Exhibit 10.1 MEDVEST HOLDINGS CORPORATION STOCKHOLDERS AGREEMENT THIS STOCKHOLDERS AGREEMENT (this "AGREEMENT") is made as of May 21, 2003, by and among MedVest Holdings Corporation, an Ohio corporation (the "COMPANY"), OEP MedVest LLC, a Delaware...Stockholders Agreement • February 13th, 2004 • Medvest Holdings Corp • Surgical & medical instruments & apparatus • Ohio
CREDIT AGREEMENTCredit Agreement • February 13th, 2004 • Medvest Holdings Corp • Surgical & medical instruments & apparatus • New York
ARTICLE I AMENDMENTS TO CREDIT AGREEMENTCredit Agreement • February 13th, 2004 • Medvest Holdings Corp • Surgical & medical instruments & apparatus • New York
Article I Definitions and Interpretations...................................... ................................1 1.1 Definitions.............................. ............................................................1 1.2 Interpretatio...Purchase Agreement • February 13th, 2004 • Medvest Holdings Corp • Surgical & medical instruments & apparatus • New York
MEDEX, INC.Medvest Holdings Corp • February 13th, 2004 • Surgical & medical instruments & apparatus • New York
RECAPITALIZATION AGREEMENT DATED AS OF APRIL 21, 2003Recapitalization Agreement • February 13th, 2004 • Medvest Holdings Corp • Surgical & medical instruments & apparatus • Ohio
Exhibit 4.4 EXCHANGE AND REGISTRATION RIGHTS AGREEMENT Dated as of May 21, 2003Exchange and Registration Rights Agreement • February 13th, 2004 • Medvest Holdings Corp • Surgical & medical instruments & apparatus • New York
MEDEX, INC.Severance and Non-Compete Agreement • February 13th, 2004 • Medvest Holdings Corp • Surgical & medical instruments & apparatus • Ohio
BACKGROUNDManagement Services Agreement • February 13th, 2004 • Medvest Holdings Corp • Surgical & medical instruments & apparatus • Illinois
Exhibit 10.3 MEDVEST HOLDINGS CORPORATION REGISTRATION AGREEMENT THIS AGREEMENT (this "AGREEMENT") is made as of May 21, 2003, by and among MedVest Holdings Corporation, an Ohio corporation (the "COMPANY"), OEP MedVest LLC, a Delaware limited...Medvest Holdings Corporation Registration Agreement • February 13th, 2004 • Medvest Holdings Corp • Surgical & medical instruments & apparatus • Ohio
AGREEMENT AND PLAN OF MERGER AMONG SMITHS MEDICAL HOLDCO LIMITED, FOREST ACQUISITION CORP., MEDVEST HOLDINGS CORPORATION, CERTAIN PRINCIPAL STOCKHOLDERS OF THE COMPANY AND OEP MEDVEST LLC, AS REPRESENTATIVE OF THE COMPANY STOCKHOLDERS DECEMBER 5, 2004Agreement and Plan of Merger • April 12th, 2005 • Medvest Holdings Corp • Surgical & medical instruments & apparatus • Illinois
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of December 5, 2004 by and among Smiths Medical Holdco Limited, a company formed under the laws of England and Wales (“Parent”), Forest Acquisition Corp., an Ohio corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), MedVest Holdings Corporation, an Ohio corporation (the “Company”), each of the individual Company Stockholders (as hereafter defined) signatories to this Agreement (collectively, the “Principal Company Stockholders”) and OEP MedVest LLC, a Delaware limited liability company (the “Representative”), on behalf of the Company Stockholders.
SERVICE AGREEMENT entered into by and between Medex GmbHService Agreement • April 12th, 2005 • Medvest Holdings Corp • Surgical & medical instruments & apparatus
On the date of execution of this Agreement Dr. Landsberg is appointed managing director of the Company. To the extent as provided below in Article 9.1, this Agreement shall regulate the employment relationship between the Company and Dr. Landsberg.
Smiths Medical Holdco LimitedMedvest Holdings Corp • April 12th, 2005 • Surgical & medical instruments & apparatus
JAMES G. CONNELLY II GARRETT CAPITAL ADVISORS 1541 HERITAGE COURT LAKE FOREST, IL 60045 Dominick Arena June 14, 2003 Chief Executive Officer, President Medex, Inc. 6250 Shier-Ring Road Dublin, Ohio 43016-1295 Dear Dominick: This letter confirms our...Medvest Holdings Corp • February 13th, 2004 • Surgical & medical instruments & apparatus
This letter confirms our conversation and mutual agreement for Medex, Inc. (Medex) to engage Garrett Capital Advisors (GCA), and GCA to accept such engagement, to provide general business consulting services to Medex, Inc. Medex and GCA work together to determine the services required and how they will be delivered.
Smiths Medical Holdco LimitedMedvest Holdings Corp • April 12th, 2005 • Surgical & medical instruments & apparatus
Smiths Medical Holdco LimitedMedvest Holdings Corp • April 12th, 2005 • Surgical & medical instruments & apparatus
Smiths Medical Holdco LimitedMedvest Holdings Corp • April 12th, 2005 • Surgical & medical instruments & apparatus
