EMPLOYMENT AGREEMENTEmployment Agreement • February 7th, 2019 • Covetrus, Inc. • Retail-drug stores and proprietary stores • Delaware
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on February 7, 2019, (the “Effective Date”) between Covetrus, Inc., a Delaware corporation (the “Company”) and David Christopher Dollar (the “Executive” and collectively with the Company, the “Parties”). All references herein to the Company shall include the Company’s subsidiaries, where applicable.
ESCROW AGREEMENTEscrow Agreement • February 7th, 2019 • Covetrus, Inc. • Retail-drug stores and proprietary stores • New York
THIS ESCROW AGREEMENT (this “Agreement”) is made and entered into as of February 7, 2019, by and among Henry Schein, Inc., a Delaware corporation (“Henry Schein”), Covetrus, Inc. (formerly known as HS Spinco, Inc.), Delaware corporation and a direct, wholly owned subsidiary of Henry Schein (“Spinco”), Shareholder Representative Services LLC, a Colorado limited liability company (the “Voyager Stockholders’ Representative”), solely in its capacity as the representative of the holders of capital stock of Voyager (as defined below), and Continental Stock Transfer & Trust Company, a New York corporation (the “Escrow Agent”). Capitalized terms used herein but not otherwise defined herein shall have the meaning given to such terms in the Merger Agreement (as defined below).
TRANSITION SERVICES AGREEMENTTransition Services Agreement • February 7th, 2019 • Covetrus, Inc. • Retail-drug stores and proprietary stores • Delaware
THIS AGREEMENT (this “Agreement”) is made as of February 7, 2019, between Henry Schein, Inc., a Delaware corporation (“Harbor”), and Covetrus, Inc., a Delaware corporation (“Spinco” and, together with Harbor, the “Parties”).
HENRY SCHEIN, INC. Melville, NY 11747Covetrus, Inc. • February 7th, 2019 • Retail-drug stores and proprietary stores
Reference is made to the Transition Services Agreement, dated as of the date hereof (the “TSA”), by and between Henry Schein, Inc. (“Harbor”) and Covetrus, Inc. (“Spinco”). For purposes of this letter agreement (this “Letter”), capitalized terms used but not otherwise defined in this Letter shall have the meanings ascribed to them in the TSA.
CREDIT AGREEMENT among VET INTERMEDIATE HOLDCO II, LLC, as the Borrower, The Several Lenders from Time to Time Parties Hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, Collateral Agent and Issuing Lender, JPMORGAN CHASE BANK, N.A., MERRILL...Intercreditor Agreement • February 7th, 2019 • Covetrus, Inc. • Retail-drug stores and proprietary stores • New York
CREDIT AGREEMENT, dated as of February 7, 2019, among VET INTERMEDIATE HOLDCO II, LLC, a Delaware limited liability company (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”) and JPMORGAN CHASE BANK, N.A., as Administrative Agent, Collateral Agent and Issuing Lender.
GUARANTEE AND COLLATERAL AGREEMENT made by VET INTERMEDIATE HOLDCO II, LLC, as the Borrower, VET INTERMEDIATE HOLDCO I, LLC, as Holdings and the Subsidiary Guarantors party hereto in favor of JPMORGAN CHASE BANK, N.A., as Collateral Agent Dated as of...Guarantee and Collateral Agreement • February 7th, 2019 • Covetrus, Inc. • Retail-drug stores and proprietary stores • New York
GUARANTEE AND COLLATERAL AGREEMENT, dated as of February 7, 2019, made by each of the signatories hereto, in favor of JPMorgan Chase Bank, N.A., as Collateral Agent (in such capacity, the “Collateral Agent”) for the banks and other financial institutions or entities (the “Lenders”) from time to time parties to the Credit Agreement, dated as of February 7, 2019 (as amended, waived, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Vet Intermediate Holdco II, LLC, a Delaware limited liability company (the “Borrower”), the several banks and other financial institutions or entities from time to time parties thereto (the “Lenders”) and JPMorgan Chase Bank, N.A., as Administrative Agent, Collateral Agent and Issuing Lender.
