CREDIT AGREEMENT Dated as of August 20, 2008 among FRESENIUS SE and the Borrowers and other Guarantors identified herein, DEUTSCHE BANK AG, LONDON BRANCH as Administrative Agent, and THE LENDERS PARTY HERETO DEUTSCHE BANK AG, LONDON BRANCH, CREDIT...Credit Agreement • November 14th, 2008 • Fresenius Kabi Pharmaceuticals Holding, Inc. • Pharmaceutical preparations • New York
THIS CREDIT AGREEMENT (“Credit Agreement”) is entered into as of August 20, 2008, among FRESENIUS SE, a societas europea organized under the laws of Germany, the Borrowers identified herein, the other Guarantors identified herein, the Lenders party hereto and DEUTSCHE BANK AG, LONDON BRANCH, as Administrative Agent.
INTERCOMPANY TERM LOAN AGREEMENTIntercompany Term Loan Agreement • November 14th, 2008 • Fresenius Kabi Pharmaceuticals Holding, Inc. • Pharmaceutical preparations • New York
This Agreement dated as of September 10, 2008 is entered into between Fresenius Kabi Pharmaceuticals, LLC, a Delaware limited liability company (“FKP”), which shall merge with and into APP Pharmaceuticals, Inc., a Delaware corporation (“APP Inc.”), immediately after the APP Acquisition (as defined below) on the date hereof (FKP and, following its merger with and into APP Inc. as surviving corporation, APP Inc., the “Borrower”), and Fresenius US Finance I, Inc., a Delaware corporation (the “Lender”) , the Guarantors (as defined below) from time to time party hereto and Deutsche Bank AG, London Branch, in its capacity as collateral agent under the Intercompany Primary Credit Documents (as defined below) (together with its successors and assigns in such capacity from time to time, the “Intercompany Primary Collateral Agent”).
FIRST AMENDMENT TO INTERCOMPANY TERM LOAN AGREEMENTIntercompany Term Loan Agreement • November 14th, 2008 • Fresenius Kabi Pharmaceuticals Holding, Inc. • Pharmaceutical preparations • New York
This First Amendment to Intercompany Term Loan Agreement (this “Amendment”) is dated as of October 10, 2008 and entered into by and among APP Pharmaceuticals, Inc., a Delaware corporation and successor by merger to Fresenius Kabi Pharmaceuticals, LLC (the “Borrower”), Fresenius US Finance I, Inc., a Delaware corporation (the “Lender”) , the guarantors listed on the signature pages hereto (the “Guarantors”) and Deutsche Bank AG, London Branch, in its capacity as the Intercompany Primary Collateral Agent and is made with reference to that certain Intercompany Term Loan Agreement dated as of September 10, 2008 (the “Intercompany Term Loan Agreement”), by and among the Borrower, the Lender, the Intercompany Primary Collateral Agent and the guarantors party thereto. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Intercompany Term Loan Agreement.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 14th, 2008 • Fresenius Kabi Pharmaceuticals Holding, Inc. • Pharmaceutical preparations • New York
FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of October 6, 2008, among FRESENIUS SE, a societas europea organized under the laws of Germany (“FSE”), APP PHARMACEUTICALS, LLC, a Delaware limited liability company (“APP”), FRESENIUS FINANCE I S.A., a public limited liability company organized under the laws of the Grand Duchy of Luxembourg (“Luxco”), FRESENIUS US FINANCE I, INC., a Delaware corporation (“New Finco1”), APP PHARMACEUTICALS, INC., a Delaware corporation (“APP Inc.”), FRESENIUS KABI PHARMACEUTICALS HOLDING, INC., a Delaware corporation (“FKPH”), FRESENIUS PROSERVE GMBH, a limited liability company organized under the laws of Germany (“Fresenius ProServe”), FRESENIUS KABI AG, a stock corporation organized under the laws of Germany (“Fresenius Kabi AG”), various Lenders party to the Credit Agreement referred to below, and DEUTSCHE BANK AG, LONDON BRANCH, as Administrative Agent (in such capacity, the “Administrative Agent”). Unless otherwise defined herein,
INTERCOMPANY BRIDGE TERM LOAN AGREEMENTIntercompany Bridge Term Loan Agreement • November 14th, 2008 • Fresenius Kabi Pharmaceuticals Holding, Inc. • Pharmaceutical preparations • New York
This Agreement dated as of September 10, 2008 is entered into between Fresenius Kabi Pharmaceuticals Holding, Inc., a Delaware corporation (the “Borrower”), and Fresenius US Finance II, Inc., a Delaware corporation (the “Lender”), the Guarantors (as defined below) from time to time party hereto and Deutsche Bank AG, London Branch, in its capacity as collateral agent under the Intercompany Bridge Credit Documents (as defined below) (together with its successors and assigns in such capacity from time to time, the “Intercompany Bridge Collateral Agent”).
