SUBORDINATED NOTE AGREEMENT $4,000,000 in aggregate principal amount of Subordinated Notes Due 2009Subordinated Note Agreement • September 16th, 2004 • Seracare Life Sciences Inc • Pharmaceutical preparations • California
This Subordinated Note Agreement dated as of September 14, 2004 is entered into among SeraCare Life Sciences, Inc., a California corporation (the “Company”), the persons named on the signature pages hereof (together with their respective successors and assigns, each a “Noteholder” and collectively the “Noteholders”) and David Barrett Inc., a California corporation, as Administrative Agent for the Noteholders (the “Agent”). The parties hereto agree as follows:
ALLONGE TO LOAN AGREEMENTAllonge to Loan Agreement • September 16th, 2004 • Seracare Life Sciences Inc • Pharmaceutical preparations
THIS ALLONGE TO LOAN AGREEMENT (the “Allonge”) made and entered into as of the 15th day of August, 2002, between Commerce Bank & Trust Company, a Massachusetts trust company with a principal place of business at 386 Main Street, Worcester, Massachusetts (hereinafter “Lender”) and Boston Biomedica, Inc. of 375 West Street, West Bridgewater, Massachusetts (hereinafter “Borrower”) is firmly affixed to and made a part of a certain Loan Agreement of the Borrower entered into with the Lender dated as of March 31, 2000 (hereinafter “Loan Agreement”).
NOTESeracare Life Sciences Inc • September 16th, 2004 • Pharmaceutical preparations
FOR VALUE RECEIVED, the undersigned, Boston Biomedica, Inc., a corporation organized pursuant to the laws of the Commonwealth of Massachusetts with a principal place of business at 375 West Street, West Bridgewater, Massachusetts (hereinafter called the “Borrower”), promises to pay to
ASSUMPTION AND MODIFICATION AGREEMENTAssumption and Modification Agreement • September 16th, 2004 • Seracare Life Sciences Inc • Pharmaceutical preparations • Massachusetts
This ASSUMPTION AND MODIFICATION AGREEMENT (the “Agreement”) is between COMMERCE BANK & TRUST COMPANY, a Massachusetts banking corporation having an office at 386 Main Street, Worcester, Massachusetts 01608 (the “Lender”) and SERACARE LIFE SCIENCES, INC., a California corporation having its principal place of business at 1935 Avenida del Oro, Suite F, Oceanside, California 92056 (the “New Borrower”).
LOAN AGREEMENTLoan Agreement • September 16th, 2004 • Seracare Life Sciences Inc • Pharmaceutical preparations
AGREEMENT entered into this 31st day of March, 2000 by and between Boston Biomedica, Inc., a corporation organized pursuant to the laws of the Commonwealth of Massachusetts with a principal place of business at 375 West Street, West Bridgewater, Massachusetts (“Borrower”) and COMMERCE BANK & TRUST COMPANY, a Massachusetts banking corporation with a principal place of business at 386 Main Street, Worcester, Massachusetts (“Lender”).
AGREEMENTAgreement • September 16th, 2004 • Seracare Life Sciences Inc • Pharmaceutical preparations • Massachusetts
THIS AGREEMENT, effective this 27th day of March, 2003 (the “Effective Date”), is between COMMERCE BANK & TRUST COMPANY (the “Bank”), a Massachusetts banking corporation with a principal place of business at 386 Main Street, Worcester, Massachusetts, and BOSTON BIOMEDICA, INC., a Massachusetts corporation with a principal place of business at 375 West Street, West Bridgewater, Massachusetts (the “Borrower”).
REVOLVING/TERM CREDIT AND SECURITY AGREEMENT among SERACARE LIFE SCIENCES, INC. as the Borrower THE LENDERS HEREIN NAMED UNION BANK OF CALIFORNIA, N.A. as the Administrative Agent and BROWN BROTHERS HARRIMAN & CO. as the Collateral Agent Dated as of...Credit and Security Agreement • September 16th, 2004 • Seracare Life Sciences Inc • Pharmaceutical preparations • California
THIS REVOLVING/TERM CREDIT AND SECURITY AGREEMENT, dated as of September 14, 2004, among SERACARE LIFE SCIENCES, INC., a California corporation (the “Borrower”), as the borrower, each lender whose name is set forth on the signature pages of this Agreement and each lender that may hereafter become a party to this Agreement pursuant to Section 10.6(c) hereof (collectively, the “Lenders” and individually, a “Lender”), UNION BANK OF CALIFORNIA, N.A, as the Administrative Agent, and BROWN BROTHERS HARRIMAN & CO., as the Collateral Agent.
MORTGAGE AND SECURITY AGREEMENTMortgage and Security Agreement • September 16th, 2004 • Seracare Life Sciences Inc • Pharmaceutical preparations
Boston Biomedica, Inc., a corporation organized pursuant to the laws of the Commonwealth of Massachusetts with a principal place of business at 375 West Street, West Bridgewater, Massachusetts (the “Mortgagor”), for consideration paid, hereby grants to Commerce Bank & Trust Company, a trust company organized pursuant to Massachusetts General Laws, Chapter 172, with a principal place of business at 386 Main Street, Worcester, Worcester County, Massachusetts, (the “Mortgagee”), with MORTGAGE COVENANTS, to secure the payment of Two Million Nine Hundred Thousand and 00/100($2,900,000.00) Dollars with interest and any other charges thereon payable as provided in the Mortgagor’s Note of even date (the “Note”), to secure the payment and performance of all covenants and agreements contained herein and any other instruments securing said Note, (hereafter the “Loan Documents”), and also to secure the payment of any and all liabilities (as hereafter defined) of the Mortgagor to the Mortgagee, the
