0001193125-11-141730 Sample Contracts

AGREEMENT AND PLAN OF MERGER Dated as of May 16, 2011, among STRYKER CORPORATION OWL ACQUISITION CORPORATION and ORTHOVITA, INC.
Merger Agreement • May 16th, 2011 • Orthovita Inc • Surgical & medical instruments & apparatus • Delaware
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TENDER AND VOTING AGREEMENT
Tender and Voting Agreement • May 16th, 2011 • Orthovita Inc • Surgical & medical instruments & apparatus • Delaware

TENDER AND VOTING AGREEMENT (this “Agreement”), dated as of May 16, 2011 by and among Stryker Corporation, a Michigan corporation (“Parent”), Owl Acquisition Corporation, a Delaware corporation and direct or indirect wholly-owned subsidiary of Parent (“Merger Sub”), and Essex Woodlands Health Ventures Fund VII, L.P., a shareholder (“Shareholder”), of Orthovita, Inc., a Pennsylvania corporation (the “Company”).

TENDER AND VOTING AGREEMENT
Tender and Voting Agreement • May 16th, 2011 • Orthovita Inc • Surgical & medical instruments & apparatus • Delaware

TENDER AND VOTING AGREEMENT (this “Agreement”), dated as of May 16, 2011 by and among Stryker Corporation, a Michigan corporation (“Parent”), Owl Acquisition Corporation, a Delaware corporation and direct or indirect wholly-owned subsidiary of Parent (“Merger Sub”), and [ ], a shareholder (“Shareholder”), of Orthovita, Inc., a Pennsylvania corporation (the “Company”).

AMENDMENT NO.1 TO WARRANT
Warrant Amendment • May 16th, 2011 • Orthovita Inc • Surgical & medical instruments & apparatus • New York

WHEREAS, the Company has issued certain warrants to purchase shares of its common stock, par value $0.01 per share (the “Common Stock”), pursuant to the Company’s Senior Secured Note and Warrant Purchase Agreement, dated as of July 30, 2007 (“Note and Warrant Purchase Agreement”), by and among the Company, LB I, as Purchaser, and LB I, as Collateral Agent;

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