THIRD AMENDED AND RESTATED IMS HEALTH GUARANTY by IMS HEALTH INCORPORATED for and in favor of UTRECHT-AMERICA FINANCE CO. and EDAM, L.L.C. Effective as of March 17, 2005Ims Health Guaranty • May 6th, 2005 • Ims Health Inc • Services-computer processing & data preparation • New York
This THIRD AMENDED AND RESTATED IMS HEALTH GUARANTY (the “Agreement”) is given by IMS HEALTH INCORPORATED, a Delaware corporation (“IMS Health”), as of the 17th day of March, 2005, for and in favor of Utrecht-America Finance Co., a Delaware corporation (“Utrecht”), and Edam, L.L.C., a Delaware limited liability company (“Edam,” and together with Utrecht, the “Investors”), as Class A Members, and each of those other persons who become Class A Members of IMS Health Licensing Associates, L.L.C., a Delaware limited liability company (the “IMS Health LLC”).
AGREEMENT OF LIMITED LIABILITY COMPANY of IMS HEALTH LICENSING ASSOCIATES, L.L.C., A Delaware limited liability company By and Among IMS HEALTH INCORPORATED, COORDINATED MANAGEMENT SYSTEMS, INC., IMS AG, UTRECHT-AMERICA FINANCE CO., AND EDAM, L.L.C....Partnership Agreement • May 6th, 2005 • Ims Health Inc • Services-computer processing & data preparation • Delaware
THIS AGREEMENT OF LIMITED LIABILITY COMPANY, dated as of the 17th day of March, 2005, by and among IMS HEALTH INCORPORATED, a Delaware corporation (“IMS Health”), as the sole Managing Member, UTRECHT-AMERICA FINANCE CO., a Delaware corporation (“Utrecht”), and EDAM, L.L.C., a Delaware limited liability company (“Edam”), as the Class A Members, and COORDINATED MANAGEMENT SYSTEMS, INC., a Delaware corporation (“CMS”), and IMS AG, a corporation organized under the laws of Switzerland and successor in interest to IMS Pharminform Holding AG (“IMS AG”), as the Class B Members.
