1 EXHIBIT 4.D CREDIT AGREEMENTCredit Agreement • February 3rd, 1998 • United States Surgical Corp • Surgical & medical instruments & apparatus • New York
1 CONFORMED COPY AMENDMENT NO. 1 TO REVOLVING CREDIT AGREEMENT AMENDMENT dated as of September 16, 1996 to the Credit Agreement dated as of December 20, 1995 (the "Revolving Credit Agreement") among UNITED STATES SURGICAL CORPORATION, the ELIGIBLE...Revolving Credit Agreement • October 22nd, 1996 • United States Surgical Corp • Surgical & medical instruments & apparatus • New York
Exhibit 1 United States Surgical Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • March 5th, 1998 • United States Surgical Corp • Surgical & medical instruments & apparatus • New York
dated as ofCredit Agreement • January 30th, 1996 • United States Surgical Corp • Surgical & medical instruments & apparatus • New York
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION...Statement of Eligibility • March 5th, 1998 • United States Surgical Corp • Surgical & medical instruments & apparatus
2 3 period from December 31, 1992 to September 30, 1993 shall exceed 1.875% or for any one-year period thereafter beginning and ending on a September 30 shall exceed 2.5%, such excess shall not be taken into account in such calculation and (2) if the...Lease Agreement • July 24th, 1997 • United States Surgical Corp • Surgical & medical instruments & apparatus
July 24, 1997 Mr. Victor H. Krulak 3045 Rosecrans San Diego, CA 92110 Dear Mr. Krulak: This letter will serve to confirm our agreement regarding Circon Corporation ("Circon"). 1. You will serve as a member of a slate of directors ("Nominee") to be...Nominee Agreement • July 28th, 1997 • United States Surgical Corp • Surgical & medical instruments & apparatus
AGREEMENTExecutive Employment Agreement • February 3rd, 1998 • United States Surgical Corp • Surgical & medical instruments & apparatus • Connecticut
STOCK AND ASSET PURCHASE AGREEMENTStock and Asset Purchase Agreement • March 5th, 1998 • United States Surgical Corp • Surgical & medical instruments & apparatus • New York
TABLE OF CONTENTS (1)Indenture • March 12th, 1998 • United States Surgical Corp • Surgical & medical instruments & apparatus • New York
EXHIBIT 99(A)(4) SALOMON BROTHERS INC ----------------- SALOMON BROTHERS ----------------- OFFER TO PURCHASE FOR CASH ALL OUTSTANDING SHARES OF COMMON STOCK (INCLUDING THE ASSOCIATED PREFERRED SHARE PURCHASE RIGHTS) OF CIRCON CORPORATION AT $16.50 NET...Offer to Purchase • August 5th, 1997 • United States Surgical Corp • Surgical & medical instruments & apparatus
1 AGREEMENTParticipation Agreement • July 24th, 1997 • United States Surgical Corp • Surgical & medical instruments & apparatus • New York
TO THE BANK OF NEW YORK, Trustee INDENTUREIndenture • March 12th, 1998 • United States Surgical Corp • Surgical & medical instruments & apparatus • New York
January 30, 1996Separation Agreement • January 30th, 1996 • United States Surgical Corp • Surgical & medical instruments & apparatus • Connecticut
1 Exhibit 10.R To: Leon C. Hirsch Date: May 1, 1997 Subj: Purchase Agreement On April 17, 1997, the Compensation/Option Committee of the Board of Directors authorized your purchase from the Company, at fair market value, of options (the "Options") for...Purchase Agreement • February 3rd, 1998 • United States Surgical Corp • Surgical & medical instruments & apparatus
SALOMON BROTHERS INC ----------------- SALOMON BROTHERS ----------------- OFFER TO PURCHASE FOR CASH ALL OUTSTANDING SHARES OF COMMON STOCK (INCLUDING THE ASSOCIATED PREFERRED SHARE PURCHASE RIGHTS) OF CIRCON CORPORATION AT $17 NET PER SHARE BY USS...Offer to Purchase • December 18th, 1996 • United States Surgical Corp • Surgical & medical instruments & apparatus
TO THE BANK OF NEW YORK, Trustee INDENTUREIndenture • March 5th, 1998 • United States Surgical Corp • Surgical & medical instruments & apparatus • New York
