INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • March 17th, 2017 • Caladrius Biosciences, Inc. • Services-misc health & allied services, nec • Delaware
THIS INTEREST PURCHASE AGREEMENT (this “Agreement”), dated this 16th day of March, 2017 (the “Effective Date”), by and among CALADRIUS BIOSCIENCES, INC., a corporation incorporated under the laws of Delaware (“Caladrius”); PCT, LLC, A CALADRIUS COMPANY, a limited liability company organized under the laws of Delaware and currently a majority-owned subsidiary of Caladrius (“Company”); and HITACHI CHEMICAL CO. AMERICA, LTD., a corporation incorporated under the laws of New York and currently a minority owner of Company (“Purchaser” and, together with Caladrius and Company, the “Parties” and each a “Party”).
Support Agreement and Irrevocable ProxySupport Agreement • March 17th, 2017 • Caladrius Biosciences, Inc. • Services-misc health & allied services, nec • Delaware
This Support Agreement and Irrevocable Proxy (this “Agreement”) is entered into as of March 16, 2017, by and between HITACHI CHEMICAL CO. AMERICA, LTD., a New York corporation (“Purchaser”), and the undersigned stockholder (“Stockholder”) of CALADRIUS BIOSCIENCES, INC., a Delaware corporation (the “Company”). Terms not otherwise defined herein shall have the respective meanings ascribed to them in the Purchase Agreement (as defined below). If the terms of this Agreement conflict in any way with the provisions of the Purchase Agreement, then the provisions of the Purchase Agreement shall control.
