ContractSupplemental Indenture • January 27th, 2015 • Medtronic PLC • Electromedical & electrotherapeutic apparatus • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of January 26, 2015, among Medtronic, Inc., a Minnesota corporation (the “Company”), Medtronic plc (“New Medtronic”), a public limited company incorporated under the laws of Ireland and the parent of the Company, Medtronic Global Holdings, S.C.A. (“Medtronic Luxco” and, together with New Medtronic, the “Guarantors”), a corporate partnership limited by shares (société en commandite par actions) organized under the laws of the Grand Duchy of Luxembourg and an affiliate of the Company, and Wells Fargo Bank, National Association, a national banking association duly organized under the laws of the United States, as trustee (the “Trustee”).
ContractSupplemental Indenture • January 27th, 2015 • Medtronic PLC • Electromedical & electrotherapeutic apparatus • New York
THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”), dated as of January 26, 2015, among Medtronic Global Holdings, SCA (the “Guarantor”), a corporate partnership limited by shares (société en commandite par actions) organized under the laws of the Grand Duchy of Luxembourg and an affiliate of Medtronic, Inc. (the “Company”), and Wells Fargo Bank, National Association, a national banking association duly organized under the laws of the United States, as trustee (the “Trustee”).
ContractSupplemental Indenture • January 27th, 2015 • Medtronic PLC • Electromedical & electrotherapeutic apparatus • New York
SEVENTH SUPPLEMENTAL INDENTURE, dated as of January 26, 2015, among Medtronic, Inc., a Minnesota corporation (the “Company”), Medtronic plc (“New Medtronic”), a public limited company incorporated under the laws of Ireland and the parent of the Company, Medtronic Global Holdings, S.C.A. (“Medtronic Luxco” and, together with New Medtronic, the “Guarantors”), a corporate partnership limited by shares (société en commandite par actions) organized under the laws of the Grand Duchy of Luxembourg and an affiliate of the Company, and Wells Fargo Bank, National Association, a national banking association duly organized under the laws of the United States, as trustee (the “Trustee”).
REGISTRATION RIGHTS JOINDER AGREEMENT JANUARY 26, 2015Registration Rights Joinder Agreement • January 27th, 2015 • Medtronic PLC • Electromedical & electrotherapeutic apparatus • New York
WHEREAS, Medtronic, Inc., a Minnesota corporation (the “Company”) and the Representatives of the several Initial Purchasers named therein (the “Representatives”) heretofore executed and delivered a Purchase Agreement, dated December 1, 2014 (the “Purchase Agreement”), providing for the issuance and sale of the Securities; and
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • January 27th, 2015 • Medtronic PLC • Electromedical & electrotherapeutic apparatus • Delaware
This Indemnification Agreement (this “Agreement”) is effective as of January 26, 2015, by and between Medtronic Global Holdings S.C.A., a Luxembourg corporate partnership limited by shares (société en commandite par actions) (as further defined below, the “Company”), and [—] (“Indemnitee”).
ContractMedtronic PLC • January 27th, 2015 • Electromedical & electrotherapeutic apparatus • New York
NINTH SUPPLEMENTAL INDENTURE dated as of January 26, 2015, among Covidien International Finance S.A., a Luxembourg company (the “Company”), Covidien Ltd., a Bermuda company (“CLTD”), Covidien plc, a public limited company incorporated under the laws of Ireland (“CPLC” and, together with CLTD, the “Current Guarantors”), Medtronic plc, a public limited company incorporated under the laws of Ireland (“New Medtronic”), Medtronic Global Holdings SCA, a corporate partnership limited by shares (société en commandite par actions) organized under the laws of the Grand Duchy of Luxembourg (“Medtronic Luxco” and, together with New Medtronic, the “Parent Guarantors”) and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee (the “Trustee”).
FORM OF DEED OF INDEMNIFICATIONMedtronic PLC • January 27th, 2015 • Electromedical & electrotherapeutic apparatus
This Deed of Indemnification (this “Deed”) is effective as of January 26, 2015, by and between Medtronic plc, an Irish public limited company (as further defined below, the “Company”), and [—] (“Indemnitee”).
