SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN INTEGRA LIFESCIENCES HOLDINGS CORPORATION AND SEASPINE HOLDINGS CORPORATION DATED AS OF JUNE 30, 2015Separation and Distribution Agreement • July 1st, 2015 • SeaSpine Holdings Corp • Surgical & medical instruments & apparatus • Delaware
This Separation and Distribution Agreement (this “Agreement”) is dated as of June 30, 2015, by and between Integra LifeSciences Holdings Corporation, a Delaware corporation (“Integra”), and SeaSpine Holdings Corporation, a Delaware corporation and an indirect, wholly owned subsidiary of Integra (“SeaSpine” and, together with Integra, the “Parties”).
EMPLOYEE MATTERS AGREEMENT BY AND BETWEEN INTEGRA LIFESCIENCES HOLDINGS CORPORATION AND SEASPINE HOLDINGS CORPORATION DATED AS OF JULY 1, 2015Employee Matters Agreement • July 1st, 2015 • SeaSpine Holdings Corp • Surgical & medical instruments & apparatus • Delaware
This Employee Matters Agreement (the “Agreement”) is entered into as of July 1, 2015, by and between Integra LifeSciences Holdings Corporation, a Delaware corporation (“Integra”), and SeaSpine Holdings Corporation, a Delaware corporation (“SeaSpine”), each a “Party” and together, the “Parties.”
MOZAIK SUPPLY AGREEMENT (Integra as Supplier)Mozaik Supply Agreement • July 1st, 2015 • SeaSpine Holdings Corp • Surgical & medical instruments & apparatus • New Jersey
This Supply Agreement (“Agreement”) sets forth the terms and conditions under which Integra LifeSciences Corporation (“Integra”) contracts with SeaSpine Orthopedics Corporation (“SeaSpine” and together with Integra, the “Parties”) to provide the products set forth on Exhibit A (the “Products”) on a non-exclusive basis at the prices set forth herein.
MICROFIB SUPPLY AGREEMENT (Integra as Supplier)Microfib Supply Agreement • July 1st, 2015 • SeaSpine Holdings Corp • Surgical & medical instruments & apparatus • New Jersey
This Supply Agreement (“Agreement”) sets forth the terms and conditions under which Integra LifeSciences Corporation (“Integra”) contracts with SeaSpine Orthopedics Corporation (“SeaSpine” and together with Integra, the “Parties”) to provide the products set forth on Exhibit A (each individually, a “Microfib Product” and collectively, the “Microfib Products”) on a non- exclusive basis at the prices set forth herein.
DBM AND OS SUPPLY AGREEMENT (SeaSpine as Supplier)DBM and Os Supply Agreement • July 1st, 2015 • SeaSpine Holdings Corp • Surgical & medical instruments & apparatus • New Jersey
This Supply Agreement (“Agreement”) sets forth the terms and conditions under which SeaSpine Orthopedics Corporation (“SeaSpine”) contracts with Integra LifeSciences Corporation (“Integra” and together with SeaSpine, the “Parties”) to provide the products set forth on Exhibit A-1 (each an “OS Product” and collectively, the “OS Products”) and the products set forth on Exhibit A-2 (each a “DBM Product” and collectively, the “DBM Products”) on a non-exclusive basis at the prices set forth herein. Each DBM Product and OS Product is also referred to herein as a “Product” and collectively as the “Products”.
TAX MATTERS AGREEMENTTax Matters Agreement • July 1st, 2015 • SeaSpine Holdings Corp • Surgical & medical instruments & apparatus • Delaware
This TAX MATTERS AGREEMENT (this “Agreement”), is made and entered into as of July 1, 2015, by and between INTEGRA LIFESCIENCES HOLDINGS CORPORATION, a Delaware corporation (“Integra”), and SEASPINE HOLDINGS CORPORATION, a Delaware corporation (“Spinco”). All capitalized terms not otherwise defined shall have the meanings set forth in Article I.
TRANSITION SERVICES AGREEMENTTransition Services Agreement • July 1st, 2015 • SeaSpine Holdings Corp • Surgical & medical instruments & apparatus • Delaware
THIS TRANSITION SERVICES AGREEMENT (this “Agreement”) is made and entered into as of July 1, 2015, by and between Integra LifeSciences Holdings Corporation, a Delaware corporation (“Provider”) and SeaSpine Holdings Corporation, a Delaware corporation (“Recipient”) (Provider and Recipient are referred to individually as a “Party”, and collectively as the “Parties”).
