CONFORMED COPY AMENDED AND RESTATED 364-DAY CREDIT AGREEMENTEdwards Lifesciences Corp • May 15th, 2001 • Services-commercial physical & biological research • New York
EXHIBIT 10.17 OPTION AGREEMENTOption Agreement • March 20th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research • Illinois
CONFORMED COPY AMENDMENT NO. 2, dated as of March 29, 2001 (this "Amendment"), to the FIVE YEAR CREDIT AGREEMENT dated as of March 30, 2000 (as amended, the "Credit Agreement") among EDWARDS LIFESCIENCES CORPORATION, a Delaware corporation (the...Credit Agreement • May 15th, 2001 • Edwards Lifesciences Corp • Services-commercial physical & biological research • New York
EXHIBIT 2 SHAREHOLDERS AGREEMENTShareholders Agreement • April 5th, 2001 • Edwards Lifesciences Corp • Services-commercial physical & biological research • New York
EXHIBIT 10.22 CONTRIBUTION AGREEMENTContribution Agreement • August 11th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research • New York
Exhibit 10.5 Employment Agreement for Michael A. Mussallem Edwards Lifesciences Corporation March 2000 ContentsEmployment Agreement • March 15th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research • Delaware
Edwards Lifesciences Corporation and Equiserve Trust Company, N.A. as Rights Agent Rights Agreement Dated as of March 31, 2000Rights Agreement • May 15th, 2003 • Edwards Lifesciences Corp • Services-commercial physical & biological research • Delaware
RIGHTS AGREEMENT, dated as of March 31, 2000 (the "Agreement"), between Edwards Lifesciences Corporation, a Delaware corporation (the "Company"), and Equiserve Trust Company, N.A., a federally chartered trust company (the "Rights Agent").
BY AND BETWEENTax Sharing Agreement • April 5th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research • Illinois
Exhibit 10.8 Chief Executive Officer Change-in-Control Severance Agreement Edwards Lifesciences Corporation March 2000 ContentsEdwards Lifesciences Corp • March 15th, 2000 • Services-commercial physical & biological research
andRights Agreement • April 5th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research
EXHIBIT 2.1 =================================================================== ============= AMENDED AND RESTATED ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 15th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research • New York
Exhibit 10.4 Change-in-Control Severance Agreement Edwards Lifesciences Corporation March 2000 ContentsEdwards Lifesciences Corp • March 15th, 2000 • Services-commercial physical & biological research
EXHIBIT 10.20 CONFORMED COPY ============================================================================== 364-DAY CREDIT AGREEMENTDay Credit Agreement • May 15th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research • New York
DRAFT: FEBRUARY 14, 2000 ----- REORGANIZATION AGREEMENT Dated as of March 15, 2000 by and between BAXTER INTERNATIONAL INC.Reorganization Agreement • February 18th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research • Illinois
Exhibit 10.13 CONFIDENTIALITY AGREEMENT THIS AGREEMENT entered into by and between ________________ having an address at _____________ ("RECIPIENT") and Edwards Lifescience Corporation, a Delaware corporation, having an address at _____________,...Confidentiality Agreement • February 18th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research
RELATING TOOption Agreement • April 5th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research • Illinois
EXHIBIT 10.4 CHANGE-IN-CONTROL SEVERANCE AGREEMENT Edwards Lifesciences Corporation April 2000 CONTENTSEdwards Lifesciences Corp • March 27th, 2001 • Services-commercial physical & biological research
EDWARDS LIFESCIENCES CORPORATION (a Delaware corporation) $600,000,000 4.300% Senior Notes due 2028 UNDERWRITING AGREEMENT Dated: June 6, 2018Underwriting Agreement • June 7th, 2018 • Edwards Lifesciences Corp • Orthopedic, prosthetic & surgical appliances & supplies • New York
EXHIBIT 1 SECURITIES PURCHASE AGREEMENT by and between EDWARDS LIFESCIENCES CORPORATION, PLC SYSTEMS INC.Securities Purchase Agreement • April 5th, 2001 • Edwards Lifesciences Corp • Services-commercial physical & biological research • New York
ARTICLE I DEFINITIONS -----------Tax Sharing Agreement • February 18th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research • Illinois
Exhibit 10.10 CONFIDENTIAL MATERIAL APPEARING IN THIS DOCUMENT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION IN ACCORDANCE WITH SECTION 24(B) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, AND RULE 24b-2...Services and Distribution Agreement • February 18th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research • Illinois
Chief Executive Officer Change-in-Control Severance Agreement Edwards Lifesciences Corporation As Amended and Restated March 30, 2009Control Severance Agreement • May 8th, 2009 • Edwards Lifesciences Corp • Orthopedic, prosthetic & surgical appliances & supplies
THIS AMENDED AND RESTATED CHIEF EXECUTIVE OFFICER CHANGE-IN-CONTROL SEVERANCE AGREEMENT (the "Restated Agreement") is made, entered into, and is effective this 30th day of March, 2009 (hereinafter referred to as the "Effective Date"), by and between Edwards Lifesciences Corporation (the "Company"), a Delaware corporation, and Michael A. Mussallem (the "Executive").
Edwards Lifesciences Corporation Long-Term Stock Incentive Compensation Program Global Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • February 14th, 2022 • Edwards Lifesciences Corp • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
THIS AGREEMENT, including any appendix for the Participant’s country (the “Non-U.S. Countries Additional Terms Appendix”), the appendix containing additional defined terms related to a change in control (the “Additional Defined Terms Appendix” and, together with the Non-U.S. Countries Additional Terms Appendix, the “Appendices”) and the Participant Restricted Stock Unit Statement attached to the front of this agreement (the “Statement”) sets forth the terms and conditions of the restricted stock unit (the “RSU”) granted by Edwards Lifesciences Corporation, a Delaware corporation (the “Company”), to the Participant named on the Statement, pursuant to the provisions of the Company’s Long-Term Stock Incentive Compensation Program (the “Program”). This agreement, the Appendices and the Statement shall be considered one agreement and are referred to herein as the “Agreement.”
Exhibit 10.11 FORM OF EMPLOYMENT AGREEMENT (NOTE: BEFORE SIGNING, PROSPECTIVE EMPLOYEES SHOULD READ THE FOLLOWING AGREEMENT IN ITS ENTIRETY, MAKE CERTAIN THAT THEY UNDERSTAND IT, AND IF DESIRED, REVIEW IT WITH THEIR ATTORNEYS AND ADVISORS.) In...Employment Agreement • January 21st, 2000 • CVG Controlled Inc • Services-commercial physical & biological research • Illinois
Separation Agreement Between Edwards Lifesciences Corporation and Stuart L. FosterEdwards Lifesciences Corp • May 9th, 2008 • Orthopedic, prosthetic & surgical appliances & supplies • California
This Agreement, (the "Agreement") is entered into by and between Edwards Lifesciences Corporation (together with its subsidiaries and affiliates, "Edwards") and Stuart L. Foster, Corporate Vice President, Critical Care and Vascular, of Edwards ("Executive").
AMENDED AND RESTATED FIVE YEAR CREDIT AGREEMENT dated as of September 29, 2006 among EDWARDS LIFESCIENCES CORPORATION as Borrower The Lenders Party Hereto JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN EUROPE LIMITED as London Agent...Five Year Credit Agreement • September 29th, 2006 • Edwards Lifesciences Corp • Orthopedic, prosthetic & surgical appliances & supplies • New York
AMENDED AND RESTATED FIVE YEAR CREDIT AGREEMENT dated as of September 29, 2006, among EDWARDS LIFESCIENCES CORPORATION, a Delaware corporation (the “Company”); the US BORROWERS (as defined herein); the SWISS BORROWERS (as defined herein); the JAPANESE BORROWERS (as defined herein) (the Company, the US Borrowers, the Swiss Borrowers and the Japanese Borrowers being collectively called the “Borrowers”); the LENDERS from time to time party hereto; JPMORGAN CHASE BANK, N.A., as Administrative Agent; J.P. MORGAN EUROPE LIMITED, as London Agent; MIZUHO CORPORATE BANK, LTD., as the Tokyo Agent; BANK OF AMERICA, N.A., as Syndication Agent; and THE BANK OF TOKYO — MITSUBISHI UFJ, LTD., MIZUHO CORPORATE BANK, LTD., SUNTRUST BANK and WACHOVIA BANK, N.A., each as Documentation Agent.
Amended and Restated Employment Agreement for Michael A. Mussallem Edwards Lifesciences Corporation March 30, 2009Employment Agreement • May 8th, 2009 • Edwards Lifesciences Corp • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Restated Agreement") is made, entered into, and is effective as of the 30th day of March 2009 (the "Effective Date"), by and between Edwards Lifesciences Corporation, a Delaware corporation (the "Company"), and Michael A. Mussallem (the "Executive").
FIVE YEAR CREDIT AGREEMENT dated as of July 15, 2022 among EDWARDS LIFESCIENCES CORPORATION, as a Borrower CERTAIN SUBSIDIARIES, as Borrowers BANK OF AMERICA, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A., as Syndication Agent MORGAN STANLEY...Five Year Credit Agreement • July 21st, 2022 • Edwards Lifesciences Corp • Orthopedic, prosthetic & surgical appliances & supplies • New York
FIVE YEAR CREDIT AGREEMENT dated as of July 15, 2022, among EDWARDS LIFESCIENCES CORPORATION, a Delaware corporation (the “Company”); the other US BORROWERS (as defined herein); the SWISS BORROWERS (as defined herein); the JAPANESE BORROWERS (as defined herein); the SINGAPORE BORROWERS (as defined herein); the ADDITIONAL FOREIGN BORROWERS (as defined herein) (the Company, the other US Borrowers, the Swiss Borrowers, the Japanese Borrowers, the Singapore Borrowers and the Additional Foreign Borrowers being collectively called the “Borrowers”); the LENDERS from time to time party hereto; and BANK OF AMERICA, N.A., as Administrative Agent.
Edwards Lifesciences Corporation Restricted Stock AgreementRestricted Stock Agreement • February 14th, 2022 • Edwards Lifesciences Corp • Orthopedic, prosthetic & surgical appliances & supplies
You have been selected to be a Participant in the Edwards Lifesciences Corporation 2020 Nonemployee Directors Stock Incentive Program (the “Program”), as specified below:
EXHIBIT 10.18 JAPAN DISTRIBUTION AGREEMENT dated as of April 1, 2000 by and between BAXTER LIMITEDJapan Distribution Agreement • April 5th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research • Illinois
Edwards Lifesciences Corporation Long-Term Stock Incentive Compensation Program Global Nonqualified Stock Option Award AgreementNonqualified Stock Option Award Agreement • February 14th, 2022 • Edwards Lifesciences Corp • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
THIS AGREEMENT, including any appendix for the Participant’s country (the “Non-U.S. Countries Additional Terms Appendix”), the appendix containing additional defined terms (the “Additional Defined Terms Appendix” and, together with the Non-U.S. Countries Additional Terms Appendix, the “Appendices”) and the Participant Stock Option Statement attached to the front of this agreement (the “Statement”), sets forth the terms and conditions of the nonqualified stock option (the “Option”) granted by Edwards Lifesciences Corporation, a Delaware corporation (the “Company”), to the Participant named on the Statement, pursuant to the provisions of the Company’s Long-Term Stock Incentive Compensation Program (the “Program”). This agreement, the Appendices and the Statement shall be considered one agreement and are referred to herein as the “Agreement.”
AMENDMENT TO CHANGE-IN-CONTROL SEVERANCE AGREEMENTControl Severance Agreement • May 9th, 2012 • Edwards Lifesciences Corp • Orthopedic, prosthetic & surgical appliances & supplies
This Amendment (this "Amendment") to the Change-In-Control Severance Agreement by and between EDWARDS LIFSCIENCES CORPORATION, a Delaware corporation (the "Company"), and (the "Executive") dated , as amended (the "Agreement"), is made, entered into, and effective as of March 28, 2012.
CONFORMED COPY AMENDMENT NO. 1, dated as of June 30, 2000 (this "AMENDMENT"), to the FIVE YEAR CREDIT AGREEMENT dated as of March 30, 2000 (the "FIVE YEAR CREDIT AGREEMENT"), among EDWARDS LIFESCIENCES CORPORATION, a Delaware corporation (the...Year Credit Agreement • August 11th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research • New York
WITNESSETH:Tokumei Kumiai Agreement • April 5th, 2000 • Edwards Lifesciences Corp • Services-commercial physical & biological research
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • February 27th, 2012 • Edwards Lifesciences Corp • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This Indemnification Agreement, dated as of (this "Agreement"), is entered into by and between Edwards Lifesciences Corporation, a Delaware corporation (together with its subsidiaries, the "Company"), and (the "Indemnitee").
