC, as
general partner
By: /s/ Xxx Xxxxxxx
Name: Xxx Xxxxxxx
Title: GC
AVISTA CAPITAL PARTNERS
(OFFSHORE) II, LP
By: Avista Capital Partners XX XX, LLC, as
general partner
By: /s/ Xxx Xxxxxxx
Name: Xxx Xxxxxxx
Title: GC
AVISTA CAPITAL PARTNERS
(OFFSHORE) II-A, LP
By: Avista Capital Partners XX XX, LLC, as
general partner
By: /s/ Xxx Xxxxxxx
Name: Xxx Xxxxxxx
Title: GC
Agreed and Acknowledged:
/s/ Xxxxxxx X. Xxxxxx
Name: Xxxxxxx X. Xxxxxx
Title: Chief Legal Officer
