CREDIT AGREEMENT Dated as of September 23, 2013 among PINNACLE MERGER SUB, INC., as the Borrower, which on the Closing Date shall be merged with PRA HOLDINGS, INC. (with PRA HOLDINGS, INC. as the merged company and the Borrower), PINNACLE HOLDCO...Credit Agreement • September 17th, 2014 • PRA Health Sciences, Inc. • Services-commercial physical & biological research • Delaware
CREDIT AGREEMENT, dated as of September 23, 2013, as amended, restated, supplemented or otherwise modified from time to time, among PINNACLE HOLDCO PARENT, INC., a Delaware corporation (“Holdings”), PINNACLE MERGER SUB, INC., which on the Closing Date shall be merged with PRA HOLDINGS, INC. (with PRA HOLDINGS, INC. as the merged company and the “Borrower”), the lending institutions from time to time parties hereto holding Loans or Commitments (each a “Lender” and, collectively, the “Lenders”), UBS AG, Stamford Branch, as Administrative Agent, Collateral Agent and Letter of Credit Issuer and UBS Loan Finance LLC, as Swingline Lender (such terms and each other capitalized term used but not defined in this preamble having the meaning provided in Section 1).
GUARANTEEGuarantee • September 17th, 2014 • PRA Health Sciences, Inc. • Services-commercial physical & biological research • New York
THIS GUARANTEE dated as of September 23, 2013, by each of the signatories listed on the signature pages hereto and each of the other entities that becomes a party hereto pursuant to Section 20 (the “Guarantors,” and individually, a “Guarantor”), in favor of the Collateral Agent (as defined in the Credit Agreement) for the benefit of the Secured Parties.
FORM OF NON-QUALIFIED STOCK OPTION AGREEMENT (TIME-BASED VESTING)Non-Qualified Stock Option Agreement • September 17th, 2014 • PRA Health Sciences, Inc. • Services-commercial physical & biological research • Delaware
THIS NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”), is made and entered into as of between PRA HOLDINGS, INC., a Delaware corporation (the “Company”), and (“Optionee”).
EMPLOYMENT AND NON-COMPETITION AGREEMENT BETWEEN DAVID W. DOCKHORN AND PHARMACEUTICAL RESEARCH ASSOCIATES, INC.Non-Qualified Stock Option Agreement • September 17th, 2014 • PRA Health Sciences, Inc. • Services-commercial physical & biological research • Delaware
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made effective as of March 1, 2009 (the “Effective Date”), between Pharmaceutical Research Associates, Inc., a Virginia corporation (“Company” or “Employer”), having its principal office in the State of North Carolina, which is a wholly-owned subsidiary of PRA international, a Delaware corporation, and David W. Dockhorn (“you” or “Employee”).
FORM OF NON-QUALIFIED STOCK OPTION AGREEMENTForm of Non-Qualified Stock Option Agreement • September 17th, 2014 • PRA Health Sciences, Inc. • Services-commercial physical & biological research • Delaware
THIS NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”), is made and entered into as of between PRA HOLDINGS, INC., a Delaware corporation (the “Company”), and (“Optionee”).
SECURITY AGREEMENTSecurity Agreement • September 17th, 2014 • PRA Health Sciences, Inc. • Services-commercial physical & biological research • New York
THIS SECURITY AGREEMENT, dated as of September 23, 2013, among Pinnacle Holdco Parent, Inc., a Delaware corporation (“Holdings”), Pinnacle Merger Sub, Inc., which on the Closing Date shall be merged with PRA Holdings, Inc. (with PRA Holdings, Inc. as the merged company, the “Borrower”), each of the Subsidiaries listed on the signature pages hereto or that becomes a party hereto pursuant to Section 8.14 (each such entity being a “Subsidiary Grantor” and, collectively, the “Subsidiary Grantors”; the Subsidiary Grantors, Holdings and the Borrower are referred to collectively as the “Grantors”), and UBS AG, Stamford Branch, as collateral agent (in such capacity, the “Collateral Agent”) for the benefit of the Secured Parties.
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • September 17th, 2014 • PRA Health Sciences, Inc. • Services-commercial physical & biological research • New York
AMENDMENT NO. 1 TO CREDIT AGREEMENT, dated as of March 24, 2014 (this “Agreement”), by and among PRA HOLDINGS, INC. (the “Borrower”), PRA GLOBAL HOLDINGS, INC. (“Holdings”), UBS AG, Stamford Branch, as administrative agent (in such capacity, the “Administrative Agent”), each Participating Lender (as defined below) party or consenting hereto, each other Lender party hereto, and each other Credit Party party hereto.
PRA INTERNATIONAL FORM OF OPTION AGREEMENTForm of Option Agreement • September 17th, 2014 • PRA Health Sciences, Inc. • Services-commercial physical & biological research • Delaware
THIS OPTION AGREEMENT (the “Agreement”) evidences an agreement made as of the (the “Date of Grant”), by and between (the “Optionee”), and PRA INTERNATIONAL, a Delaware corporation (the “Corporation”).
