0000912057-01-007596 Sample Contracts

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 14th, 2001 • Covance Inc • Services-commercial physical & biological research • New York

THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "First Amendment") is entered into as of November 13, 2000 among Covance Inc. (the "Borrower"), certain of the Borrower's Subsidiaries (individually a "Guarantor" and collectively the "Guarantors"), the Lenders party to the Credit Agreement defined below (the "Lenders") and Bank of America, N.A., as Administrative Agent (the "Administrative Agent"). Capitalized terms used herein and not otherwise defined herein have the respective meanings given to them in the Credit Agreement.

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FOURTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 14th, 2001 • Covance Inc • Services-commercial physical & biological research • New York

THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this "Fourth Amendment") is entered into as of November 13, 2000 among Covance Inc. (the "Borrower"), certain of the Borrower's Subsidiaries (individually a "Guarantor" and collectively the "Guarantors"), the Lenders party to the Credit Agreement defined below (the "Lenders"), Bank of America, N.A., formerly NationsBank, N.A., as Administrative Agent (the "Administrative Agent") and Wachovia Bank, N.A., successor by merger to Wachovia Bank of Georgia, N.A., as Syndication Agent (the "Syndication Agent"; the Administrative Agent, together with the Syndication Agent, may be referred to herein as the "Agents"). Capitalized terms used herein and not otherwise defined herein have the respective meanings given to them in the Credit Agreement.

ASSET AND STOCK PURCHASE AGREEMENT Between COVANCE INC. and COVANCE CLINICAL AND PERIAPPROVAL SERVICES LTD. and FISHER SCIENTIFIC INTERNATIONAL INC. Dated as of December 21, 2000
Asset and Stock Purchase Agreement • March 14th, 2001 • Covance Inc • Services-commercial physical & biological research • New York

ASSET AND STOCK PURCHASE AGREEMENT, dated as of December 21, 2000, between COVANCE INC., a Delaware corporation (the "Parent") and COVANCE CLINICAL AND PERIAPPROVAL SERVICES LTD., a company incorporated in England and Wales ("CCPS") (the Parent and CCPS together referred to as the "Sellers"), and Fisher Scientific International Inc., a Delaware corporation (the "Purchaser").

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