Common use of Stockholder Obligation Several and Not Joint Clause in Contracts

Stockholder Obligation Several and Not Joint. The obligations of each Stockholder hereunder shall be several and not joint, and no Stockholder shall be liable for any breach of the terms of this Agreement by any other Stockholder. Further, Parent and Merger Sub agree that no Stockholder will be liable for claims, losses, damages, liabilities or other obligations of, or incurred by, the Company resulting from the Company’s breach of the Merger Agreement except to the extent that breach of such Stockholder’s obligations hereunder was also involved in such breach by the Company. The parties are executing this Agreement on the date set forth in the introductory clause. PARENT: XXX XXXXX AND COMPANY By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Chairman and Chief Executive Officer MERGER SUB: BALD EAGLE ACQUISITION CORPORATION By: /s/ Xxxxxxx Xxxxxxxxx Name: Xxxxxxx Xxxxxxxxx Title: President The parties are executing this Agreement on the date set forth in the introductory clause. STOCKHOLDER: BAY CITY CAPITAL FUND V, L.P. By: Bay City Capital Management V LLC, Its General Partner By: Bay City Capital LLC, Its Manager By: /s/ Xxxx Craves Name: Xxxx Craves Title: Managing Director Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 BAY CITY CAPITAL FUND V CO-INVESTMENT FUND, L.P. By: Bay City Capital Management V LLC, Its General Partner By: Bay City Capital LLC, Its Manager By: /s/ Xxxx Craves Name: Xxxx Craves Title: Managing Director Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 BAY CITY CAPITAL, LLC By: /s/ Xxxx Craves Xxxx Craves, Manager Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 Schedule A Name of Stockholders Shares of Company Common Stock Company Stock Options Company RSUs Bay City Capital Fund V, L.P. 3,441,075 N/A N/A Bay City Capital Fund V Co-Investment Fund, L.P. 65,572 N/A N/A Bay City Capital LLC 6,000 38,688 3,000

Stockholder Obligation Several and Not Joint. The obligations of each Stockholder hereunder shall be several and not joint, and no Stockholder shall be liable for any breach of the terms of this Agreement by any other Stockholder. Further, Parent and Merger Mxxxxx Sub agree that no Stockholder will be liable for claims, losses, damages, liabilities or other obligations of, or incurred by, the Company resulting from the Company’s breach of the Merger Agreement except to the extent that breach of such Stockholder’s obligations hereunder was also involved in such breach by the Company. The parties are executing this Agreement on the date set forth in the introductory clause. PARENT: XXX XXXXX EXX LXXXX AND COMPANY By: /s/ Xxxxx Dxxxx X. Xxxxx Name: Xxxxx Dxxxx X. Xxxxx Title: Chairman Chair and Chief Executive Officer MERGER SUB: BALD EAGLE YOSEMITE FALLS ACQUISITION CORPORATION By: /s/ Pxxxxx X. Xxxxxxx Xxxxxxxxx Name: Pxxxxx X. Xxxxxxx Xxxxxxxxx Title: President The parties are executing this Agreement on the date set forth in the introductory clause. STOCKHOLDERSTOCKHOLDERS: BAY CITY CAPITAL FUND V, L.P. By: Bay City Capital Management V LLC, Its General Partner By: Bay City Capital LLC, Its Manager NXXX X. XXXXXXXX By: /s/ Xxxx Craves Nxxx X. Xxxxxxxx Name: Xxxx Craves Title: Managing Director Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 BAY CITY CAPITAL FUND V CO-INVESTMENT FUND, L.P. By: Bay City Capital Management V LLC, Its General Partner By: Bay City Capital LLC, Its Manager Nxxx X. Xxxxxxxx 1510789 ONTARIO INC. By: /s/ Xxxx Craves Nxxx X. Xxxxxxxx Name: Xxxx Craves Title: Managing Director Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 BAY CITY CAPITAL, LLC Nxxx X. Fxxxxxxx XXXXXXXX XXXXX IN TRUST By: /s/ Xxxx Craves Xxxx Craves, Manager AddressPxxxxxxx Xxxxx Name: 000 Xxxxxxx Xxxxxx, Pxxxxxxx Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 [Signature Page to Tender and Support Agreement] Schedule A Name of Stockholders Stockholder Shares of Company Common Stock Company PSUs Company Stock Options Company RSUs Bay City Capital Fund V, L.P. 3,441,075 N/A N/A Bay City Capital Fund V Co-Investment Fund, L.P. 65,572 N/A N/A Bay City Capital LLC 6,000 38,688 3,0001510789 Ontario Inc. 233,171 0 0 Pxxxxxxx Xxxxx in Trust 358 0 0 Nxxx X. Xxxxxxxx 3,023,045 6,062 169,491

Stockholder Obligation Several and Not Joint. The obligations of each Stockholder hereunder shall be several and not joint, and no Stockholder shall be liable for any breach of the terms of this Agreement by any other Stockholder. Further, Parent and Merger Sub agree that no Stockholder will be liable for claims, losses, damages, liabilities or other obligations of, or incurred by, the Company resulting from the Company’s breach of the Merger Agreement except to the extent that breach of such Stockholder’s obligations hereunder was also involved in such breach by the Company. The parties are executing this Agreement on the date set forth in the introductory clause. PARENT: XXX XXXXX AND COMPANY Byby: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Chairman and Chief Executive Officer MERGER SUB: BALD EAGLE ACQUISITION CORPORATION Byby: /s/ Xxxxxxx Xxxxxxxxx Name: Xxxxxxx Xxxxxxxxx Title: President [Signature Page to Tender and Support Agreement] The parties are executing this Agreement on the date set forth in the introductory clause. STOCKHOLDER: BAY CITY CAPITAL FUND V, L.P. By: Its Bay City Capital Management V LLC, Its General Partner By: Its Bay City Capital LLC, Its Manager By: /s/ Xxxx Craves Name: Xxxx Craves Title: Managing Director Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 BAY CITY CAPITAL FUND V CO-INVESTMENT FUND, L.P. By: Its Bay City Capital Management V LLC, Its General Partner By: Its Bay City Capital LLC, Its Manager By: /s/ Xxxx Craves Name: Xxxx Craves Title: Managing Director Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 BAY CITY CAPITAL, LLC By: /s/ Xxxx Craves Xxxx Craves, Manager Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 [Signature Page to Tender and Support Agreement] Schedule A Name of Stockholders Shares of Company Common Stock Company Stock Options Company RSUs Bay City Capital Fund V, L.P. 3,441,075 N/A N/A Bay City Capital Fund V Co-Investment Fund, L.P. 65,572 N/A N/A Bay City Capital LLC 6,000 38,688 3,000

Stockholder Obligation Several and Not Joint. The obligations of each Stockholder hereunder shall be several and not joint, and no Stockholder shall be liable for any breach of the terms of this Agreement by any other Stockholder. Further, Parent and Merger Sub agree that no Stockholder will be liable for claims, losses, damages, liabilities or other obligations of, or incurred by, the Company resulting from the Company’s breach of the Merger Agreement except to the extent that breach of such Stockholder’s obligations hereunder was also involved in such breach by the Company. The parties are executing this Agreement on the date set forth in the introductory clause. PARENT: XXX XXXXX AND COMPANY ByCOMPANY, as Parent by: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Chairman Chairman, President and Chief Executive Officer MERGER SUB: BALD EAGLE BOWFIN ACQUISITION CORPORATION ByCORPORATION, as Merger Sub by: /s/ Xxxxxx X. Xxxxxxx Xxxxxxxxx Name: Xxxxxx X. Xxxxxxx Xxxxxxxxx Title: President The parties are executing this Agreement on the date set forth in the introductory clause. STOCKHOLDER: BAY CITY AISLING CAPITAL FUND VIII, L.P. By: Bay City Capital Management V LLC, Its General Partner By: Bay City Capital LLC, Its Manager LP By: /s/ Xxxx Craves Xxxxxx Xxxxxx Name: Xxxx Craves Xxxxxx Xxxxxx Title: Managing Director Address: Chief Financial Officer Aisling Capital III, L.P. 000 Xxxxxxx Xxxxxx, 00xx Xxxxx 000 Xxx XxxxxxxxxXxxx, XX 00000 BAY CITY CAPITAL FUND V CO-INVESTMENT FUNDAttn: Xxxxx Xxxx Fax: 000 000 0000 Email: xxxxx@xxxxxxxxxxxxxx.xxx and Aisling Capital III, L.P. By: Bay City Capital Management V LLC, Its General Partner By: Bay City Capital LLC, Its Manager By: /s/ Xxxx Craves Name: Xxxx Craves Title: Managing Director Address: 000 Xxxxxxx Xxxxxx, 00xx Xxxxx 000 Xxx XxxxxxxxxXxxx, XX 00000 BAY CITY CAPITAL, LLC ByAttn: /s/ Xxxx Craves Xxxx Craves, Manager AddressChief Financial Officer Fax: 000 000 0000 Email: xxxxxxx@xxxxxxxxxxxxxx.xxx with a copy (which does not constitute notice) to: XxXxxxxxx Will & Xxxxx LLP 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxxxxx Xxx XxxxxxxxxXxxx, XX 00000 00000-0000 Attn: Xxxx Finger Fax: 000 000 0000 Email: xxxxxxx@xxx.xxx Schedule A Name of Stockholders Shares of Company Common Stock Company Stock Options Company RSUs Bay City Aisling Capital Fund VIII, L.P. 3,441,075 LP 2,038,920 N/A N/A Bay City Capital Fund V Co-Investment Fund, L.P. 65,572 N/A N/A Bay City Capital LLC 6,000 38,688 3,000A

Stockholder Obligation Several and Not Joint. The obligations of each Stockholder hereunder shall be several and not joint, and no Stockholder shall be liable for any breach of the terms of this Agreement by any other Stockholder. Further, Parent and Merger Xxxxxx Sub agree that no Stockholder will be liable for claims, losses, damages, liabilities or other obligations of, or incurred by, the Company resulting from the Company’s breach of the Merger Agreement except to the extent that breach of such Stockholder’s obligations hereunder was also involved in such breach by the Company. Parent and Xxxxxx Sub agree that no Stockholder shall be liable in his, her or its capacity as a stockholder of the Company for claims, losses, damages, expenses, liabilities or obligations arising under the Merger Agreement. Notwithstanding anything to the contrary in this Agreement, this Agreement may only be enforced against, and any claim or cause of action based upon, or arising under, this Agreement may only be brought against, the persons that are expressly named as parties hereto and their respective successors and assigns. The parties are executing this Agreement on the date set forth in the introductory clause. PARENT: XXX XXXXX AND COMPANY VIENNA PARENT CORPORATION, an Indiana corporation By: /s/ Xxxxx X. Xxxxx Xxxxxx Xxxxxxxxx Name: Xxxxx X. Xxxxx TitleXxxxxx Xxxxxxxxx Xxxxx: Chairman and Chief Executive Officer MERGER SUB: BALD EAGLE VIENNA ACQUISITION CORPORATION CORPORATION, a Delaware corporation By: /s/ Xxxxxxx Xxxxxx Xxxxxxxxx Name: Xxxxxxx Xxxxxx Xxxxxxxxx TitleXxxxx: President Chief Executive Officer The parties are executing this Agreement on the date set forth in the introductory clause. STOCKHOLDER: BAY CITY CAPITAL FUND VXxxx Capital, L.P. By: Bay City Capital Management V Xxxx Holding Company, LLC, Its General Partner By: Bay City Capital LLC, Its Manager as general partner By: /s/ Xxxxxx Xxxx Craves Name: Xxxxxx Xxxx Craves Title: Managing Director Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 BAY CITY CAPITAL FUND V CO-INVESTMENT FUND, L.P. By: Bay City Capital Management V LLC, Its General Partner By: Bay City Capital LLC, Its Manager By: /s/ Xxxx Craves Name: Xxxx Craves Title: Managing Director Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 BAY CITY CAPITAL, LLC By: /s/ Xxxx Craves Xxxx Craves, Manager Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 Schedule SCHEDULE A Name of Stockholders Stockholder Shares of Company Common Stock Company PSUs Company Stock Options Company RSUs Bay City Capital Fund VXxxx Capital, L.P. 3,441,075 N/A N/A Bay City Capital Fund V Co-Investment Fund, L.P. 65,572 N/A N/A Bay City Capital LLC 6,000 38,688 3,000437,774 0 0

Stockholder Obligation Several and Not Joint. The obligations of each Stockholder hereunder shall be several and not joint, and no Stockholder shall be liable for any breach of the terms of this Agreement by any other Stockholder. Further, Parent and Merger Xxxxxx Sub agree that no Stockholder will be liable for claims, losses, damages, liabilities or other obligations of, or incurred by, the Company resulting from the Company’s breach of the Merger Agreement except to the extent that breach of such Stockholder’s obligations hereunder was also involved in such breach by the Company. Parent and Xxxxxx Sub agree that no Stockholder shall be liable in his, her or its capacity as a stockholder of the Company for claims, losses, damages, expenses, liabilities or obligations arising under the Merger Agreement. Notwithstanding anything to the contrary in this Agreement, this Agreement may only be enforced against, and any claim or cause of action based upon, or arising under, this Agreement may only be brought against, the persons that are expressly named as parties hereto and their respective successors and assigns. The parties are executing this Agreement on the date set forth in the introductory clause. PARENT: XXX XXXXX AND COMPANY VIENNA PARENT CORPORATION, an Indiana corporation By: /s/ Xxxxx X. Xxxxx Xxxxxx Xxxxxxxxx Name: Xxxxx X. Xxxxx TitleXxxxxx Xxxxxxxxx Xxxxx: Chairman and Chief Executive Officer MERGER SUB: BALD EAGLE VIENNA ACQUISITION CORPORATION CORPORATION, a Delaware corporation By: /s/ Xxxxxxx Xxxxxx Xxxxxxxxx Name: Xxxxxxx Xxxxxx Xxxxxxxxx TitleXxxxx: President Chief Executive Officer The parties are executing this Agreement on the date set forth in the introductory clause. STOCKHOLDER: BAY CITY CAPITAL FUND V/s/ Xxxxxx Xxxxxxxxxx Xxxxxx Xxxxxxxxxx The parties are executing this Agreement on the date set forth in the introductory clause. STOCKHOLDER: QAR INDUSTRIES, L.P. By: Bay City Capital Management V LLC, Its General Partner By: Bay City Capital LLC, Its Manager INC. By: /s/ Xxxx Craves Xxxxxx Xxxxxxxxxx Name: Xxxx Craves Xxxxxx Xxxxxxxxxx Title: Managing Director Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 BAY CITY CAPITAL FUND V CO-INVESTMENT FUND, L.P. By: Bay City Capital Management V LLC, Its General Partner By: Bay City Capital LLC, Its Manager By: /s/ Xxxx Craves Name: Xxxx Craves Title: Managing Director Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 BAY CITY CAPITAL, LLC By: /s/ Xxxx Craves Xxxx Craves, Manager Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 Schedule President SCHEDULE A Name of Stockholders Stockholder Shares of Company Common Stock Vested Restricted Shares Company Stock Options QAR Industries, Inc. 498,884 0 0 Xxxxxx Xxxxxxxxxx 61,615 * 51,615 0 * Includes unvested shares of Company RSUs Bay City Capital Fund V, L.P. 3,441,075 N/A N/A Bay City Capital Fund V Co-Investment Fund, L.P. 65,572 N/A N/A Bay City Capital LLC 6,000 38,688 3,000Common Stock that are not eligible to be tendered. Schedule A

Stockholder Obligation Several and Not Joint. The obligations of each Stockholder hereunder shall be several and not joint, and no Stockholder shall be liable for any breach of the terms of this Agreement by any other Stockholder. Further, Parent and Merger Xxxxxx Sub agree that no Stockholder will be liable for claims, losses, damages, liabilities or other obligations of, or incurred by, the Company resulting from the Company’s breach of the Merger Agreement except to the extent that breach of such Stockholder’s obligations hereunder was also involved in such breach by the Company. The parties are executing this Agreement on the date set forth in the introductory clause. PARENT: XXX XXXXX AND COMPANY By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Chairman Chair and Chief Executive Officer MERGER SUB: BALD EAGLE XXXXXXX ACQUISITION CORPORATION By: /s/ Xxxxxx X. Xxxxxxx Xxxxxxxxx Name: Xxxxxx X. Xxxxxxx Xxxxxxxxx Title: President The parties are executing this Agreement on the date set forth in the introductory clause. STOCKHOLDER: BAY CITY RA CAPITAL FUND V, L.P. By: Bay City Capital Management V LLC, Its General Partner By: Bay City Capital LLC, Its Manager By: /s/ Xxxx Craves Name: Xxxx Craves Title: Managing Director Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 BAY CITY CAPITAL FUND V CO-INVESTMENT HEALTHCARE FUND, L.P. By: Bay City RA Capital Management V LLCHealthcare Fund GP, Its LLC Its: General Partner By: Bay City /s/ Xxxxxx Xxxx Name: Xxxxxx Xxxx Title: Manager The parties are executing this Agreement on the date set forth in the introductory clause. STOCKHOLDER: RA CAPITAL NEXUS FUND II, L.P. By: RA Capital LLCNexus Fund II GP, Its Manager LLC Its: General Partner By: /s/ Xxxxxx Xxxx Craves Name: Xxxxxx Xxxx Craves Title: Managing Director Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 BAY CITY CAPITAL, LLC By: /s/ Xxxx Craves Xxxx Craves, Manager Address: 000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 Schedule A Name of Stockholders Stockholder Shares of Company Common Stock Company Stock Options Company RSUs Bay City RA Capital Fund V, L.P. 3,441,075 N/A N/A Bay City Capital Fund V Co-Investment Healthcare Fund, L.P. 65,572 N/A N/A Bay City 7,070,205 RA Capital LLC 6,000 38,688 3,000Nexus Fund II, L.P. 786,407

Stockholder Obligation Several and Not Joint. The obligations of each Stockholder hereunder shall be several and not joint, and no Stockholder shall be liable for any breach of the terms of this Agreement by any other Stockholder. Further, Parent and Merger Mxxxxx Sub agree that no Stockholder will be liable for claims, losses, damages, liabilities or other obligations of, or incurred by, the Company resulting from the Company’s breach of the Merger Agreement except to the extent that breach of such Stockholder’s obligations hereunder was also involved in such breach by the Company. The parties are executing this Agreement on the date set forth in the introductory clause. PARENT: XXX XXXXX EXX LXXXX AND COMPANY By: /s/ Xxxxx Dxxxx X. Xxxxx Name: Xxxxx Dxxxx X. Xxxxx Title: Chairman Chair and Chief Executive Officer MERGER SUB: BALD EAGLE YOSEMITE FALLS ACQUISITION CORPORATION By: /s/ Pxxxxx X. Xxxxxxx Xxxxxxxxx Name: Pxxxxx X. Xxxxxxx Xxxxxxxxx Title: President The parties are executing this Agreement on the date set forth in the introductory clause. STOCKHOLDERSTOCKHOLDERS: BAY CITY CAPITAL FUND V, L.P. By: Bay City Capital Management V LLC, Its General Partner By: Bay City Capital LLC, Its Manager AXXXX XXXXXXX XXXXXX By: /s/ Xxxx Craves Name: Xxxx Craves Title: Managing Director Address: 000 Axxxx Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 BAY CITY CAPITAL FUND V CO-INVESTMENT FUND, L.P. By: Bay City Capital Management V LLC, Its General Partner By: Bay City Capital LLC, Its Manager Xxxxxx MANOR DREW INVESTMENTS INC. By: /s/ Xxxx Craves Axxxx Xxxxxxx Xxxxxx Name: Xxxx Craves TitleAxxxx Xxxxxxx Xxxxxx HXXXX XXXXXX By: Managing Director Address/s/ Hxxxx Xxxxxx AXXXX XXXXXX IN TRUST By: 000 /s/ Axxxx Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 BAY CITY CAPITALXxxxxx Name: Axxxx Xxxxxxx Xxxxxx SXXXXX HOLDINGS INC. By: /s/ Axxxx Xxxxxxx Xxxxxx Name: Axxxx Xxxxxxx Xxxxxx ANGLIAN HOLDINGS, LLC By: /s/ Xxxx Craves Xxxx Craves, Manager AddressAxxxx Xxxxxxx Xxxxxx Name: 000 Axxxx Xxxxxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxxxx, XX 00000 Xxxxxx Schedule A Name of Stockholders Stockholder Shares of Company Common Stock Company PSUs Company Stock Options Company RSUs Bay City Capital Fund VManor Drew Investments Inc. 4,268,605 0 0 Hxxxx Xxxxxx 313,884 0 0 Sxxxxx Holdings Inc. 4,035,655 0 0 Anglian Holdings, L.P. 3,441,075 N/A N/A Bay City Capital Fund V Co-Investment Fund, L.P. 65,572 N/A N/A Bay City Capital LLC 6,000 38,688 3,00071,744 0 0 Axxxx Xxxxxxx Xxxxxx 0 33,469 876,585