Accellent Inc. 10½% Senior Subordinated Notes due 2013 Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • November 29th, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus • New York
Accellent Inc., a Maryland corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) an aggregate of $305,000,000 principal amount of its 10½% Senior Subordinated Notes due 2013, which are guaranteed by the Guarantors identified in the Indenture (as defined herein). As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
LIMITED LIABILITY COMPANY AGREEMENT OF TENAX, LLC (a Delaware limited liability company)Limited Liability Company Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT is dated as of December , 1999 by MedSource Technologies, LLC, a Delaware limited liability company (the "Member").
CREDIT AND GUARANTY AGREEMENT dated as of June 30, 2004 by and among MEDICAL DEVICE MANUFACTURING, INC., as Borrower, UTI CORPORATION, CERTAIN SUBSIDIARIES OF MEDICAL DEVICE MANUFACTURING, INC., as Guarantors, VARIOUS LENDERS, CREDIT SUISSE FIRST...Credit and Guaranty Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • New York
This CREDIT AND GUARANTY AGREEMENT, dated as of June 30, 2004 (this "Agreement"), is entered into by and among MEDICAL DEVICE MANUFACTURING, INC., a Colorado corporation ("Company"), UTI CORPORATION, a Maryland corporation ("Holdings"), CERTAIN SUBSIDIARIES OF COMPANY, as Guarantors, the Lenders party hereto from time to time, CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch ("CSFB"), as Sole Lead Arranger and Sole Book Runner (in such capacities, "Lead Arranger"), as Administrative Agent (together with its permitted successors in such capacity, "Administrative Agent"), and as Collateral Agent (together with its permitted successor in such capacity, "Collateral Agent"), ANTARES CAPITAL CORPORATION("Antares") and NATIONAL CITY BANK("NCB"), as Co-Documentation Agents (in such capacities, collectively, "Co-Documentation Agents"), and WACHOVIA BANK, NATIONAL ASSOCIATION ("Wachovia"), as Syndication Agent (in such capacity, "Syndication Agent").
CREDIT AGREEMENT Dated as of November 22, 2005 among ACCELLENT MERGER SUB INC., ACCELLENT INC., as Borrower ACCELLENT ACQUISITION CORP., as Holdings The Several Lenders from Time to Time Parties Hereto JPMORGAN CHASE BANK, N.A. as Administrative...Credit Agreement • November 29th, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus • New York
CREDIT AGREEMENT dated as of November 22, 2005, among ACCELLENT MERGER SUB INC., a Maryland corporation (“Merger Sub”), a wholly owned subsidiary of ACCELLENT ACQUISITION CORP., a Delaware corporation (“Holdings”) which shall merge (the “Merger”) with and into ACCELLENT INC., a Maryland corporation (“Target” and immediately upon consummation of the Merger with Target as the surviving entity and its assumption of the obligations of Merger Sub hereunder by operation of law, the “Borrower”), Holdings, the Borrower, the lending institutions from time to time parties hereto (each a “Lender” and, collectively, the “Lenders”), J.P. MORGAN SECURITIES INC., as Joint Lead Arranger and Joint Bookrunner, CREDIT SUISSE, as Joint Lead Arranger and Joint Bookrunner and Syndication Agent, JPMORGAN CHASE BANK, N.A., as Administrative Agent, and LEHMAN COMMERCIAL PAPER INC., as Documentation Agent (such term and each other capitalized term used but not defined in this introductory statement having the m
SECURITY AGREEMENTSecurity Agreement • November 29th, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus • New York
THIS SECURITY AGREEMENT dated as of November 22, 2005, among ACCELLENT MERGER SUB INC., a Maryland corporation (“Merger Sub”), a wholly owned subsidiary of ACCELLENT ACQUISITION CORP., a Delaware corporation (“Holdings”) which shall merge (the “Merger”) with and into ACCELLENT INC., a Maryland corporation (“Target” and immediately upon consummation of the Merger with Target as the surviving entity and its assumption of the obligations of Merger Sub by operation of law, the “Borrower”), Holdings, the Borrower, each of the subsidiaries of the Borrower listed on Annex A hereto (each such undersigned subsidiary being a “Subsidiary Grantor” and, collectively, the “Subsidiary Grantors”; the Subsidiary Grantors, Holdings and the Borrower are referred to collectively as the “Grantors”), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the lenders (“Lenders”) from time to time party to the Credit Agreement dated as of the date hereof (as
EMPLOYMENT AGREEMENTEmployment Agreement • March 15th, 2005 • Medical Device Manufacturing, Inc. • Surgical & medical instruments & apparatus • Pennsylvania
THIS EMPLOYMENT AGREEMENT (the "Agreement"), made this 5th day of July, 2004 (the "Effective Date") is entered into by UTI Corporation, a Maryland corporation with its principle place of business at 200 West Seventh Avenue, Collegeville, PA 19426 (the "Company"), and George R. Trutza (the "Employee").
EMPLOYMENT AGREEMENTEmployment Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • Pennsylvania
This EMPLOYMENT AGREEMENT, dated as of August , 2001 (this "Agreement"), is made and entered into by and between UTI Corporation, a Maryland corporation (the "Company") and Stewart Fisher ("Employee").
NON-DISCLOSURE, NON-SOLICITATION, NON-COMPETITION AND INVENTION ASSIGNMENT AGREEMENTNon-Disclosure, Non-Solicitation, Non-Competition and Invention Assignment Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • Pennsylvania
This Non-Disclosure, Non-Solicitation, Non-Competition and Invention Assignment Agreement is made by and between UTI Corporation, a Maryland corporation (hereinafter referred to collectively with any of its subsidiaries as the "Company"), and Tom Lemker (the "Employee").
NON-DISCLOSURE, NON-SOLICITATION, NON-COMPETITION AND INVENTION ASSIGNMENT AGREEMENTNon-Disclosure, Non-Solicitation, Non-Competition and Invention Assignment Agreement • March 15th, 2005 • Medical Device Manufacturing, Inc. • Surgical & medical instruments & apparatus • Pennsylvania
This Non-Disclosure, Non-Solicitation, Non-Competition and Invention Assignment Agreement is made by and between UTI Corporation, a Maryland corporation (hereinafter referred to collectively with any of its subsidiaries as the "Company"), and George R. Trutza (the "Employee").
DLJ Merchant Banking III, Inc. Eleven Madison Avenue New York, NY 10010 June 30, 2004Financial Advisory Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • New York
This letter agreement (this "Agreement") confirms our understanding that UTI Corporation, a Maryland corporation (the "Company" or "you"), have engaged DLJ Merchant Banking III, Inc. and its affiliates, successors and assigns, as appropriate ("DLJMB" or "we"), to act as its financial advisor, and DLJMB has accepted such engagement, with respect to the matters described in Section 1 below.
PLEDGE AGREEMENTPledge Agreement • November 29th, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus • New York
PLEDGE AGREEMENT dated as of November 22, 2005, made among ACCELLENT MERGER SUB INC., a Maryland corporation (“Merger Sub”), a wholly owned subsidiary of ACCELLENT ACQUISITION CORP., a Delaware corporation (“Holdings”) which shall merge (the “Merger”) with and into ACCELLENT INC., a Maryland corporation (“Target” and immediately upon consummation of the Merger with Target as the surviving entity and its assumption of the obligations of Merger Sub by operation of law, the “Borrower”), Holdings, the Borrower, each of the subsidiaries of the Borrower listed on Schedule 1 hereto (each such subsidiary individually, a “Subsidiary Pledgor” and, collectively, the “Subsidiary Pledgors”; the Subsidiary Pledgors, Borrower and Holdings are referred to collectively as the “Pledgors”) and JPMORGAN CHASE BANK, N.A. as administrative agent (in such capacity, the “Administrative Agent”) for the lenders (the “Lenders”) from time to time parties to the CREDIT AGREEMENT dated as of the date hereof, among
MANAGEMENT AGREEMENTManagement Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • Colorado
THIS MANAGEMENT AGREEMENT (this "Agreement") is made and entered into as of July 6, 1999, by and between KRG Capital Partners, L.L.C., a Delaware limited liability company ("KRG"), Medical Device Manufacturing, Inc., a Colorado corporation ("MDM"), and G&D, Inc., a Colorado corporation d/b/a Star Guide Corporation ("Star Guide").
THIRD AMENDED & RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • Colorado
This THIRD AMENDED & RESTATED REGISTRATION RIGHTS AGREEMENT dated as of June 30, 2004 (this "Agreement") is made by and among UTI Corporation, a Maryland corporation, successor to MDMI Holdings, Inc., a Colorado corporation formerly known as Medical Device Manufacturing, Inc. (the "Company"), KRG/CMS L.P. (as successor-in-interest to KRG Capital Fund I, L.P., KRG Capital Fund I (FF), L.P., KRG Capital Fund I (PA), L.P., KRG Capital Fund I (GER), L.P., KRG Co-Investment, L.L.C., CMS Diversified Partners, CMS Co-Investment Subpartnership and CMS PEP XIV Co-Investment Subpartnership), DLJ Merchant Banking Partners III, L.P., DLJ Offshore Partners III-1, C.V., DLJ Offshore Partners III-2, C.V., DLJ Offshore Partners III, C.V., DLJ MB Partners III GmbH & Co. KG, Millennium Partners II, L.P. and MBP III Plan Investors, L.P. (together, "DLJMBP"), and the other Holders listed on Schedule I hereto, as such schedule may be amended from time to time. This Agreement shall amend, supersede and repl
ASSET PURCHASE AGREEMENT by and among Accellent Corp., as Parent, CE Huntsville Holdings Corp., as Purchaser, Campbell Engineering, Inc., as the Seller, and each of the Sharehoolders of the Seller set forth on the signature page hereto, constituting...Asset Purchase Agreement • November 1st, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus • Delaware
This ASSET PURCHASE AGREEMENT, dated as of September 12, 2005 (this “Agreement”), is made and entered into by and among Accellent Corp., a Colorado corporation (“Parent”), CE Huntsville Holdings Corp., a Delaware corporation and wholly owned subsidiary of Parent (“Purchaser”), Campbell Engineering, Inc., an Alabama corporation (the “Seller”), and each of the shareholders of the Seller signatory hereto, constituting all of the shareholders of the Seller (each hereinafter individually referred to as a “Shareholder” and collectively referred to as the “Shareholders”).
FOURTH AMENDMENT TO MANAGEMENT AGREEMENTManagement Agreement • August 9th, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus
This FOURTH AMENDMENT TO MANAGEMENT AGREEMENT, (this “Fourth Amendment”), dated as of June 9, 2005, is entered into by and among KRG Capital Partners, LLC, a Delaware limited liability company (“KRG”) and Accellent Inc., a Maryland corporation formerly known as UTI Corporation (“Accellent” or the “Company”).
CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMSSeparation Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • Pennsylvania
This Separation Agreement and General Release of Claims ("Agreement") is entered into between UTI Corporation, a Maryland corporation ("UTI-MD"), Medical Device Manufacturing, Inc., a Colorado Corporation ("Employer"), UTI Corporation, a Pennsylvania corporation ("UTI-PA") and Andrew D. Freed ("Employee"), as of this 14th day of September, 2003.
VOTING AGREEMENT BY AND AMONG ACCELLENT ACQUISITION CORP., ACCELLENT INC. (with respect to Section 4.1 only) AND CERTAIN STOCKHOLDERS OF ACCELLENT INC. DATED AS OF OCTOBER 7, 2005Voting Agreement • October 11th, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus • New York
VOTING AGREEMENT, dated as of October 7, 2005 (this “Agreement”), by and among Accellent Acquisition Corp., a Delaware corporation (“Purchaser”), the parties listed on Annex A hereto (each, a “Stockholder” and collectively, the “Stockholders”) and, with respect to Section 4.1 only, Accellent Inc., a Maryland corporation (the “Company”).
175,000,000 MEDICAL DEVICE MANUFACTURING, INC. 10% Senior Subordinated Notes due 2012 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • New York
Medical Device Manufacturing, Inc., a Colorado corporation (the "Company"), proposes to issue and sell to Credit Suisse First Boston LLC and Wachovia Capital Markets, LLC (collectively, the "Initial Purchasers"), upon the terms set forth in a purchase agreement dated June 23, 2004 (the "Purchase Agreement"), $175,000,000 aggregate principal amount of its 10% Senior Subordinated Notes due 2012 (the "Initial Securities") to be unconditionally guaranteed (the "Guaranties") by the Guarantors (as defined in the Purchase Agreement). The Initial Securities will be issued pursuant to an Indenture, dated as of the date hereof (the "Indenture"), among the Company, the Guarantors named therein and U.S. Bank National Association (the "Trustee").
PLEDGE SUPPLEMENTPledge Supplement • November 1st, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus
This PLEDGE SUPPLEMENT, dated as of September 9, 2005, is delivered by CE HUNTSVILLE HOLDINGS CORP., a Delaware corporation (“Grantor”), pursuant to the Pledge and Security Agreement, dated as of June 30, 2004 (as it may be from time to time amended, restated, supplemented or otherwise modified, the “Security Agreement”), between ACCELLENT CORP. (formerly known as MEDICAL DEVICE MANUFACTURING, INC.), the other Grantors named therein, and CREDIT SUISSE, CAYMAN ISLANDS BRANCH (formerly known as CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch), as Collateral Agent. Capitalized terms used herein not otherwise defined herein shall have the meanings ascribed thereto in the Security Agreement.
UNIFORM TUBES, INC. (Inclusive of Trappe and South Plainfield locations) TRADE SECRETS AGREEMENTTrade Secrets Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies
UTI Corporation has elected to keep certain operations, techniques, processes, engineering details, and computer programming and operations secret or proprietary; and to not divulge such information except to those few individuals who in the course of their work must utilize or be privy to such information.
PLEDGE AND SECURITY AGREEMENT dated as of June 30, 2004 between EACH OF THE GRANTORS PARTY HERETO and CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch, as Collateral AgentPledge and Security Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • New York
This PLEDGE AND SECURITY AGREEMENT, dated as of June 30, 2004 (as amended, restated, supplemented or otherwise modified from time to time this "Agreement"), is between EACH OF THE UNDERSIGNED, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (each, a "Grantor" and collectively, "Grantors"), and CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch, as collateral agent for the Secured Parties (as herein defined) (in such capacity as collateral agent, "Collateral Agent").
FIRST AMENDMENT TO LETTER AGREEMENTLetter Agreement • August 9th, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus
This FIRST AMENDMENT TO LETTER AGREEMENT, (this “First Amendment”), dated as of June 9, 2005, is entered into by and between Accellent Inc., a Maryland corporation formerly known as UTI Corporation (“Accellent” or the “Company”), and DLJ Merchant Banking III, Inc. (“DLMBJ”).
STOCK PURCHASE AGREEMENT Dated as of February 28, 2003 By and Among UTI CORPORATION, MEDICAL DEVICE MANUFACTURING, INC., (a wholly owned subsidiary of UTI Corporation) CISA, Ltd., and GIANCARLO GAGLIARDONI AND CESARE GAGLIARDONIStock Purchase Agreement • October 26th, 2004 • Medical Device Manufacturing, Inc. • Surgical & medical instruments & apparatus • Colorado
This Stock Purchase Agreement (this "Agreement"), dated as of February 28, 2003, is entered into by and among Medical Device Manufacturing, Inc., a Colorado corporation ("Purchaser"), UTI Corporation, a Maryland corporation ("Parent") and each of CISA, Ltd., Giancarlo Gagliardoni and Cesare Gagliardoni (each hereafter individually referred to as a "Shareholder" and collectively referred to as the "Shareholders").
GUARANTEEGuarantee • November 29th, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus • New York
GUARANTEE dated as of November 22, 2005, made among ACCELLENT ACQUISITION CORP., a Delaware corporation (“Holdings”) and each of the subsidiaries of the Borrower (as defined below) listed on Annex A hereto (each such subsidiary individually, a “Subsidiary Guarantor” and, collectively, the “Subsidiary Guarantors”; the Subsidiary Guarantors and Holdings are referred to collectively as the “Guarantors”) and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the lenders (the “Lenders”) from time to time parties to the CREDIT AGREEMENT dated as of the date hereof, among ACCELLENT MERGER SUB INC., a Maryland corporation (“Merger Sub”), a wholly owned subsidiary of Holdings, which shall merge (the “Merger”) with and into ACCELLENT INC., a Delaware corporation (“Target” and immediately upon the consummation of the Merger with Target as the surviving entity and its assumption of the obligations of Merger Sub by operation of law, the “Borrower”)
AMENDMENT TO NON-COMPETITION AGREEMENTNon-Competition Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • Pennsylvania
This AMENDMENT (this "Amendment") to that certain Non-Competition Agreement (the "Non-Competition Agreement"), dated May 31, 2000, among Medical Device Manufacturing, Inc., a Colorado corporation ("MDMI"), UTI Corporation, a Pennsylvania corporation ("UTI-PA") and Jeffrey M. Farina ("Farina") is dated as of December 1, 2003.
SUBSCRIPTION AGREEMENTSubscription Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • New York
SUPPLEMENTAL INDENTURESupplemental Indenture • November 4th, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus • New York
This SUPPLEMENTAL INDENTURE, effective as of November 3, 2005 (the “Supplemental Indenture”), is entered into by and among ACCELLENT CORP., a Colorado corporation (the “Company”), each of the Guarantors party hereto (the “Guarantors”), and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”).
NON-COMPETITION AGREEMENTNon-Competition Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • Pennsylvania
This Non-Competition Agreement (this "Agreement") dated September , 2001 is made and entered into by and among UTI Corporation, a Maryland corporation (the "Company"), and Stewart Fisher ("Fisher").
ANTI-DILUTION AGREEMENT AMONG MDMI HOLDINGS, INC. and the parties named herein Dated as of May 31, 2000Anti-Dilution Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • New York
ANTI-DILUTION AGREEMENT (the "Anti-Dilution Agreement" or this "Agreement") dated as of May 31, 2000 (the "Issue Date") between MDMI Holdings, Inc., a Colorado corporation (the "Company"), and the parties named herein (together with their successors and assigns, the "Holders").
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • June 14th, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus • Maryland
Accellent Inc., a Maryland corporation (the “Company”), hereby grants shares of its common stock, $.01 par value, (the “Stock”) to the Grantee named below. The terms and conditions of the grant are set forth in this cover sheet, in the attachment and in the Company’s 2000 Stock Option and Incentive Plan (the “Plan”).
CONSENT TO AMENDMENTAnti-Dilution Agreement • November 1st, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus
WHEREAS, the undersigned (the “Shareholders”) are party to, or successor in interest to a party to, that certain Anti-Dilution Agreement (the “Anti-Dilution Agreement”), dated as of May 31, 2002 [sic], between the Shareholders and UTI Corporation (the “Company”), a Maryland corporation formerly known as MDMI Holdings, Inc.;
AMENDED AND RESTATED SHAREHOLDERS' AGREEMENTShareholder Agreement • August 30th, 2004 • Medical Device Manufacturing, Inc. • Wholesale-medical, dental & hospital equipment & supplies • Colorado
THIS AMENDED AND RESTATED SHAREHOLDERS' AGREEMENT dated as of June 30, 2004 (this "Agreement") is made by and among UTI Corporation, a Maryland corporation, as successor to MDMI Holdings, Inc., a Colorado corporation, f/k/a Medical Device Manufacturing, Inc. (the "Company"), KRG/CMS L.P. (as successor-in-interest to KRG Capital Fund I, L.P., KRG Capital Fund I (FF), L.P., KRG Capital Fund I (PA), L.P., KRG Capital Fund I (GER), L.P., KRG Co-Investment, L.L.C., CMS Diversified Partners, CMS Co-Investment Subpartnership and CMS PEP XIV Co-Investment Subpartnership) ("KRG"), DLJ Merchant Banking Partners III, L.P., DLJ Offshore Partners III-1, C.V., DLJ Offshore Partners III-2, C.V., DLJ Offshore Partners III, C.V., DLJ MB Partners III GmbH & Co. KG, Millennium Partners II, L.P. and MBP III Plan Investors, L.P. (collectively, "DLJMB" and individually, a "DLJMB Fund"), certain other shareholders of the Company listed on Schedule I to this Agreement, and such other investors as may from tim
SUPPLEMENTAL INDENTURESupplemental Indenture • November 1st, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September 9, 2005, among the Guarantor(s) listed on the signature page attached hereto (each a “Guaranteeing Subsidiary”), a subsidiary of Accellent Corp. (f/k/a Medical Device Manufacturing, Inc.) (or its permitted successor), a Colorado corporation (the “Company”), the Company and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
FIRST AMENDMENT TO CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • May 9th, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus • New York
This FIRST AMENDMENT TO CREDIT AND GUARANTY AGREEMENT (this "Amendment"), dated as of March 25, 2005, is among MEDICAL DEVICE MANUFACTURING, INC., a Colorado corporation ("Company"), ACCELLENT INC. (formerly UTI Corporation), a Maryland corporation ("Holdings"), certain Subsidiaries of Company party hereto, and CREDIT SUISSE FIRST BOSTON, acting through its Cayman Islands Branch, as administrative agent (in such capacity, "Administrative Agent").
CONSENT TO AMENDMENT OF SHAREHOLDERS’ AGREEMENTShareholders’ Agreement • November 1st, 2005 • Accellent Corp. • Surgical & medical instruments & apparatus
WHEREAS, each of the undersigned (collectively, the “Majority Holders”) is party to that certain Amended and Restated Shareholders’ Agreement, dated June 30, 2004 (the “Shareholders’ Agreement”), between the Holders and UTI Corporation, a Maryland corporation, as successor to MDMI Holdings, Inc., a Colorado corporation, f/k/a Medical Device Manufacturing, Inc. (the “Company”);
