Sales PlanSales Plan • May 31st, 2006 • Estate of Howard S. Stern • Surgical & medical instruments & apparatus • New York
Sales Plan, dated as of the date set forth on the signature page (the “Sales Plan”), between Linda Stern (“Seller”) and Goldman, Sachs & Co. (“Broker”).
LOCK UP AGREEMENTLock Up Agreement • May 31st, 2006 • Estate of Howard S. Stern • Surgical & medical instruments & apparatus
The undersigned is an owner of record or beneficially, or a pledgee of, certain shares of common stock of the Company (“Common Stock”) or securities convertible into or exchangeable or exercisable for Common Stock. The Company proposes to carry out a public offering of Common Stock (the “Offering”) for which you will act as representatives (the “Representatives”) of the several underwriters (the “Underwriters”). The undersigned recognizes that the Offering will be of benefit to the undersigned and will benefit the Company by, among other things, raising additional capital for its operations. The undersigned acknowledges that you will be relying upon the representations and agreements of the undersigned contained in this letter in carrying out the Offering and in entering into underwriting arrangements with the Company with respect to the Offering (the “Underwriting Agreement”).
