Exhibit 2.2 PURCHASE AND SALE AGREEMENT by and between AEP TEXAS CENTRAL COMPANYPurchase and Sale Agreement • November 9th, 2004 • Texas Genco Holdings Inc • Electric services • Texas
EXECUTION VERSION CREDIT AGREEMENT dated as of July 31, 2007Credit Agreement • August 6th, 2007 • Kinetic Concepts Inc /Tx/ • Miscellaneous furniture & fixtures • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 22nd, 2011 • Advanced Environmental Recycling Technologies Inc • Millwood, veneer, plywood, & structural wood members • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 18, 2011, is by and among Advanced Environmental Recycling Technologies, Inc., a Delaware corporation with offices located at 914 N Jefferson Street, Springdale, Arkansas 72764 (the “Company”), and the undersigned buyer (the “Buyer”).
Exhibit 10.1 SEPARATION AND RELEASE AGREEMENT This Separation and Release Agreement ("Release Agreement") is made and entered into between Abraxas Petroleum Corporation ("Abraxas") and Robert W. Carington, Jr., ("Carington") as follows: W I T N E S S...Separation and Release Agreement • October 18th, 2005 • Abraxas Petroleum Corp • Crude petroleum & natural gas
CREDIT AGREEMENT Dated as of November 4, 2011 among KINETIC CONCEPTS, INC. and KCI USA, INC., as Co-Borrowers, CHIRON MERGER SUB, INC., as the Initial Borrower, CHIRON HOLDINGS, INC., as Holdings, CHIRON TOPCO, INC., as Topco, CHIRON GUERNSEY LP,...Credit Agreement • November 10th, 2011 • Kinetic Concepts Inc • Miscellaneous furniture & fixtures • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of November 4, 2011, among CHIRON MERGER SUB, INC., a Texas corporation (the “Initial Borrower”), KINETIC CONCEPTS, INC., a Texas corporation (the “Lead Borrower”), KCI USA, INC., a Delaware corporation (“KCI USA” and, together with the Lead Borrower, the “Co-Borrowers”), CHIRON HOLDINGS, INC., a Delaware corporation (“Holdings”), CHIRON TOPCO, INC., a Delaware corporation (“Topco”), CHIRON GUERNSEY LP, INC., a Guernsey limited partnership (“Parent”), solely with respect to Sections 5.01 through 5.04, 7.13 and 8.01, CHIRON GUERNSEY GP CO. LIMITED, a Guernsey limited company (the “Parent GP”), BANK OF AMERICA, N.A. (“Bank of America”), as Administrative Agent and Collateral Agent, and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
CREDIT AGREEMENT Dated as of May 19, 2008 among KINETIC CONCEPTS, INC., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The other LENDERS party hereto BANC OF AMERICA SECURITIES LLC and J.P. MORGAN...Credit Agreement • May 23rd, 2008 • Kinetic Concepts Inc /Tx/ • Miscellaneous furniture & fixtures • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of May 19, 2008, among KINETIC CONCEPTS, INC., a Texas corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
PURCHASE AND SALE AGREEMENT (Javelina)Purchase and Sale Agreement • September 21st, 2005 • Markwest Energy Partners L P • Crude petroleum & natural gas • Texas
THIS PURCHASE AND SALE AGREEMENT, dated as of September 16, 2005, is by and among Valero Javelina, L.P., a Delaware limited partnership (the “Valero Javelina”), Valero Energy Corporation, a Delaware corporation and indirect parent of Valero Javelina (“Valero” and together with Valero Javelina, individually and collectively, the “Seller”), and MarkWest Energy Partners, L.P., a Delaware limited partnership (the “Buyer”).
AMENDMENT NO. 3, dated as of December 18, 2013 (this “Amendment”), to the CREDIT AGREEMENT dated as of May 13, 2008, as Amended and Restated as of February 23, 2011 and as amended by Amendment No. 1 dated as of October 25, 2012 and Amendment No. 2...Credit Agreement • December 18th, 2013 • Clear Channel Communications Inc • Radio broadcasting stations • New York
This note is one of the Tranche E Term Loan Notes referred to in the Credit Agreement that, among other things, contains provisions for the acceleration of the maturity hereof upon the happening of certain events, for optional and mandatory prepayment of the principal hereof prior to the maturity hereof and for the amendment or waiver of certain provisions of the Credit Agreement, all upon the terms and conditions therein specified. This note is secured and guaranteed as provided in the Credit Agreement and the Collateral Documents. Reference is hereby made to the Credit Agreement and the Collateral Documents for a description of the properties and assets in which a security interest has been granted, the nature and extent of the security and guarantees, the terms and conditions upon which the security interest and each guarantee was granted and the rights of the holder of this note in respect thereof.
TERM LOAN AGREEMENT among HARTE-HANKS, INC., as Borrower and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent and THE LENDERS NAMED HEREIN, Lenders Up to $100,000,000 dated as of March 7, 2008 WELLS FARGO BANK, NATIONAL ASSOCIATION as...Term Loan Agreement • March 7th, 2008 • Harte Hanks Inc • Services-direct mail advertising services • Texas
This TERM LOAN AGREEMENT dated as of March 7, 2008, between HARTE-HANKS, INC., a Delaware corporation (the “Borrower”), each Lender (as herein defined) from time to time party hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, BANK OF AMERICA, as Syndication Agent, and U.S. BANK NATIONAL ASSOCIATION, as Documentation Agent.
12,600,000 Shares Pioneer Drilling Company Common Stock, $0.10 Per Share Par Value UNDERWRITING AGREEMENTPioneer Drilling Co • March 24th, 2005 • Drilling oil & gas wells • New York
constitute a breach of, or default under, any other agreement or instrument to which the Selling Shareholder is a party or by which it is bound, (iv) will not result in any violation of any federal law, law of the State of Texas or law of the State of Delaware, or to our knowledge any administrative regulation or administrative or court decree, applicable to the Selling Shareholder or (v) will not require any consents, approvals or authorizations to be obtained by the Selling Shareholder, or any registrations, declarations or filings to be made by the Selling Shareholder, in each case, under any federal, Texas or Delaware statute, rule or regulation applicable to the Selling Shareholder that have not been obtained or made.
Securities Purchase Agreement – Standard Terms, between IBC and TreasuryLetter Agreement • December 23rd, 2008 • International Bancshares Corp • State commercial banks • New York
WHEREAS, the United States Department of the Treasury (the “Investor”) may from time to time agree to purchase shares of preferred stock and warrants from eligible financial institutions which elect to participate in the Troubled Asset Relief Program Capital Purchase Program (“CPP”);
SERIES D PREFERRED STOCK EXCHANGE AGREEMENTSeries D Preferred Stock Exchange Agreement • March 22nd, 2011 • Advanced Environmental Recycling Technologies Inc • Millwood, veneer, plywood, & structural wood members • Delaware
This SERIES D PREFERRED STOCK EXCHANGE AGREEMENT (the “Agreement”), dated as of March 18, 2011, is by and among Advanced Environmental Recycling Technologies, Inc., a Delaware corporation with offices located at 914 N Jefferson Street, Springdale, Arkansas 72764 (the “Company”), and the persons listed on Schedule I attached hereto (each a “Stockholder” and collectively, the “Stockholders”).
SALE AND PURCHASE AGREEMENT between CITGO Asphalt Refining Company, a New Jersey General Partnership and NuStar Asphalt Refining, LLC, a Delaware limited liability Company dated November 5, 2007Sale and Purchase Agreement • February 29th, 2008 • NuStar GP Holdings, LLC • Pipe lines (no natural gas) • Texas
This SALE AND PURCHASE AGREEMENT (this “Agreement”) is entered into as of November 5, 2007 (the “Execution Date”), by and between CITGO Asphalt Refining Company, a New Jersey general partnership (“Seller”), and NuStar Asphalt Refining, LLC, a Delaware limited liability company (“Buyer”).
SECURITIES PURCHASE AGREEMENT BY AND AMONG ARGYLE SECURITY, INC., CERTAIN STOCKHOLDERS AND THE PURCHASERS NAMED HEREIN DATED AS OF JANUARY 8, 2009Securities Purchase Agreement • January 9th, 2009 • Argyle Security, Inc. • Services-detective, guard & armored car services • Delaware
This Securities Purchase Agreement, dated as of January 8, 2009 (this “Agreement”), is entered into by and among the Purchasers listed on Exhibit A, together with their permitted transferees (each, a “Purchaser” and collectively the “Purchasers”), Argyle Security, Inc., a Delaware corporation (the “Company”), and, solely for the purposes of Section 7.3 hereof, Sam Youngblood, Ron Chaimovski and Bob Marbut (together, with their Affiliates, the “Stockholders”).
AMENDMENT NO. 9 TO CREDIT AGREEMENTCredit Agreement • June 17th, 2016 • Acelity L.P. Inc. • Surgical & medical instruments & apparatus • New York
This CREDIT AGREEMENT (this “Agreement” or the “Credit Agreement”) is entered into as of November 4, 2011, among CHIRON MERGER SUB, INC., a Texas corporation (the “Initial Borrower”), KINETIC CONCEPTS, INC., a Texas corporation (the “Lead Borrower”), KCI USA, INC., a Delaware corporation (“KCI USA” and, together with the Lead Borrower, the “Co-Borrowers”), CHIRON HOLDINGS, INC., a Delaware corporation (“Holdings”), CHIRON TOPCO, INC., a Delaware corporation (“Topco”), CHIRON GUERNSEY LP, INC., a Guernsey limited partnership (“Parent”), solely with respect to Sections 5.01 through 5.04, 7.13 and 8.01, CHIRON GUERNSEY GP CO. LIMITED, a Guernsey limited company (the “Parent GP”), BANK OF AMERICA, N.A. (“Bank of America”), as Administrative Agent and Collateral Agent, and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
ADVANCED ENVIRONMENTAL RECYCLING TECHNOLOGIES, INC. VOTING AGREEMENTVoting Agreement • March 22nd, 2011 • Advanced Environmental Recycling Technologies Inc • Millwood, veneer, plywood, & structural wood members • Delaware
This Voting Agreement (this “Agreement”) is made as of March 18, 2011, by and among Advanced Environmental Recycling Technologies, Inc., a Delaware corporation (the “Company”), the persons and entities listed on Exhibit A attached hereto (each an “Investor,” and collectively the “Investors”) and the persons listed on Exhibit B hereto (each an “Other Stockholder,” and collectively the “Other Stockholders”). The Investors and the Other Stockholders are referred to herein collectively as the “Voting Parties.”
STOCK PURCHASE AGREEMENT BETWEEN NASCENT WINE COMPANY, INC. as Purchaser of Shares AND SHAREHOLDERS OF PASANI S.A. DE C.V. as Seller of Shares WITH THE APPEARANCE OF PASANI S.A. DE C.V May 11, 2007Stock Purchase Agreement • May 16th, 2007 • Nascent Wine Company, Inc. • Wholesale-beer, wine & distilled alcoholic beverages
THIS STOCK PURCHASE AGREEMENT (“Agreement”) is made May 11, 2007, by and between Nascent Wine Company, Inc., a Nevada corporation (“Nascent”) and Shareholders of Pasani S.A. de C.V., with the appearance of Pasani S.A. de C.V., a Mexican corporation (“Pasani”) as set forth on the signature page of this Agreement (collectively, “Shareholders”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • February 11th, 2014 • WRG Asbestos PI Trust • Chemicals & allied products • New York
THIS INTERCREDITOR AGREEMENT (this “Intercreditor Agreement”) is made and entered into as of February 3, 2014 by and among the WRG Asbestos PI Trust (the “Trust (PI)”), a Delaware statutory trust established pursuant to §524(g) of the Bankruptcy Code in accordance with the Plan of Reorganization (as hereinafter defined), the WRG Asbestos PD Trust (the “Trust (PD)” and, together with the Trust (PI), each a “Trust” and, collectively, the “Trusts”), a Delaware statutory trust established pursuant to §524(g) of the Bankruptcy Code in accordance with the Plan of Reorganization, on behalf of the Holders of Asbestos PD Claims and the Holders of US ZAI PD Claims, and the Trust (PI), in its capacity as representative of the Trusts upon the terms and conditions set forth in this Intercreditor Agreement (in such capacity, together with any successor appointed pursuant to Section 2(f) of this Intercreditor Agreement, the “Trusts’ Representative”). Unless otherwise defined herein or the context oth
SECURITIES EXCHANGE AGREEMENTSecurities Exchange Agreement • March 22nd, 2011 • Advanced Environmental Recycling Technologies Inc • Millwood, veneer, plywood, & structural wood members • Delaware
This SECURITIES EXCHANGE AGREEMENT (the “Agreement”), dated as of March 18, 2011, is by and among Advanced Environmental Recycling Technologies, Inc., a Delaware corporation with offices located at 914 N Jefferson Street, Springdale, Arkansas 72764 (the “Company”), and the investor listed on Schedule I attached hereto (the “Buyer”).
AMENDMENT NO. 6 TO CREDIT AGREEMENTCredit Agreement • March 11th, 2015 • Acelity L.P. Inc. • Surgical & medical instruments & apparatus • New York
AMENDMENT NO. 6, dated as of March 10, 2015 (this “Amendment”), by and among the Co-Borrowers, the Guarantors, the Parent GP, the Required Lenders and the Administrative Agent, to the Credit Agreement, dated as of November 4, 2011, as amended by Amendment No. 1 to Credit Agreement, dated November 7, 2012, Amendment No. 2 to Credit Agreement, dated June 14, 2013, Amendment No. 3 to Credit Agreement, dated October 28, 2013, Amendment No. 4 to Credit Agreement, dated November 15, 2013, and Amendment No. 5 to Credit Agreement, dated January 22, 2014, among CHIRON MERGER SUB, INC., a Texas corporation, KINETIC CONCEPTS, INC., a Texas corporation (the “Lead Borrower”), KCI USA, INC., a Delaware corporation (“KCI USA” and, together with the Lead Borrower, the “Co-Borrowers”), CHIRON HOLDINGS, INC., a Delaware corporation, CHIRON TOPCO, INC., a Delaware corporation, ACELITY L.P. INC., a Guernsey limited partnership, solely with respect to Sections 5.01 through 5.04, 7.13 and 8.01 of the Credit
STOCK PURCHASE AGREEMENT BY AND AMONG KFORCE GOVERNMENT HOLDINGS INC., A FLORIDA CORPORATION, KFORCE INC., A FLORIDA CORPORATION, RDI SYSTEMS, INC., A TEXAS CORPORATION, THE SHAREHOLDERS SIGNATORY HERETO AND NANCY R. KUDLA, AS COMPANY SHAREHOLDER...Stock Purchase Agreement • December 5th, 2008 • Kforce Inc • Services-help supply services • Delaware
This Stock Purchase Agreement (this “Agreement”), is entered into on December 2, 2008, to be effective as of 11:59 p.m. on November 30, 2008 (the “Effective Time”), by and among Kforce Government Holdings Inc., a Florida corporation (“Purchaser”), Kforce Inc., a Florida corporation (“Guarantor”), RDI Systems, Inc., a Texas corporation doing business as dNovus RDI (the “Company”), the undersigned owners and holders of all of the issued and outstanding capital stock of the Company whose names are set forth on Annex I attached hereto (collectively, the “Shareholders” and each individually, a “Shareholder”) and Nancy R. Kudla, as representative of the Shareholders of the Company (the “Company Shareholder Representative”).
Purchase and Sale AgreementPurchase and Sale Agreement • December 13th, 2005 • Amreit • Real estate investment trusts • Texas
AMENDMENT NO. 1 TO THE PROFESSIONAL BUSINESS MANAGEMENT AGREEMENTProfessional Business Management Agreement • May 9th, 2008 • Eye Care Centers of America Inc • Retail-retail stores, nec • Georgia
This Amendment No. 1 to the Professional Business Management Agreement (the “Amendment”) is made and entered into effective as of March 1, 2008, by and between EyeMasters, Inc., a Delaware corporation, doing business as Vision works (the “Professional Business Manager”), and Mark Lynn O.D. & Associates, P.C., a Georgia professional corporation (the “Practice”).
Offer to Purchase for Cash All Outstanding Shares of Common Stock of LIFECELL CORPORATION at $51.00 Net Per Share by LEOPARD ACQUISITION SUB, INC. a wholly- owned subsidiary of KINETIC CONCEPTS, INC.Kinetic Concepts Inc /Tx/ • April 21st, 2008 • Miscellaneous furniture & fixtures
Leopard Acquisition Sub, Inc., a Delaware corporation (“Purchaser”) and a direct, wholly-owned subsidiary of Kinetic Concepts, Inc., a Texas corporation (“KCI”), is offering to purchase for cash all outstanding shares of common stock, par value $0.001 per share (the “Shares”), of LifeCell Corporation, a Delaware corporation (“LifeCell”), at a price of $51.00 per Share, net to the seller in cash (the “Offer Price”), without interest thereon and subject to reduction for any applicable withholding taxes, upon the terms and subject to the conditions set forth in this Offer to Purchase and in the related Letter of Transmittal (which, together with any amendments or supplements thereto, collectively constitute the “Offer”). The Offer is being made in connection with the Agreement and Plan of Merger dated April 7, 2008 by and among Purchaser, LifeCell and KCI (the “Merger Agreement”), pursuant to which, after the completion of the Offer and the satisfaction or waiver of certain conditions, Pu
AMENDMENT NO. 3 TO CREDIT AGREEMENTJoinder Agreement • October 28th, 2013 • Centaur Guernsey L.P. Inc. • Surgical & medical instruments & apparatus • New York
AMENDMENT NO. 3, dated as of October 28, 2013 (this “Amendment”), by and among the Co-Borrowers, Parent, Topco, Holdings, the Lenders party thereto and the Administrative Agent, to the Credit Agreement, dated as of November 4, 2011, as amended by Amendment No. 1 to Credit Agreement, dated November 7, 2012 and Amendment No. 2 to Credit Agreement, dated June 14, 2013, among CHIRON MERGER SUB, INC., a Texas corporation, KINETIC CONCEPTS, INC., a Texas corporation (the “Lead Borrower”), KCI USA, INC., a Delaware corporation (“KCI USA” and, together with the Lead Borrower, the “Co-Borrowers”), CHIRON HOLDINGS, INC., a Delaware corporation (“Holdings”), CHIRON TOPCO, INC., a Delaware corporation (“Topco”), CENTAUR GUERNSEY LP, INC., a Guernsey limited partnership (“Parent”), solely with respect to Sections 5.01 through 5.04, 7.13 and 8.01 of the Credit Agreement, CHIRON GUERNSEY GP CO. LIMITED, a Guernsey limited company, BANK OF AMERICA, N.A., as administrative agent, collateral agent, lett
SECURITIES EXCHANGE AGREEMENTSecurities Exchange Agreement • March 22nd, 2011 • H.I.G. Aert, LLC • Millwood, veneer, plywood, & structural wood members • Delaware
This SECURITIES EXCHANGE AGREEMENT (the “Agreement”), dated as of March 18, 2011, is by and among Advanced Environmental Recycling Technologies, Inc., a Delaware corporation with offices located at 914 N Jefferson Street, Springdale, Arkansas 72764 (the “Company”), and the investor listed on Schedule I attached hereto (the “Buyer”).
AMENDED AND RESTATED RETAIL BUSINESS MANAGEMENT AGREEMENTRetail Business Management Agreement • November 14th, 2005 • Eye Care Centers of America Inc • Retail-retail stores, nec
This Amended and Restated Retail Business Management Agreement (this “Retail Business Management Agreement”) is made and entered into effective as of October 2, 2005 by and between Visionary Retail Management, Inc., a Delaware corporation (“Retail Business Manager”), and Hour Eyes Doctors of Optometry, P.C., a Virginia professional corporation formerly known as Dr. Samit’s Hour Eyes Optometrist, P.C. (the “Practice”).
AMENDED AND RESTATED PROFESSIONAL BUSINESS MANAGEMENT AGREEMENTProfessional Business Management Agreement • November 14th, 2005 • Eye Care Centers of America Inc • Retail-retail stores, nec
This Amended and Restated Professional Business Management Agreement (this “Professional Business Management Agreement”) is made and entered into effective as of October 2, 2005, by and between Visionary Retail Management, Inc., a Delaware corporation as successor by merger to Visionary MSO, Inc. (“Professional Business Manager”), and Hour Eyes Doctors of Optometry, P.C., a Virginia professional corporation formerly known as Dr. Samit’s Hour Eyes Optometrist, P.C. (the “Practice”).
PURCHASE AND SALE AGREEMENT, dated as of September 21, 2005 among PEARL ENERGY PARTNERS, LTD., AND CIBOLA EXPLORATION PARTNERS, L.P. As Sellers; AND EDGE PETROLEUM EXPLORATION COMPANY As Buyer AND EDGE PETROLEUM CORPORATION As GuarantorPurchase and Sale Agreement • October 19th, 2005 • Edge Petroleum Corp • Crude petroleum & natural gas • Texas
This Purchase and Sale Agreement dated as of September 21, 2005 (the “Agreement”) is entered into by and among EDGE PETROLEUM EXPLORATION COMPANY, a Delaware Corporation (“Buyer”), and solely for the purposes of Section 13.20 hereto, EDGE PETROLEUM CORPORATION, a Delaware Corporation (“Guarantor”) and PEARL ENERGY PARTNERS, LTD., a Texas limited partnership, and CIBOLA EXPLORATION PARTNERS, L.P., a Texas limited partnership (each a “Seller” or collectively referred to herein as “Sellers”).
AGREEMENT AND PLAN OF MERGER among: Volcano Corporation, a Delaware corporation; Corazon Acquisition, Inc., a Texas corporation CardioSpectra, Inc., a Texas corporation; Christopher E. Banas, as Shareholders’ Representative; and Paul Castella, as...Agreement and Plan of Merger • March 4th, 2008 • Volcano CORP • Electromedical & electrotherapeutic apparatus • Delaware
This Agreement and Plan of Merger (“Agreement”) is made and entered into as of December 7, 2007, by and among: Volcano Corporation, a Delaware corporation (“Parent”); Corazon Acquisition, Inc., a Texas corporation and a wholly owned subsidiary of Parent (“Merger Sub”); CardioSpectra, Inc., a Texas corporation (the “Company”); and Christopher E. Banas and Paul Castella, as the Shareholders’ Representatives (each, a “Shareholders’ Representative,” and together the “Shareholders’ Representatives”). Certain other capitalized terms used in this Agreement are defined in Exhibit A.
Kinetic Concepts, Inc. 3.25% Convertible Senior Notes due 2015 Purchase Agreement April 15, 2008Kinetic Concepts Inc /Tx/ • April 22nd, 2008 • Miscellaneous furniture & fixtures • New York
This pricing term sheet relates to the notes (as such term is defined below) and should be read together with the preliminary offering memorandum for the notes dated April 15, 2008. This pricing term sheet supplements, and to the extent inconsistent supersedes, such preliminary offering memorandum.
EXHIBIT 10.1 TRADEMARK AND DOMAIN NAME PURCHASE AGREEMENT THIS TRADEMARK AND DOMAIN NAME PURCHASE AGREEMENT ("Agreement"), effective as of 14, November, 2005, is by and among Payment Data Systems, Inc., a Nevada corporation, and Bills.com, Inc., a...Trademark and Domain Name Purchase Agreement • November 17th, 2005 • Payment Data Systems Inc • Functions related to depository banking, nec • Delaware
AMENDMENT NO. 5 TO CREDIT AGREEMENTJoinder Agreement • January 22nd, 2014 • Centaur Guernsey L.P. Inc. • Surgical & medical instruments & apparatus • New York
AMENDMENT NO. 5, dated as of January 22, 2014 (this “Amendment”), by and among the Co-Borrowers, the Guarantors, the Parent GP, the Lenders party thereto and the Administrative Agent, to the Credit Agreement, dated as of November 4, 2011, as amended by Amendment No. 1 to Credit Agreement, dated November 7, 2012, Amendment No. 2 to Credit Agreement, dated June 14, 2013, Amendment No. 3 to Credit Agreement, dated October 28, 2013 and Amendment No. 4 to Credit Agreement, dated November 15, 2013, among CHIRON MERGER SUB, INC., a Texas corporation, KINETIC CONCEPTS, INC., a Texas corporation (the “Lead Borrower”), KCI USA, INC., a Delaware corporation (“KCI USA” and, together with the Lead Borrower, the “Co-Borrowers”), CHIRON HOLDINGS, INC., a Delaware corporation, CHIRON TOPCO, INC., a Delaware corporation, CENTAUR GUERNSEY LP, INC., a Guernsey limited partnership, solely with respect to Sections 5.01 through 5.04, 7.13 and 8.01 of the Credit Agreement, CHIRON GUERNSEY GP CO. LIMITED, a G
ASSET AND MEMBERSHIP INTEREST PURCHASE AGREEMENTAsset and Membership Interest Purchase Agreement • December 13th, 2011 • Forbes Energy Services Ltd. • Oil & gas field services, nec • Texas
THIS ASSET AND MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made this day of December, 2011 (the “Effective Date”), by and among Forbes Energy Services Ltd., a Texas corporation (“Parent”), Forbes Energy Services LLC, a Delaware limited liability company (“FES LLC”), Forbes Energy International, LLC, a Delaware limited liability company (“FEI”), C.C. Forbes, LLC, a Delaware limited liability company (“CCF”), Forbes Energy Services de México, S. de R. L. de C.V., a Mexican limited liability company (“Forbes Mexico,” and together with Parent, FES LLC, FEI and CCF, the “Sellers”), Dirivera Investments LLC, a Texas limited liability company (the “U.S. Buyer”), and RGV Holding, S.A. de C.V., a Mexican corporation (the “Mexican Buyer,” and together with the U.S. Buyer, the “Buyers”).
AMENDMENT NO. 1 TO CREDIT AGREEMENTJoinder Agreement • December 7th, 2012 • KCI Animal Health, LLC • Miscellaneous furniture & fixtures • New York
AMENDMENT NO. 1, dated as of November 7, 2012 (this “Amendment”), by and among the Co-Borrowers, the Guarantors, the Parent GP, the Required Lenders and the Administrative Agent, to the Credit Agreement, dated as of November 4, 2011, among CHIRON MERGER SUB, INC., a Texas corporation, KINETIC CONCEPTS, INC., a Texas corporation (the “Lead Borrower”), KCI USA, INC., a Delaware corporation (“KCI USA” and, together with the Lead Borrower, the “Co-Borrowers”), CHIRON HOLDINGS, INC., a Delaware corporation, CHIRON TOPCO, INC., a Delaware corporation, CHIRON GUERNSEY LP, INC., a Guernsey limited partnership, solely with respect to Sections 5.01 through 5.04, 7.13 and 8.01 of the Credit Agreement, CHIRON GUERNSEY GP CO. LIMITED, a Guernsey limited company, BANK OF AMERICA, N.A., as administrative agent, collateral agent, letter of credit issuer and swing line lender, and each lender from time to time party thereto (the “Credit Agreement”). Terms defined in the Credit Agreement and used herein
