1 Exhibit 10 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT is made as of April 1, 1999 by and between IDEXX Laboratories, Inc., a Delaware corporation (the "Company"), and Jeffrey J. Langan (the "Executive"). The Board of Directors of the Company...Employment Agreement • May 17th, 1999 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • Delaware
BY AND AMONGStock Purchase Agreement • October 15th, 1998 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • Delaware
AGREEMENTSupply Agreement • November 13th, 2000 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • New York
THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 14, 2020 among IDEXX LABORATORIES, INC., IDEXX DISTRIBUTION, INC., IDEXX OPERATIONS, INC., OPTI MEDICAL SYSTEMS, INC., IDEXX LABORATORIES CANADA CORPORATION, IDEXX EUROPE B.V., and IDEXX...Credit Agreement • April 16th, 2020 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • New York
THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of April 14, 2020, among IDEXX LABORATORIES, INC., a Delaware corporation (the “Administrative Borrower”), IDEXX DISTRIBUTION, INC., a Massachusetts corporation, IDEXX OPERATIONS, INC., a Delaware corporation, OPTI MEDICAL SYSTEMS, INC., a Delaware corporation, IDEXX LABORATORIES CANADA CORPORATION, a company formed under the laws of Canada, and IDEXX EUROPE B.V., a besloten vennootschap met beperkte aansprakelijkheid incorporated under the laws of the Netherlands and IDEXX HOLDING B.V., a besloten vennootschap met beperkte aansprakelijkheid incorporated under the laws of the Netherlands (collectively with the Administrative Borrower and all other Persons who hereafter may be designated as a Borrower pursuant to Section 2.21, the “Borrowers”), the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, and JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as Toronto Agent.
AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • July 30th, 1999 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
CONFORMED COPY RIGHTS AGREEMENT RIGHTS AGREEMENT, dated as of December 17, 1996 (the "Agreement"), between IDEXX Laboratories, Inc., a Delaware corporation (the "Company"), and The First National Bank of Boston, a national banking association, as...Rights Agreement • December 24th, 1996 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • Delaware
AMENDED AND RESTATED RIGHTS AGREEMENTRights Agreement • March 14th, 2001 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • Delaware
AMENDED AND RESTATED RIGHTS AGREEMENT, as of January 22, 2001 (the "Agreement"), between IDEXX Laboratories, Inc., a Delaware corporation (the "Company"), and American Stock Transfer & Trust Company (as "Rights Agent").
1 2 (b) The Registered Holder may, at its option, elect to pay some or all of the Purchase Price payable upon an exercise of this Warrant by cancelling a portion of this Warrant exercisable for such number of Warrant Shares as is determined by...Common Stock Purchase Warrant • October 15th, 1998 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • Delaware
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 9, 2013 among IDEXX LABORATORIES, INC., IDEXX DISTRIBUTION, INC., IDEXX OPERATIONS, INC., IDEXX REFERENCE LABORATORIES, INC., OPTI MEDICAL SYSTEMS, INC., IDEXX LABORATORIES CANADA CORPORATION and...Credit Agreement • May 13th, 2013 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • New York
AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of May 9, 2013, among IDEXX LABORATORIES, INC., a Delaware corporation (the “Administrative Borrower”), IDEXX DISTRIBUTION, INC., a Massachusetts corporation, IDEXX OPERATIONS, INC., a Delaware corporation, IDEXX REFERENCE LABORATORIES, INC., a Delaware corporation, OPTI MEDICAL SYSTEMS, INC., a Delaware corporation, IDEXX LABORATORIES CANADA CORPORATION, a company formed under the laws of Canada, and IDEXX EUROPE B.V., a private limited liability company formed under the laws of the Netherlands (collectively with the Administrative Borrower and all other Persons who hereafter may be designated as a Borrower pursuant to Section 2.21, the “Borrowers”), the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as Toronto Agent, and J.P. MORGAN EUROPE LIMITED, as London Agent.
ContractCredit Agreement • April 5th, 2007 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • New York
AMENDED AND RESTATED CREDIT AGREEMENT dated as of March 30, 2007 among IDEXX LABORATORIES, INC., IDEXX DISTRIBUTION, INC., IDEXX OPERATIONS, INC., IDEXX REFERENCE LABORATORIES, INC., OPTI MEDICAL SYSTEMS, INC. and IDEXX LABORATORIES CANADA CORPORATION, as Borrowers, The Lenders Party Hereto, JPMORGAN CHASE BANK, NATIONAL ASSOCIATION as Administrative Agent and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, TORONTO BRANCH, as Toronto Agent ___________________________ J.P. MORGAN SECURITIES INC., as Sole Bookrunner and Sole Lead Arranger BANK OF AMERICA, N.A., as Syndication Agent WACHOVIA BANK, N.A., as Documentation Agent LASALLE BANK NATIONAL ASSOCIATION, as Co-Agent
AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 18, 2014 among IDEXX LABORATORIES, INC., IDEXX DISTRIBUTION, INC., IDEXX OPERATIONS, INC., IDEXX REFERENCE LABORATORIES, INC., OPTI MEDICAL SYSTEMS, INC., IDEXX LABORATORIES CANADA CORPORATION and...Credit Agreement • July 25th, 2014 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • New York
AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of June 18, 2014, among IDEXX LABORATORIES, INC., a Delaware corporation (the “Administrative Borrower”), IDEXX DISTRIBUTION, INC., a Massachusetts corporation, IDEXX OPERATIONS, INC., a Delaware corporation, IDEXX REFERENCE LABORATORIES, INC., a Delaware corporation, OPTI MEDICAL SYSTEMS, INC., a Delaware corporation, IDEXX LABORATORIES CANADA CORPORATION, a company formed under the laws of Canada, and IDEXX EUROPE B.V., a besloten vennootschap met beperkte aansprakelijkheid incorporated under the laws of the Netherlands (collectively with the Administrative Borrower and all other Persons who hereafter may be designated as a Borrower pursuant to Section 2.21, the “Borrowers”), the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as Toronto Agent, and J.P. MORGAN EUROPE LIMITED, as London Agent.
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 4, 2015 among IDEXX LABORATORIES, INC., IDEXX DISTRIBUTION, INC., IDEXX OPERATIONS, INC., OPTI MEDICAL SYSTEMS, INC., IDEXX LABORATORIES CANADA CORPORATION and IDEXX EUROPE B.V., as...Credit Agreement • December 8th, 2015 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of December 4, 2015, among IDEXX LABORATORIES, INC., a Delaware corporation (the “Administrative Borrower”), IDEXX DISTRIBUTION, INC., a Massachusetts corporation, IDEXX OPERATIONS, INC., a Delaware corporation, OPTI MEDICAL SYSTEMS, INC., a Delaware corporation, IDEXX LABORATORIES CANADA CORPORATION, a company formed under the laws of Canada, and IDEXX EUROPE B.V., a besloten vennootschap met beperkte aansprakelijkheid incorporated under the laws of the Netherlands (collectively with the Administrative Borrower and all other Persons who hereafter may be designated as a Borrower pursuant to Section 2.21, the “Borrowers”), the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as Toronto Agent, and J.P. MORGAN EUROPE LIMITED, as London Agent.
FORM OF AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • July 23rd, 2013 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • Delaware
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT is made as of May 26, 2013 (this “Agreement”) by and between IDEXX Laboratories, Inc., a Delaware corporation (the “Company”), and ____________________________ (the “Executive”) and amends and restates in its entirety the Executive Employment Agreement between the Company and the Executive dated as of February 13, 2012.
IDEXX LABORATORIES, INC. $75,000,000 3.94% Series A Senior Notes due December 11, 2023 $75,000,000 4.04% Series B Senior Notes due December 11, 2025 NOTE PURCHASE AGREEMENT Dated December 11, 2013Note Purchase Agreement • December 12th, 2013 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • New York
IDEXX Laboratories, Inc., a Delaware corporation (together with any successor thereto that becomes a party hereto pursuant to Section 10.3, the “Company”), agrees with each of the Purchasers as follows:
Employee Restricted Stock Unit AgreementEmployee Restricted Stock Unit Agreement • May 4th, 2021 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
Employee Stock Option AgreementsEmployee Stock Option Agreement • May 4th, 2021 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
AGREEMENTSupply Agreement • February 16th, 2022 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • New York
THIS AGREEMENT is made effective as of the 16th day of October, 2003, between IDEXX Operations, Inc., a Delaware corporation whose principal place of business is at 6100 East Shelby Drive, Memphis, Tennessee 38141, U.S.A. (“IDEXX”) and Ortho-Clinical Diagnostics, Inc., a New York corporation with offices at 100 Indigo Creek Drive, Rochester, New York, U.S.A. (“OCD”).
Director Stock Option Agreement Granted Under IDEXX Laboratories, Inc. 2018 Stock Incentive PlanDirector Stock Option Agreement • February 15th, 2019 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
Stock Option Agreement Granted Under IDEXX Laboratories, Inc. 2009 Stock Incentive PlanStock Option Agreement • February 19th, 2010 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
Employee Stock Option AgreementEmployee Stock Option Agreement • August 6th, 2024 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
PURCHASE AND SALE AGREEMENT (80 Eisenhower Drive — Westbrook, Maine)Purchase and Sale Agreement • March 10th, 2006 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • Maine
Restricted Stock Unit Agreement Granted Under IDEXX Laboratories, Inc. 2009 Stock Incentive PlanRestricted Stock Unit Agreement • February 19th, 2010 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • April 16th, 2020 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • New York
This Amendment to Note Purchase Agreement, dated as of April 10, 2020 (this “Amendment Agreement”) is made by and among IDEXX Laboratories, Inc., a Delaware corporation (the “Company”), each of the Subsidiary Guarantors set forth on the signature pages to this Amendment Agreement (together with the Company, collectively, the “Credit Parties”) and each of the holders of the Notes (as defined below) set forth on the signature pages to this Amendment Agreement (collectively, the “Noteholders”) in accordance with Section 17 of the Note Purchase Agreement (as hereinafter defined).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 31st, 2024 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • Maine
THIS THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made as of August 2, 2024 (the “Effective Date”) by and between IDEXX Laboratories, Inc., a Delaware corporation (the “Company”), and Jonathan (Jay) Mazelsky (the “Executive”) and amends and restates in its entirety the Second Amended and Restated Employment Agreement by and between the Company and the Executive dated as of October 23, 2019.
Performance-Based Restricted Stock Unit AgreementPerformance-Based Restricted Stock Unit Agreement • February 15th, 2019 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
Restricted Stock Unit AgreementRestricted Stock Unit Agreement • February 14th, 2020 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
PURCHASE AND SALE AGREEMENT AMONG OSMETECH PLC, OSMETECH TECHNOLOGY INC., OSMETECH INC. and OSMETECH GMBH and IDEXX SCIENCES, INC. and IDEXX LABORATORIES, INC. December 15, 2006Purchase and Sale Agreement • December 21st, 2006 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • Delaware
This PURCHASE AND SALE AGREEMENT (“Agreement”) is entered into as of December 15, 2006 among Osmetech plc, a public limited company incorporated in England and Wales with registered number 02849544 (the “Parent”), Osmetech Technology Inc., a Delaware corporation (“OST”), Osmetech Inc., a Delaware corporation (“OSI”), and Osmetech GmbH, a company organized under the laws of Germany (“OSG”) (the Parent, OST, OSI and OSG are each individually referred to herein as a “Seller” and are collectively referred to herein as the “Sellers”), IDEXX Sciences, Inc., a Delaware corporation (the “Buyer”), and IDEXX Laboratories, Inc., a Delaware corporation (for the limited purpose stated herein). The Sellers and the Buyer are referred to collectively herein as the “Parties.”
FORM OF CHANGE IN CONTROL AGREEMENTChange in Control Agreement • October 31st, 2024 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
THIS CHANGE IN CONTROL AGREEMENT is made as of [ ], 20[ ] (this “Agreement”), by and between IDEXX Laboratories, Inc., a Delaware corporation (the “Company”), and (the “Executive”) [and amends and restates in its entirety the [Amended and Restated] Executive Employment Agreement by and between the Company and the Executive dated as of [ ]].
AMENDMENT NO. 1 TO AMENDED AND RESTATED RIGHTS AGREEMENTRights Agreement • March 9th, 2005 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
This AMENDMENT NO. 1 (the “Amendment”) to the Amended and Restated Rights Agreement (the “Rights Agreement”) dated as of January 22, 2001, between IDEXX Laboratories, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, as Rights Agent (the “Rights Agent”), is entered into as of the 8th day of March, 2005. Capitalized terms not otherwise defined herein shall have the respective meanings given to them in the Rights Agreement.
AMENDMENT NO. 3 TO AGREEMENTAgreement • February 16th, 2022 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
AMENDMENT, effective as of December 28, 2011 (this “Amendment”) to the Agreement, dated as of October 17, 2003, between IDEXX Europe B.V. (“IDEXX”) and Ortho-Clinical Diagnostics, Inc. (“OCD”).
Employee Leveraged Restricted Stock Unit Agreement Granted under IDEXX Laboratories, Inc. 2018 Stock Incentive PlanEmployee Leveraged Restricted Stock Unit Agreement • February 22nd, 2024 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
Restricted Stock Unit AgreementRestricted Stock Unit Agreement • February 16th, 2022 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances • Delaware
AMENDMENT NO. 4 TO AGREEMENTAgreement • February 16th, 2022 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
AMENDMENT, effective as of December 28, 2011 (this “Amendment”) to the Agreement, dated as of October 16, 2003, between IDEXX Operations, Inc. (“IDEXX”) and Ortho-Clinical Diagnostics, Inc. (“OCD”).
AMENDMENT NO. 7 TO AGREEMENTAgreement • November 2nd, 2021 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
THIS AMENDMENT NO.7 TO AGREEMENT (this “Amendment”) is made effective as of July 9, 2019, between IDEXX Operations, Inc., a Delaware corporation whose principal place of business is at 6100 east Shelby Drive, Memphis Tennessee 38141, U.S.A. (“IDEXX”) and Ortho-Clinical Diagnostics, Inc., a New York corporation with offices at 100 Indigo Creek Drive, Rochester, New York, U.S.A. (“OCD”).
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. AMENDMENT NO. 3 TO AGREEMENTAgreement • February 27th, 2008 • Idexx Laboratories Inc /De • In vitro & in vivo diagnostic substances
THIS AMENDMENT NO. 3 TO AGREEMENT (this “Amendment”) is made effective as of the 18th day of January, 2008, between IDEXX Operations, Inc., a Delaware corporation whose principal place of business is at 6100 East Shelby Drive, Memphis, Tennessee 38141, U.S.A. (“IDEXX”) and Ortho-Clinical Diagnostics, Inc., a New York corporation with offices at 100 Indigo Creek Drive, Rochester, New York, U.S.A. (“OCD”).
