0000950131-00-003771 Sample Contracts

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AGREEMENT AND PLAN OF MERGER by and among NOVARTIS AG,
Agreement and Plan of Merger • June 6th, 2000 • Wesley Jessen Visioncare Inc • Ophthalmic goods • Delaware
May 10, 2000
Confidentiality Agreement • June 6th, 2000 • Wesley Jessen Visioncare Inc • Ophthalmic goods • New York

In connection with discussions between Wesley Jessen VisionCare, Inc. ("WJ") and CIBA Vision Corporation ("CIBA") regarding the possibility of entering into a business transaction with each other, each of us may need to review certain of the other party's non-public information regarding such party. As a condition for the disclosure of such information to each other, WJ and CIBA each agree, as set forth below, to treat confidentially all such information, all materials containing such information which the disclosing party or its directors, officers, employees, affiliates, prospective capital or financing sources, advisors or other representatives (hereinafter referred to collectively as a party's "Representatives") furnish or cause to be furnished, and all materials prepared by the disclosing party or its Representatives using, incorporating or relating to such information (collectively, such information and materials are referred to hereinafter as that party's "Information and Evalua

WESLEY JESSEN CORPORATION 333 EAST HOWARD AVENUE DES PLAINES, ILLINOIS 60018-5903 TELEPHONE 847-294-3000
Merger Agreement • June 6th, 2000 • Wesley Jessen Visioncare Inc • Ophthalmic goods
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