GUARANTYGuaranty • April 18th, 2011 • American Medical Systems Holdings Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS GUARANTY (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”) is made as of April 15, 2011 by and among each of the Subsidiaries of American Medical Systems, Inc. (the “Borrower”) listed on the signature pages hereto (each an “Initial Guarantor”) and those additional Subsidiaries of the Borrower which become parties to this Guaranty by executing a supplement hereto (a “Guaranty Supplement”) in the form attached hereto as Annex I (such additional Subsidiaries, together with the Initial Guarantors, the “Guarantors”), in favor of JPMorgan Chase Bank, N.A., as Administrative Agent (the “Administrative Agent”), for the benefit of the Secured Parties under the Credit Agreement described below. Unless otherwise defined herein, capitalized terms used herein and not defined herein shall have the meanings ascribed to such terms in the Credit Agreement.
CREDIT AGREEMENT dated as of April 15, 2011 among AMERICAN MEDICAL SYSTEMS, INC. AMERICAN MEDICAL SYSTEMS HOLDINGS, INC. The Lenders Party Hereto JPMORGAN CHASE BANK, N.A. as Administrative Agent PNC BANK, NATIONAL ASSOCIATION as Syndication Agent and...Credit Agreement • April 18th, 2011 • American Medical Systems Holdings Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
CREDIT AGREEMENT (this “Agreement”) dated as of April 15, 2011 among AMERICAN MEDICAL SYSTEMS, INC., AMERICAN MEDICAL SYSTEMS HOLDINGS, INC., the LENDERS from time to time party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, PNC BANK, NATIONAL ASSOCIATION, as Syndication Agent and U.S. BANK NATIONAL ASSOCIATION, as Documentation Agent.
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • April 18th, 2011 • American Medical Systems Holdings Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS PLEDGE AND SECURITY AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of April 15, 2011 by and among AMERICAN MEDICAL SYSTEMS HOLDINGS, INC., a Delaware corporation (“Holdings”), AMERICAN MEDICAL SYSTEMS, INC., a Delaware corporation (the “Borrower”), the Subsidiaries of the Borrower listed on the signature pages hereto (together with the Borrower, the “Initial Grantors,” and together with any additional Subsidiaries, whether now existing or hereafter formed or acquired which become parties to this Security Agreement from time to time, in accordance with the terms of the Credit Agreement (as defined below), by executing a Supplement hereto in substantially the form of Annex I, the “Grantors”), and JPMORGAN CHASE BANK, N.A., a national banking association, in its capacity as administrative agent (the “Administrative Agent”) for itself and for the Secured Parties (as defined in the Cre
MORTGAGE, SECURITY AGREEMENT, FINANCING STATEMENT,FIXTURE FILING AND ASSIGNMENT OF RENTS AND LEASESAmerican Medical Systems Holdings Inc • April 18th, 2011 • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS MORTGAGE, SECURITY AGREEMENT, FINANCING STATEMENT, FIXTURE FILING AND ASSIGNMENT OF RENTS AND LEASES (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Mortgage”) is being made and granted dated and effective as of the 15th day of April, 2011, by AMERICAN MEDICAL SYSTEMS, INC., a Delaware corporation (“Mortgagor”), having its principal place of business at c/o 10700 Bren Road West, Minnetonka, Minnesota 55343, to JPMORGAN CHASE BANK, N.A., having an office at 10 South Dearborn, Chicago, Illinois 60603, Attention: Krys Szremski, as Administrative Agent (“Mortgagee”), for its benefit and for the benefit of the “Secured Parties” as defined in the Credit Agreement (as hereinafter defined). The term Secured Parties shall include those who are, and those who may hereafter become, Secured Parties. Except as otherwise provided herein, all capitalized terms used but not defined herein shall have the respective meanings given to them in the Cre
