W I T N E S S E T HSupplemental Indenture • February 16th, 2001 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • New York
EXHIBIT 10.17 PSS World Medical, Inc. 4345 Southpoint Boulevard Jacksonville, Florida 32216 March 21, 2001 Mr. Patrick C. Kelly 1091 Ponte Vedra Boulevard Ponte Vedra Beach, Florida 32082 Dear Patrick: This letter will memorialize our agreement with...PSS World Medical Inc • June 27th, 2001 • Wholesale-medical, dental & hospital equipment & supplies • Florida
Exhibit 10.1 FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is made and entered into as of this 28th day of June, 2001, among PSS WORLD MEDICAL, INC., a Florida corporation ("Borrower"), the...Credit Agreement • July 3rd, 2001 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • Georgia
ANDCredit Agreement • February 23rd, 1999 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • New York
Exhibit 10.18 Employment AGREEMENT This EMPLOYMENT Agreement (this "Agreement") is made and entered into this 7th day of January, 2002 by and between PSS World Medical, Inc., a Florida corporation (hereinafter, the "Company" which term shall include...Employment Agreement • February 11th, 2002 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • Florida
EXHIBIT 10.15 PSS World Medical, Inc. 4345 Southpoint Boulevard Jacksonville, Florida 32216 Mr. Frederick E. Dell 4644 Swilcan Bridge Lane South Jacksonville, Florida 32224 October 11, 2000 Dear Gene: This letter will memorialize our agreement with...PSS World Medical Inc • June 27th, 2001 • Wholesale-medical, dental & hospital equipment & supplies • Florida
EMPLOYMENT AGREEMENTEmployment Agreement • July 9th, 1998 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • Florida
Exhibit 10.16a AMENDMENT to LEVEL 3 EMPLOYMENT AGREEMENT This AMENDMENT (the "Amendment"), effective as of April 17, 2000, by and between PSS World Medical, Inc., a Florida corporation (the "Company"), and the officer of the Company whose signature...Employment Agreement • August 13th, 2001 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies
BACKGROUND ----------Employment Agreement • June 26th, 2003 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • Florida
EXHIBIT 2 VOTING AGREEMENT ---------------- THIS VOTING AGREEMENT, dated as of December 14, 1997 (this "Agreement"), is made and entered into by and among Physician Sales & Service, Inc., a Florida corporation ("PSS") and the other parties signatory...Voting Agreement • December 24th, 1997 • Physician Sales & Service Inc /Fl/ • Wholesale-medical, dental & hospital equipment & supplies • Delaware
AGREEMENT AND PLAN OF MERGER BY AND AMONG PHYSICIAN SALES & SERVICE, INC., PSS MERGER CORP., AND GULF SOUTH MEDICAL SUPPLY, INC. Dated as of December 14, 1997Agreement and Plan of Merger • January 22nd, 1998 • Physician Sales & Service Inc /Fl/ • Wholesale-medical, dental & hospital equipment & supplies • Delaware
BY AND AMONGAgreement and Plan of Merger • January 3rd, 1997 • Physician Sales & Service Inc /Fl/ • Wholesale-medical, dental & hospital equipment & supplies • Georgia
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 28th, 2012 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • New York
PSS World Medical, Inc., a Florida corporation (the “Issuer”), proposes to issue and sell to Credit Suisse Securities (USA) LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated (together, the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated February 16, 2012 (the “Purchase Agreement”), $250,000,000 aggregate principal amount of its 6.375% Senior Notes due 2022 (the “Initial Securities”) to be unconditionally guaranteed (the “Guarantees”) by each of the Issuer’s existing subsidiaries listed on Schedule B to the Purchase Agreement (the “Guarantors” and together with the Issuer, the “Company”). The Initial Securities will be issued pursuant to an Indenture, dated as of February 24, 2012, (the “Indenture”) among the Issuer, the Guarantors named therein and U.S. Bank National Association, as trustee (the “Trustee”). As an inducement to the Initial Purchasers, the Company agrees with the Initial Purchasers, for the benefit of the holders of the Initial Secu
EXHIBIT 10.16 PSS World Medical, Inc. 4345 Southpoint Boulevard Jacksonville, Florida 32216 February 1, 2001 Mr. Kirk Zambetti 3693 E. Wexford Hollow Jacksonville, FL 32224 Dear Kirk: This letter will memorialize our agreement with respect to the...PSS World Medical Inc • June 27th, 2001 • Wholesale-medical, dental & hospital equipment & supplies • Florida
EXHIBIT 10.18 JOINDER AGREEMENT JOINDER AGREEMENT dated as of December 28, 2000, among PSS WORLD MEDICAL, INC., a Florida corporation (the "Borrower"), each Domestic Subsidiary of a credit party listed on the signature page hereto (each, a "New...Joinder Agreement • February 16th, 2001 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • New York
Exhibit 10.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 30th, 2002 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • New York
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 7th, 2012 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • Florida
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 14th day of September, 2012 by and between PSS World Medical, Inc., a Florida corporation (hereinafter, the “Company” which term shall include the Company’s other subsidiaries, affiliates and successors), and Joshua H. DeRienzis (hereinafter, “Executive”). This Agreement amends and restates the Employment Agreement between the parties dated as of February 19, 2008, as most recently amended as of December 31, 2008 (the “Original Agreement”).
BACKGROUND ----------Employment Agreement • June 26th, 2003 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • Florida
BACKGROUND ----------Employment Agreement • June 26th, 2003 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • Florida
ARTICLE IShareholder Protection Rights Agreement • April 22nd, 1998 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • Florida
EMPLOYMENT AGREEMENTEmployment Agreement • June 15th, 2005 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • Florida
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and effective this 1st day of April, 1998 by and between PSS WORLD MEDICAL, INC., a Florida corporation (hereinafter, the “Company” which term shall include the Company’s other subsidiaries, affiliates and successors), and JEFFREY H. ANTHONY, (hereinafter, “Executive”).
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 9th, 1996 • Physician Sales & Service Inc /Fl/ • Wholesale-medical, dental & hospital equipment & supplies • Florida
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 11th, 2009 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies
THIS AMENDMENT (the “Amendment”), effective as of December 31, 2008, by and between PSS World Medical, Inc., a Florida corporation (the “Company”), and Jeffrey H. Anthony (“Executive”), amends that certain Employment Agreement, dated as of April 17, 2000, by and between the Company and Executive, as heretofore amended (the “Agreement”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENT John SasenEmployment Agreement • February 11th, 2009 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • Florida
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 30th day of December, 2008 by and between PSS WORLD MEDICAL, INC., a Florida corporation (hereinafter, the “Company” which term shall include the Company’s other subsidiaries, affiliates and successors), and JOHN F. SASEN, SR., (hereinafter, “Executive”). This Agreement amends and restates the Employment Agreement between the parties dated as of April 1, 1998 (the “Original Employment Agreement”).
AMENDMENT to LEVEL 3 EMPLOYMENT AGREEMENTEmployment Agreement • June 15th, 2005 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies
THIS AMENDMENT (the “Amendment”), effective as of April 17, 2000, by and between PSS World Medical, Inc., a Florida corporation (the “Company”), and the officer of the Company whose signature appears below (“Executive”), amends that certain Employment Agreement, dated as of the date indicated below, by and between the Company and Executive, as heretofore amended (the “Employment Agreement”).
Exhibit 10.13a AMENDMENT TO EMPLOYMENT AGREEMENT with DAVID A. SMITH This AMENDMENT (the "Amendment"), effective as of April 17, 2000, by and between PSS World Medical, Inc., a Florida corporation (the "Company"), and David A. Smith ("Executive"),...Employment Agreement • June 27th, 2001 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies
Exhibit 10.1a AMENDMENT TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 20th, 2002 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies
AGREEMENT AND PLAN OF MERGER among MCKESSON CORPORATION, PALM MERGER SUB, INC., and PSS WORLD MEDICAL, INC. Dated as of October 24, 2012Agreement and Plan of Merger • October 25th, 2012 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • Florida
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 24, 2012, among MCKESSON CORPORATION, a Delaware corporation (“Parent”), PALM MERGER SUB, INC., a Florida corporation and a direct wholly owned Subsidiary of Parent (“Merger Sub”), and PSS WORLD MEDICAL, INC., a Florida corporation (“Company”).
N O N S T A T U T O R Y S T O C K O P T I O N C E R T I F I C A T E Non- transferable G R A N T TO (“Optionee”) the right to purchase from PSS World Medical, Inc. (the “Company”) shares of its Common Stock, par value $0.01, at the price of $ per share...PSS World Medical Inc • November 7th, 2012 • Wholesale-medical, dental & hospital equipment & supplies
pursuant to and subject to the provisions of the PSS World Medical, Inc. 2006 Incentive Plan (the “Plan”) and to the terms and conditions set forth on the following page (the “Terms and Conditions”). By accepting the Option, Optionee shall be deemed to have agreed to the terms and conditions set forth in this Award Certificate and the Plan. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Plan.
EXHIBIT 3 STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (this "Agreement") is made and entered into as of December 14, 1997, by and between Gulf South Medical Supply, Inc., a Delaware corporation ("Issuer"), and Physician Sales & Service, Inc., a...Stock Option Agreement • December 24th, 1997 • Physician Sales & Service Inc /Fl/ • Wholesale-medical, dental & hospital equipment & supplies • Delaware
PSS World Medical, Inc. Registration Rights AgreementRegistration Rights Agreement • March 9th, 2004 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • New York
PSS WORLD MEDICAL, INC., a Florida corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) its 2.25% Convertible Senior Notes due 2024 (the “Securities”). As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company agrees with the Purchasers for the benefit of Holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
P E R F O R M AN C E – A C C E L E R A T E D R E S T R I C T E D S T O C K A W A R D A G R E E M E N TPSS World Medical Inc • August 8th, 2007 • Wholesale-medical, dental & hospital equipment & supplies
pursuant to and subject to the provisions of the PSS World Medical, Inc. 2006 Incentive Plan (the “Plan”) and to the terms and conditions set forth on the following page (the “Terms and Conditions”). By accepting the Shares, Grantee shall be deemed to have agreed to the terms and conditions set forth in this Agreement and the Plan.
PSS WORLD MEDICAL, INC. as Issuer AND U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of August 4, 2008 3.125% Convertible Senior Notes due 2014Indenture • August 6th, 2008 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • New York
INDENTURE dated as of August 4, 2008 between PSS World Medical, Inc., a Florida corporation, as issuer (hereinafter sometimes called the “Company,” as more fully set forth in Section 1.01) and U.S. Bank National Association, a national banking association, as trustee (hereinafter sometimes called the “Trustee,” as more fully set forth in Section 1.01).
AMENDMENT NO. 2 to EMPLOYMENT AGREEMENTEmployment Agreement • June 15th, 2005 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies
THIS AMENDMENT NO. 2 (the “Amendment”), effective as of June 16, 2000, by and between PSS World Medical, Inc., a Florida corporation (the “Company”), and Edward D. Dienes (“Executive”), amends that certain Employment Agreement, dated as of April 1, 1998, by and between the Company and Executive, as heretofore amended (the “Employment Agreement”).
SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 7th, 2005 • PSS World Medical Inc • Wholesale-medical, dental & hospital equipment & supplies • Georgia
THIS SIXTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is made and entered into as of this 30th day of June, 2005, among PSS World Medical, Inc., a Florida corporation (“PSS”), Gulf South Medical Supply, Inc., a Delaware corporation (“Gulf South”), Physician Sales & Service Limited Partnership, a Florida limited partnership (“PSS LP”), and WorldMed Shared Services, Inc., a Florida corporation (“WorldMed”; PSS, Gulf South, PSS LP and WorldMed are referred to hereinafter each individually as a “Borrower” and collectively as “Borrowers”), PSS Holding, Inc., a Florida corporation (“PSS Holding”), PSS Service, Inc., a Florida corporation (“PSS Service”), Physician Sales & Service, Inc., a Florida corporation (“Physician Sales & Service”), ProClaim, Inc., a Tennessee corporation (“ProClaim”), Ancillary Management Solutions, Inc., a Tennessee corporation (“Ancillary”), and ThriftyMed, Inc., a Florida corporation (“ThriftyMed”; PSS Holding, PSS Service, Physician Sales & Service, Highpoin
