TENDER AND SUPPORT AGREEMENTTender and Support Agreement • March 20th, 2019 • Smith & Nephew PLC • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of March 12, 2019, is entered into by and among Smith & Nephew Consolidated, Inc., a Delaware corporation (“Parent”); Papyrus Acquisition Corp., a Maryland corporation and an indirect wholly owned Subsidiary of Parent (“Sub”); and the undersigned stockholders of Osiris Therapeutics, Inc., a Maryland corporation (the “Company”) set forth on Schedule A hereto (each, a “Stockholder”). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
MUTUAL CONFIDENTIAL DISCLOSURE AGREEMENTMutual Confidential Disclosure Agreement • March 20th, 2019 • Smith & Nephew PLC • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
THIS MUTUAL CONFIDENTIAL DISCLOSURE AGREEMENT (“Agreement”) is effective this 12th day of July, 2018 (“Effective Date”) by and between OSIRIS THERAPEUTICS, INC. having an address at 7015 Albert Einstein Drive, Columbia, Maryland 21046 (“Osiris”) and Smith & Nephew, Inc. with an address located at 1450 E. Brooks Road, Memphis, TN 38116 (“Smith & Nephew”). The parties agree as follows:
