C. R. Bard, Inc. $500,000,000 3.000% Notes due 2026 UNDERWRITING AGREEMENT May 4, 2016 Merrill Lynch, Pierce, Fenner & Smith Incorporated Barclays Capital Inc. J.P. Morgan Securities LLCUnderwriting Agreement • May 9th, 2016 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New York
CREDIT AGREEMENT dated as of October 12, 2011 C. R. BARD, INC. J.P. MORGAN SECURITIES LLC and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Joint Lead Arrangers and Joint Bookrunners JPMORGAN CHASE BANK, N.A., as Administrative Agent BANK OF...Credit Agreement • October 26th, 2011 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New York
CREDIT AGREEMENT dated as of October 12, 2011, between C. R. BARD, INC., the LENDERS party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 4th, 2008 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of March 10, 2008, is entered into by and among Specialized Health Products International, Inc., a Delaware corporation (the “Company”), Pelican Acquisition Sub Co., a Delaware corporation (“Merger Sub”), and C. R. Bard, Inc., a New Jersey corporation (“Parent”).
AGREEMENTAgreement • May 8th, 2003 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
AGREEMENT by and between C. R. BARD, INC., a New Jersey corporation (the "Corporation"), and Scott T. Lowry (the "Executive"), dated as of the 16th day of April , 2003.
ARTICLE I PURCHASE AND SALE OF STOCK AND ASSETS 1.1 Stock; Assets; Liabilities. (a) Stock Purchase. Upon the terms and subject to the conditions of this Agreement, at the Closing: (i) Seller shall sell to Buyer or one or more of its Designees, and...Stock and Asset Purchase Agreement • October 16th, 1998 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • Massachusetts
EXHIBIT 10x AGREEMENT10x Agreement • March 31st, 1999 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
Form of Stock Option AgreementForm of Stock Option Agreement • March 1st, 2007 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
AGREEMENT (the “Agreement”) dated DATE (the “Grant Date”) providing for the grant of a stock option and limited stock appreciation right by C. R. Bard, Inc., a New Jersey corporation (the “Corporation”), to «Name_FirstLast» of «CITY», «STATE», an employee of the Corporation or a Subsidiary (the “Employee”):
AGREEMENTAgreement • February 24th, 2011 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
This agreement (the “Agreement”), by and between C. R. BARD, INC., a domestic corporation organized and existing under the laws of the State of New Jersey (the “Corporation”), and (the “Executive”), is hereby effective as of , 20 .
ContractOption Agreement • July 29th, 2005 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
OPTION AGREEMENT dated this day of , providing for the granting of an option by C. R. Bard, Inc., a New Jersey corporation (the “Corporation”), to of , a non-employee director of the Corporation (the “Optionee”);
EXHIBIT 10y AGREEMENT10y Agreement • March 31st, 1999 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
ContractAgreement • February 28th, 2005 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
AGREEMENT (the “Agreement”) dated DATE (the “Grant Date”) providing for the grant of a stock option by C. R. Bard, Inc., a New Jersey corporation (the “Corporation”), to NAME of CITY/STATE, an employee of the Corporation or a Subsidiary (the “Employee”):
AMENDMENT NO. 2 Dated as of November 18, 2014 to CREDIT AGREEMENT Dated as of October 12, 2011Credit Agreement • February 18th, 2015 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New York
THIS AMENDMENT NO. 2 (this “Amendment”) is made as of November 18, 2014 by and among C. R. Bard, Inc., a New Jersey corporation (the “Borrower”), the financial institutions listed on the signature pages hereof and JPMorgan Chase Bank, N.A., as Administrative Agent (the “Administrative Agent’), under that certain Credit Agreement dated as of October 12, 2011 by and among the Borrower, the Lenders from time to time party thereto and the Administrative Agent (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Credit Agreement.
Exhibit 10aa AGREEMENT10aa Agreement • March 27th, 1997 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
DEFERRED COMPENSATION CONTRACT DEFERRAL OF DIRECTORS’ FEES C. R. BARD, INC. (AS AMENDED AND RESTATED)Deferred Compensation Contract • July 29th, 2005 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
THIS AGREEMENT made this day of , 2005, by and between C. R. BARD, INC., a New Jersey corporation (the “Corporation”) and residing at , (the “Director”).
C. R. BARD, INC. and WELLS FARGO BANK, NATIONAL ASSOCIATION, AS TRUSTEE FOURTH SUPPLEMENTAL INDENTURE Dated as of May 18, 2017 To the Indenture dated as of December 20, 2010 4.400% Notes due 2021Fourth Supplemental Indenture • May 23rd, 2017 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New York
THIS FOURTH SUPPLEMENTAL INDENTURE (this “Fourth Supplemental Indenture”) is entered into as of May 18, 2017 between C. R. BARD, INC., a New Jersey corporation (the “Company”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a Delaware banking corporation, as Trustee (herein called the “Trustee”).
AMENDMENT NO. 4 Dated as of November 22, 2016 to CREDIT AGREEMENT Dated as of October 12, 2011Credit Agreement • February 13th, 2017 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New York
THIS AMENDMENT NO. 4 (this “Amendment”) is made as of November 22, 2016 by and among C. R. Bard, Inc., a New Jersey corporation (the “Borrower”), the financial institutions listed on the signature pages hereof and JPMorgan Chase Bank, N.A., as Administrative Agent (the “Administrative Agent’), under that certain Credit Agreement dated as of October 12, 2011 by and among the Borrower, the Lenders from time to time party thereto and the Administrative Agent (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Credit Agreement.
CONFIDENTIAL AGREEMENTConfidential Agreement • October 26th, 2011 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
The parties to this Confidential Agreement (the “Agreement”), entered into as of this 28th day of July, 2011 are Todd C. Schermerhorn (“Executive”), and C.R. Bard, Inc. (“Bard”), sometimes referred to individually as “Party” or collectively as “Parties.”
CREDIT AGREEMENT dated as of October 21, 2005Credit Agreement • February 23rd, 2006 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New York
CREDIT AGREEMENT, dated as of October 21, 2005, between BARD SHANNON LIMITED, the LENDERS party hereto, and BANK OF AMERICA, N.A., as Administrative Agent.
EXHIBIT 10w AGREEMENT10w Agreement • March 26th, 1996 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
AGREEMENT AND PLAN OF MERGER BY AND AMONG TYCO ACQUISITION CORP. XXII (NV), S2 MERGERSUB INC. and including GUARANTEE of TYCO INTERNATIONAL LTD. Dated as of May 29, 2001Agreement and Plan of Merger • June 15th, 2001 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New York
Exhibit 10z AGREEMENT10z Agreement • March 27th, 1997 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
AMENDMENT NO. 1 Dated as of September 26, 2013 to CREDIT AGREEMENT Dated as of October 12, 2011Credit Agreement • October 24th, 2013 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New York
THIS AMENDMENT NO. 1 (this “Amendment”) is made as of September 26, 2013 by and among C. R. Bard, Inc., a New Jersey corporation (the “Borrower”), the financial institutions listed on the signature pages hereof and JPMorgan Chase Bank, N.A., as Administrative Agent (the “Administrative Agent’), under that certain Credit Agreement dated as of October 12, 2011 by and among the Borrower, the Lenders from time to time party thereto and the Administrative Agent (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Credit Agreement.
January 20, 2012Bard C R Inc /Nj/ • January 24th, 2012 • Surgical & medical instruments & apparatus • New York
ContractTrust Agreement • February 28th, 2005 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New York
This Trust Agreement amended and restated as of the 8th day of February, 1989, by and between C. R. Bard, Inc., a New Jersey corporation (the “Company”), Chase Manhattan Bank, N.A. (the “Trustee”) and The Andesa Companies, Inc., a Pennsylvania corporation (the “Consulting Firm”). This Trust Agreement provides for the establishment of a trust to be known as the C. R. Bard, Inc. Agreement and Plans Trust (hereinafter called the “Trust”) to provide a source for payments required to be made under the contracts, agreements and plans listed on Exhibit A as amended from time to time (the “Agreements”) between the Company and certain of its key management personnel or members of its Board of Directors (the “Participants”).
FORM OF STOCK OPTION AGREEMENTStock Option Agreement • August 1st, 2006 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
AGREEMENT (the “Agreement”) dated DATE (the “Grant Date”) providing for the grant of a stock option by C. R. Bard, Inc., a New Jersey corporation (the “Corporation”), to NAME of CITY/STATE, an employee of the Corporation or a Subsidiary (the “Employee”):
EXHIBIT 10ab AGREEMENTExhibit 10ab Agreement • March 11th, 1998 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
EXHIBIT 10d AGREEMENT10d Agreement • March 26th, 1996 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
ContractAgreement • November 1st, 2005 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
AGREEMENT (the “Agreement”) dated (the “Grant Date”) providing for a grant of shares of common stock by C. R. Bard, Inc., a New Jersey corporation (the “Corporation”), to [NAME] of [CITY/STATE OF LEGAL RESIDENCE], a non-employee director of the Corporation (the “Director”).
SUPPLEMENTAL INSURANCE RETIREMENT PLAN AGREEMENT (AMENDED AND RESTATED)Supplemental Insurance Retirement Plan Agreement • November 1st, 2005 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
This agreement (the “Agreement”), which was originally effective as of , by and between C. R. BARD, INC., a domestic corporation organized and existing under the laws of the State of New Jersey (the “Company”), and (the “Employee”), is hereby amended and restated effective as of the later of the dates indicated on the signature page hereof, as set forth herein below.
C. R. BARD, INC. and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (as successor to The Chase Manhattan Bank, N.A.), AS TRUSTEE FIRST SUPPLEMENTAL INDENTURE Dated as of May 18, 2017 To the Indenture dated as of December 1, 1996 6.700% Notes due 2026First Supplemental Indenture • May 23rd, 2017 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New York
THIS FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”) is entered into as of May 18, 2017 between C. R. BARD, INC., a New Jersey corporation (the “Issuer”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association (as successor to The Chase Manhattan Bank, N.A.), as Trustee (herein called the “Trustee”).
AMENDMENT TO C. R. BARD, INC. AGREEMENT AND PLANS TRUSTAgreement and Plans Trust • December 18th, 2000 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus
This Amendment dated as of September 13, 2000, to the Trust Agreement amended and restated as of February 8, 1989, and further amended and restated as of January 18, 2000, by and between C. R. Bard, Inc., a New Jersey Corporation (the "Company"), Chase Manhattan Bank (the "Trustee") and The Andesa Companies, Inc., a Pennsylvania corporation (the "Consulting Firm") (the "Trust Agreement").
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • May 13th, 2010 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) dated as of May 4, 2010, is entered into among C. R. Bard, Inc., a New Jersey corporation (“Parent”), and the stockholders of SenoRx, Inc., a Delaware corporation (the “Company”), identified on Schedule A hereto (each, a “Stockholder,” and, collectively, the “Stockholders”).
Omnibus Amendment to the Deferred Compensation Contract Deferral of Directors’ FeesBard C R Inc /Nj/ • October 26th, 2017 • Surgical & medical instruments & apparatus
This Omnibus Amendment to the Deferred Compensation Contract Deferral of Directors’ Fees agreements entered into between C. R. Bard, Inc. and numerous directors (the “Agreements”) is effective as of August 2, 2017 (the “Amendment Date”).
DEFERRED COMPENSATION CONTRACT DEFERRAL OF DIRECTORS’ FEESDeferred Compensation Contract • February 26th, 2008 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus • New Jersey
THIS AGREEMENT (the “Agreement”) made this day of , 2007, by and between C. R. BARD, INC., a New Jersey corporation (the “Company”) and residing at , (the “Director”).
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • July 28th, 2017 • Bard C R Inc /Nj/ • Surgical & medical instruments & apparatus
This Amendment No. 1 (this “Amendment”) to the Agreement and Plan of Merger, dated as of April 23, 2017 (the “Merger Agreement”), by among C. R. Bard, Inc., a New Jersey corporation (the “Company”), Becton, Dickinson and Company, a New Jersey corporation (“Parent”), and Lambda Corp., a New Jersey corporation and a wholly owned subsidiary of Parent (“Merger Corp” and, collectively with the Company and Parent, the “Parties”), is made as of July 28, 2017, by and among the Parties.
