Exhibit 2.1 LOAN AGREEMENTSecurity Agreement • March 15th, 2004 • Unilens Vision Inc • Ophthalmic goods • British Columbia
AMENDMENT TO LOAN AGREEMENTLoan Agreement • March 15th, 2004 • Unilens Vision Inc • Ophthalmic goods
Exhibit 4.3 AGREEMENT FOR PURCHASE AND SALE OF ASSETS This agreement is entered into on the 1/st/ day of March, 2000, by and between Biocompatibles Eyecare, Inc., a corporation organized under the laws of Delaware, with its principal office located at...Agreement for Purchase and Sale • March 15th, 2004 • Unilens Vision Inc • Ophthalmic goods • Florida
Exhibit 4.1 [Certain portions of this exhibit have been omitted based on a request for confidential treatment pursuant to Rule 24b-2 under the Securities Act of 1934, as amended. Omitted portions: Sections 6.1. (in part), 6.2 (in part), 6.4 (in part),...License Agreement • March 15th, 2004 • Unilens Vision Inc • Ophthalmic goods • Florida
Exhibit 4.9 SEVERANCE COMPENSATION AGREEMENT This SEVERANCE COMPENSATION AGREEMENT dated as of August 1, 2000 is entered into between Unilens Vision Inc., Unilens Corp. USA, a corporation (collectively, the "Company"), and Alfred W. Vitale (the...Severance Compensation Agreement • March 15th, 2004 • Unilens Vision Inc • Ophthalmic goods • Florida
Exhibit 4.8 FOURTH AMENDMENT TO LEASE ------------------------- THIS FOURTH AMENDMENT TO LEASE, is made and entered this 28th day of December, 1999, by and between UNILENS CORP., USA, a Delaware corporation, hereinafter referred to as "Lessee" and...Unilens Vision Inc • March 15th, 2004 • Ophthalmic goods
Exhibit 4.5 AMENDMENT TO LEASE ------------------ THIS AMENDMENT TO LEASE, is made and executed this 29 day of March, 1991, by and between UNILENS CORP. U.S.A., a Delaware corporation, hereinafter referred to as "Lessee", and DR. KLAUS R. HOFFMANN and...Unilens Vision Inc • March 15th, 2004 • Ophthalmic goods
AGREEMENT AND PLAN OF MERGER by and among VALEANT PHARMACEUTICALS INTERNATIONAL ONE EYE MERGER SUB, INC., and Unilens Vision Inc.Agreement and Plan of Merger • July 14th, 2015 • Unilens Vision Inc • Ophthalmic goods • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of July 10, 2015 (this “Agreement”), by and among Valeant Pharmaceuticals International, a Delaware corporation (“Parent”), One Eye Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Unilens Vision Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.6 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise. Parent, Merger Sub and the Company are each sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
Exhibit 4.7 THIRD AMENDMENT TO LEASE ------------------------ THIS THIRD AMENDMENT TO LEASE, is made and entered this 28 day of August, 1997, by and between UNILENS CORP., USA, a Delaware corporation, hereinafter referred to as "Lessee" and DR. KLAUS...Unilens Vision Inc • March 15th, 2004 • Ophthalmic goods
Exhibit 4.11 SETTLEMENT AGREEMENT AGREEMENT, dated as of October 17, 2003 (the "Agreement"), among COMPETITIVE TECHNOLOGIES, INC., a Delaware corporation formerly known as University Patents, Inc. ("CTI"), UNILENS CORP. USA, a Delaware corporation...Settlement Agreement • March 15th, 2004 • Unilens Vision Inc • Ophthalmic goods
Exhibit 4.6 SECOND AMENDMENT TO LEASE THIS SECOND AMENDMENT TO LEASE, is made and executed this 30 day of September, 1993, by and between UNILENS CORP., USA, a Delaware corporation, hereinafter referred to as "Lessee" and DR. KLAUS R. HOFFMANN and...Unilens Vision Inc • March 15th, 2004 • Ophthalmic goods
VOTING AGREEMENTVoting Agreement • July 17th, 2015 • Unilens Vision Inc • Ophthalmic goods • Delaware
AGREEMENT, dated as of July 10, 2015, among Valeant Pharmaceuticals International, a Delaware corporation (“Parent”) and Mr. Peter H. Kamin, the beneficial owner of the shares of common stock of Unilens Vision, Inc., a Delaware corporation (the “Company”), listed on Schedule A (the “Stockholder”).
Commercial Term Note Wilmington, DelawareUnilens Vision Inc • October 8th, 2013 • Ophthalmic goods
For value received, the undersigned maker(s) (hereinafter referred to as "Borrower", which term means individually, collectively, and interchangeably any, each and/or all of them), jointly and severally, promises to pay to the order of HANCOCK BANK, a Mississippi state chartered bank ("Bank") with an office located at 100 Second Avenue North, Suite 200, St. Petersburg, Florida 33701, the sum of FIVE MILLION SEVEN HUNDRED EIGHTY-FIVE THOUSAND FOUR HUNDRED FIFTY-SEVEN AND 50/100 DOLLARS ($5,785,457.50) together with interest thereon, in accordance with the terms set forth in this Commercial Term Note ("Note").
STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 8th, 2013 • Unilens Vision Inc • Ophthalmic goods • Florida
AGREEMENT, dated as of October 4, 2013, between UNILENS VISION INC., a Delaware corporation (“Buyer”), and BAKER STREET CAPITAL L.P., a Delaware limited partnership (“Seller”).
Commercial Term Note Wilmington, DelawareUnilens Vision Inc • May 25th, 2012 • Ophthalmic goods
For value received, the undersigned maker(s) (hereinafter referred to as "Borrower", which term means individually, collectively, and interchangeably any, each and/or all of them), jointly and severally, promises to pay to the order of HANCOCK BANK, a Mississippi state chartered bank ("Bank") at its office where borrowed, the sum of THREE MILLION FIVE HUNDRED THOUSAND AND NO/100 DOLLARS together with interest thereon, in accordance with the terms set forth in this Commercial Term Note ("Note"). The optional provisions applicable to this Note are checked below.
LEASE AGREEMENT BETWEEN: CENTER FAMILY, LTD. AND UNILENS CORP. USA MAY 4, 2006Lease Agreement • December 29th, 2006 • Unilens Vision Inc • Ophthalmic goods
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • December 28th, 2009 • Unilens Vision Inc • Ophthalmic goods • Florida
THIS ASSET PURCHASE AGREEMENT (“Agreement”), is entered into as of November 30, 2008, by and among Unilens Corp. USA, a Delaware corporation with offices at 10431 72nd Street North, Largo, Florida 33777, USA (“Buyer”), Aero Contact Lens, Inc., a Michigan corporation with offices at 2958 Business One Drive; Kalamazoo, Michigan 49048 (“Seller”), and, for the sole and limited purpose of the provisions set forth in Article XI, below, Roger Trepanier (the “Principal”), whose address is 175 Buttonwood Drive Fair Haven, NJ 07704-3631.
FIFTH AMENDMENT TO SEVERANCE COMPENSATION AGREEMENTSeverance Compensation Agreement • December 30th, 2004 • Unilens Vision Inc • Ophthalmic goods • Florida
This Fifth AMENDMENT TO SEVERANCE COMPENSATION AGREEMENT dated as of the 21st day of April, 2004 (the “Fifth Amendment”) is entered into between Unilens Vision, Inc., Unilens Corp. USA, a corporation (collectively, the “Company”), and Alfred W. Vitale (the “Executive”).
SEVERANCE COMPENSATION AGREEMENTSeverance Compensation Agreement • September 28th, 2011 • Unilens Vision Inc • Ophthalmic goods
AGREEMENT, dated as of September 14, 2011, between UNILENS CORP. USA, a Delaware corporation, UNILENS VISION INC., a Delaware corporation (collectively, the “Company”), and LEONARD F. BARKER (“Executive”)
LOAN AGREEMENTAgreement • December 30th, 2008 • Unilens Vision Inc • Ophthalmic goods • Florida
This Agreement dated as of August 26, 2008, is between Bank of America, N.A. (the “Bank”) and UNILENS CORP. USA (the “Borrower”), a Delaware corporation.
SEVERANCE COMPENSATION AGREEMENTSeverance Compensation Agreement • December 29th, 2006 • Unilens Vision Inc • Ophthalmic goods
AGREEMENT, dated as of September 6, 2006, between UNILENS CORP. USA, a Delaware corporation, UNILENS VISION INC., a Vancouver corporation (collectively, the “Company”), and KELLY McKNIGHT-GOELZ(“Executive”).
RATIFICATION AND CONSENT OF GUARANTYRatification And • April 4th, 2011 • Unilens Vision Inc • Ophthalmic goods
THIS RATIFICATION AND CONSENT OF GUARANTY (this “Ratification and Consent”) is made as of the 31st day of March, 2011, by UNILENS VISION, INC., a Delaware corporation having an address of 1780-400 Burrard Street, Vancouver, B.C. V6C 3A6 (“Guarantor”), for the benefit of REGIONS BANK, an Alabama banking corporation, having an address of 100 North Tampa Street, Suite 3100, Tampa, Florida 33602 (“Lender”).
CREDIT AND SECURITY AGREEMENT between REGIONS BANK, an Alabama banking corporation, Lender and UNILENS CORP. USA, a Delaware corporation, Borrower Dated as of November 9, 2009Credit and Security Agreement • December 28th, 2009 • Unilens Vision Inc • Ophthalmic goods • Florida
This CREDIT AND SECURITY AGREEMENT is made as of the 9 day of November, 2009, by and between REGIONS BANK, an Alabama banking corporation (“Lender”) with offices at 100 North Tampa Street, Suite 3100, Tampa, Florida 33602, UNILENS CORP. USA, a Delaware corporation (“Borrower”), with its principal executive offices located at and having a mailing address of 10431 72nd Street North, Largo, Florida 33777, and UNILENS VISION INC., a Canadian corporation (“Guarantor”) with its principal executive offices located at and having a mailing address of 1780-400 Burrard Street, Vancouver, B.C., V6C 3A6.
Continuing GuarantyContinuing Guaranty • May 25th, 2012 • Unilens Vision Inc • Ophthalmic goods • Florida
The undersigned (hereinafter sometimes referred to as “Guarantor,” which term means individually, collectively, and interchangeably any, each and/or all of them) hereby gives to HANCOCK BANK, a Mississippi state chartered bank, with an office located at 100 Second Avenue North, Suite 200, St. Petersburg, Florida 33701 (“Bank”), this Continuing Guaranty (this “Guaranty”) for the purpose of guarantying the obligations of UNILENS CORP. USA, a Delaware corporation and UNILENS VISION SCIENCES, INC., a Delaware corporation (hereinafter collectively referred to as “Borrower”). Guarantor agrees as follows:
JOINDER AGREEMENT AND FIRST AMENDMENT TO CREDIT AND SECURITY AGREEMENT AND OTHER LOAN DOCUMENTSJoinder Agreement and First • September 28th, 2010 • Unilens Vision Inc • Ophthalmic goods • Florida
THIS JOINDER AGREEMENT AND FIRST AMENDMENT TO CREDIT AND SECURITY AGREEMENT AND OTHER LOAN DOCUMENTS (this “Amendment”) is made and entered into as of August 12, 2010, by and between UNILENS CORP. USA, a Delaware corporation (“Existing Borrower”), UNILENS VISION SCIENCES INC., a Delaware corporation (“New Borrower”; together with Existing Borrower, “Borrower”) and REGIONS BANK, an Alabama corporation (“Lender”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • December 30th, 2004 • Unilens Vision Inc • Ophthalmic goods
AGREEMENT, dated as of February 2, 2004 (the “Agreement”), between UNILENS CORP. USA, a Delaware corporation (“Purchaser”), and THE LIFESTYLE COMPANY, INC., a New Jersey corporation (“Seller”).
MASTER AGREEMENTMaster Agreement • May 16th, 2011 • Unilens Vision Inc • Ophthalmic goods • Alabama
THIS MASTER AGREEMENT, dated April 14, 2011 (this “Master Agreement”), is among: (a) UNILENS CORP. USA (hereinafter “Company”), a/an Delaware CORPORATION with an organizational identification number of P23142 and a principal place of business at 10431 72ND STREET NORTH, LARGO, FL 33777; and (b) REGIONS EQUIPMENT FINANCE, LTD., an Alabama limited partnership (“REFLP”), and REGIONS EQUIPMENT FINANCE CORPORATION, an Alabama corporation (“REFCO”), both with an office at 1900 Fifth Avenue North, Suite 2400, Birmingham, Alabama 35203. Certain definitions and constructions of terms used in this Master Agreement are provided in Section XIV hereof.
LOAN MODIFICATION AND EXTENSION AGREEMENTLoan Modification and Extension Agreement • October 8th, 2013 • Unilens Vision Inc • Ophthalmic goods • Florida
THIS LOAN MODIFICATION AND EXTENSION AGREEMENT (the “Agreement”) is entered into as of the 3rd day of October, 2013,by and between HANCOCK BANK, a Mississippi state chartered bank (“Lender”), UNILENS CORP. USA, a Delaware corporation (“Unilens”), and UNILENS VISION SCIENCES INC., a Delaware corporation (“UVSI”) (Unilens and UVSI, jointly and severally, will be sometimes collectively referred to below as the “Borrower”), and UNILENS VISION INC., a Delaware corporation (the “Guarantor”) (the Borrower and Guarantor will be sometimes collectively referred to below as the “Borrower Group”), and is made in reference to the following facts:
PATENT SECURITY AGREEMENTPatent Security Agreement • May 25th, 2012 • Unilens Vision Inc • Ophthalmic goods • Florida
THIS PATENT SECURITY AGREEMENT (this “Agreement”) is made May 17, 2012, by UNILENS CORP. USA, a Delaware corporation (“Grantor”), having an address of Nemours Building, 1007 Orange Street, Suite 1410, Wilmington, Delaware 19801 in favor of HANCOCK BANK, a Mississippi state chartered bank (“Grantee”), having an address of 100 Second Avenue North, Suite 200, St. Petersburg, Florida 33701.
COMMERCIAL SECURITY AGREEMENTCommercial Security Agreement • November 14th, 2014 • Unilens Vision Inc • Ophthalmic goods • Florida
THIS COMMERCIAL SECURITY AGREEMENT dated October 29, 2014, is made and executed among UNILENS CORP. USA ("Grantor"); UNILENS CORP. USA and UNILENS VISION SCIENCES INC. ("Borrower"); and HANCOCK BANK, a trade name of Whitney Bank ("Lender").
CREDIT AND SECURITY AGREEMENT between HANCOCK BANK, a Mississippi state chartered bank, “Lender” and UNILENS CORP. USA, a Delaware corporation UNILENS VISION SCIENCES INC., a Delaware corporation (collectively the “Borrower”) UNILENS VISION INC., a...Credit and Security Agreement • May 25th, 2012 • Unilens Vision Inc • Ophthalmic goods • Florida
Amendment to License AgreementLicense Agreement • September 30th, 2013 • Unilens Vision Inc • Ophthalmic goods
This Amendment (this “Amendment”) is made as of February 28, 2012, by and between Bausch & Lomb Incorporated (“B&L”) and Unilens Vision Sciences Inc. (“Licensor”).
Exhibit 4.10 UNILENS CORP., USA Memo To: Mike Pecora From: Al Vitale Date: March 1,1999 Re: Compensation and Severance Agreement This will confirm our agreement regarding your future compensation as CFO for Unilens Corp., USA (The Company) as well as...Unilens Vision Inc • March 15th, 2004 • Ophthalmic goods
OPERATIVE TERMS ---------------Settlement and Forbearance Agreement • March 15th, 2004 • Unilens Vision Inc • Ophthalmic goods • Florida
AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT between HANCOCK BANK, a Mississippi state chartered bank, “Lender” and UNILENS CORP. USA, a Delaware corporation UNILENS VISION SCIENCES INC., a Delaware corporation (collectively the “Borrower”)...Credit and Security Agreement • October 8th, 2013 • Unilens Vision Inc • Ophthalmic goods • Florida
