Confidentiality, Non-Competition and Non-Solicitation Agreement by and between Zimmer GmbH and Didier Deltort dated as of June 28, 2018

For purposes of this Agreement, "Parent" means an entity which is a holding company of or holds a controlling interest in Zimmer, Inc. ("Company" or "ZINC"); "Affiliate" means a subsidiary of Company or the Parent of Company or a company over which Company or any holding company of Company has control, including but not limited to Employer; and the definition of each of Company; Parent and Affiliates, includes any of their successors-in-interest, including, but not limited to, ZINC.

Company, Parent and the Affiliates (collectively, and each individually "Zimmer Biomet Group") are part of the global holdings of Zimmer Biomet Holdings, Inc., a publicly traded corporation incorporated under the laws of the state of Delaware, U.S.A., the primary purpose of which is to serve as the umbrella entity for ZINC. Zimmer Biomet Group is engaged in the design, development, manufacture, distribution, and sale of musculoskeletal healthcare products and solutions, including orthopedic medical and/or oral rehabilitation devices, products, and services.

By virtue of his position as President EMEA and General Manager of the Employer and his particular responsibilities for the markets of Germany, UK, France, Italy, Spain and Switzerland and the overall responsibility for the EMEA Regions, the Employee has been and will be granted access and introduced to major customers of Zimmer Biomet Group in Europe, Middle East and Africa and will be prominently involved in strategic decision making processes, including but not limited to strategic acquisitions, product development, business and marketing strategies as well as price strategies and similar measures, restructuring projects, etc. Therefore, Zimmer Biomet Group has an imminent interest to protect this information, know-how and its business secrets throughout the term of the Employee's employment and for a certain period after its termination has taken effect.

Confidentiality

As used herein, "Confidential Information" shall include, but not be limited to, all business, trade, and technical information of Zimmer Biomet Group, and of any third party, whether patentable or not, which is of a confidential, trade secret and/or proprietary character and which is either developed by Employee (alone or with others) or to which Employee has had access during his employment with the Zimmer Biomet Group.

Confidential Information includes, without limitation, the following:

Employee shall not at any time during the continuance of his employment with the Zimmer Biomet Group or at any time thereafter directly or indirectly use for his own purposes or for any purposes other than those of the Zimmer Biomet Group, record, divulge, disclose or communicate to any person, company, business entity or other organization or, through any failure to exercise due care and diligence, cause any unauthorized disclosure of, any trade secrets or Confidential Information except as may be necessary for the proper performance of Employee's duties or as may be specifically authorized in writing by the Employer.

Employee will notify Employer in writing of any circumstances which may constitute unauthorized disclosure, transfer, or use of Confidential Information. Employee will use best efforts to protect Confidential Information from unauthorized disclosure, transfer, or use. Employee will implement and abide by all procedures adopted by the Zimmer Biomet Group to prevent unauthorized disclosure, transfer, or use of Confidential Information.

Upon termination of his employment with the Zimmer Biomet Group (for whatever reason), and at any other time at Employer's request, Employee shall, without retaining any copies or other record thereof, deliver to Employer or any person Employer may nominate each and every document and all other material of whatever nature in the possession or under the control of Employee containing or relating directly or indirectly to any Confidential Information.

The confidentiality undertaking set forth in this Section 1 shall cease to apply to any information which shall become available to the public generally otherwise than through the default of Employee.

Non-Competition, Non-Solicitation

Employee shall not, for as long as he remains an employee of the Zimmer Biomet Group and during a period of 18 months from the taking effect of the termination of his employment with the Zimmer Biomet Group ("Non-Competition Period"), alone, or jointly with, or as manager, agent for, or employee of any person or as a shareholder, directly or indirectly carry on or be engaged, concerned or interested in any business competitive to the business of Zimmer Biomet Group with an effect in Switzerland, the European Community and the EFTA States or any other country for which Employee possesses and will possess knowledge of Confidential Information. Without limiting the generality of the foregoing, the non-compete undertaking set forth in this Section 2.1 shall apply to any product competing with the Zimmer Biomet Group's product lines and in particular but not limited to products of Johnson & Johnson (DePuy, Synthes), Stryker, Smith & Nephew, Mathys, Lima, Wright Medical, Tornier and Exactech, including their respective affiliates and subsidiaries, assignees, and successors (also as a consequence of de-mergers or spin-offs). The Employee acknowledges and agrees that the making available of Confidential Information to competitors of Zimmer Biomet Group will considerably harm Zimmer Biomet Group's business.

Employee shall not during the Non-Competition Period (i) solicit, induce or attempt to induce any person who is an employee of the Zimmer Biomet Group to leave the Zimmer Biomet Group or to engage in any business that competes with the Zimmer Biomet Group; (ii) hire or assist in the hiring of any person who is an employee of the Zimmer Biomet Group to work for any business that competes with the Zimmer Biomet Group, or (iii) solicit, induce or attempt to induce any person or company that is a customer of the Zimmer Biomet Group to discontinue or modify its customer relationship with the Zimmer Biomet Group.

Non-Competition Period Payments

To the extent Employee is unable to obtain employment consistent with Employee's training and education solely because of the provisions of this Agreement, the following terms will apply upon expiration of any severance benefits to which Employee is otherwise eligible to receive ("Non-Competition Period Payments"):

In the event of Employee's breach, Employee agrees that Employee will still be bound by all of the provisions set forth in this Agreement, including, but not limited to, the non-competition, non-solicitation, non-disparagement and non-disclosure covenants, until the end of the Non-Competition Period. Zimmer Biomet Group reserves the right to release Employee from Employee's non-competition obligations set forth in this Agreement during the Non-Competition Period respecting a notice period of six (6) months after which Employer's payment obligations under this Section 3 shall cease immediately and Employee shall not be entitled to any Non-Competition Period Payment or other compensation.

Remedies

For each violation of the covenants set forth in Section 1 and/or 2, Employee shall pay to Employer or, at Employer's instruction, any other affiliate of the Zimmer Biomet Group, and amount corresponding to 50% of the Employee's last annual salary at the time of Employee's termination (inclusive of bonus payments, extra compensation and any other employee benefits) as liquidated damages, plus such additional damages as may be incurred by Employer and/or any other affiliate of

the Zimmer Biomet Group. The payment of this sum shall not operate as a waiver of the above obligations. Employer and/or any other affiliate of the Zimmer Biomet Group shall, in addition to all other damages, be entitled to obtain a court's order for specific performance, as well as adequate injunctive relief or any other adequate judicial measure, to immediately stop such violation.

To the extent that Employee breaches any provision of this Agreement during the Non-Competition Period and/or fails to timely submit the written account required by Section 3, Employer reserves, in addition to all other relief to which Employer shall be entitled, the right to cease making any Non-Competition Period Payments.

Miscellaneous

This Agreement constitutes and expresses the entire agreement between the Parties pertaining to the subject matter contained herein and supersedes all prior and contemporaneous oral or written agreements, representations, understandings and the like between the Parties.

This Agreement may not be modified, amended, altered or supplemented, in whole or in part, except by a written agreement signed by the Parties.

If any provision of this Agreement is found by any competent authority to be void, invalid or unenforceable, such provision shall be deemed to be deleted from this Agreement and the remaining provisions of this Agreement shall continue in full force. In this event, the Agreement shall be construed, and, if necessary, amended in a way to give effect to, or to approximate, or to achieve a result which is as close as legally possible to the result intended by the provision hereof determined to be void, illegal or unenforceable.

Waiver

Governing Law and Jurisdiction

This Agreement shall be governed by, interpreted and construed in accordance with the substantive laws of Switzerland.

The ordinary courts and the domicile of Employer competent shall have exclusive jurisdiction of all disputes arising out of or in connection with this Agreement.

/s/ Guillaume Génin                

/s/ Asif Hussain

Guillaume Génin

Asif Hussain

Vice President,

Vice President,

Associate General Counsel, EMEA

Human Resources, EMEA