BIOVAIL CORPORATION, as Issuer,First Supplemental Indenture • May 21st, 2002 • Biovail Corp International • Pharmaceutical preparations • New York
ANDIndenture • October 1st, 2010 • Valeant Pharmaceuticals International, Inc. • Pharmaceutical preparations • New York
SERVICES AGREEMENTServices Agreement • October 7th, 1997 • Biovail Corporation International • Pharmaceutical preparations
Biovail Corporation International 2488 Dunwin Drive Mississauga Ontario L5L, IJ9 Canada July 13, 1999Consulting Agreement • July 30th, 1999 • Biovail Corporation International • Pharmaceutical preparations • Ontario
andMaster Agreement • October 2nd, 2000 • Biovail Corporation International • Pharmaceutical preparations • Ontario
1 EXHIBIT 4.2 WARRANT AGREEMENT WARRANT AGREEMENT (the "AGREEMENT'), dated as of October __, 1997, between Biovail Corporation International (the "COMPANY"), a corporation organized and existing under the laws of Ontario, Canada and Chase Mellon...Warrant Agreement • October 7th, 1997 • Biovail Corporation International • Pharmaceutical preparations • New York
1 Exhibit "I" [BIOVAIL LETTERHEAD] [TECHNILAB LOGO] FOR: Technilab Pharma Inc. FOR: Biovail Corporation InternationalLicensing Agreement • November 26th, 1997 • Biovail Corporation International • Pharmaceutical preparations
BIOVAIL CORPORATION, as Issuer andIndenture • May 21st, 2002 • Biovail Corp International • Pharmaceutical preparations • New York
1 Exhibit 10.1 DEVELOPMENT AND LICENSE AGREEMENT DEVELOPMENT AND LICENSE AGREEMENT (this Agreement) is made the [ ] day of October 1997, between BIOVAIL LABORATORIES INCORPORATED, a Barbados corporation incorporated under the International Business...Development and License Agreement • October 7th, 1997 • Biovail Corporation International • Pharmaceutical preparations
RECITALS:Escrow Agreement • July 23rd, 1999 • Biovail Corporation International • Pharmaceutical preparations • Delaware
AGREEMENT AND PLAN OF MERGER Among MEDICIS PHARMACEUTICAL CORPORATION, VALEANT PHARMACEUTICALS INTERNATIONAL, VALEANT PHARMACEUTICALS INTERNATIONAL, INC. and MERLIN MERGER SUB, INC. Dated as of September 2, 2012Merger Agreement • September 4th, 2012 • Valeant Pharmaceuticals International, Inc. • Pharmaceutical preparations • Delaware
AGREEMENT AND PLAN OF MERGER (hereinafter called this “Agreement”), dated as of September 2, 2012, among Medicis Pharmaceutical Corporation, a Delaware corporation (the “Company”), Valeant Pharmaceuticals International, a Delaware corporation (“Parent”), Merlin Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub,” the Company and Merger Sub sometimes being hereinafter collectively referred to as the “Constituent Corporations”), and Valeant Pharmaceuticals International, Inc., a Canadian corporation (“Parent Holdco”).
THIRD AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT dated as of February 13, 2012 among VALEANT PHARMACEUTICALS INTERNATIONAL, INC., as Borrower, CERTAIN SUBSIDIARIES OF VALEANT PHARMACEUTICALS INTERNATIONAL, INC., as Guarantors, VARIOUS LENDERS...Credit and Guaranty Agreement • February 17th, 2012 • Valeant Pharmaceuticals International, Inc. • Pharmaceutical preparations • New York
This THIRD AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT, dated as of February 13, 2012, is entered into by and among VALEANT PHARMACEUTICALS INTERNATIONAL, INC., a corporation continued under the federal laws of Canada (“Borrower”), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS LENDING PARTNERS LLC (“GSLP”), J.P. MORGAN SECURITIES LLC (“J.P. Morgan”) and MORGAN STANLEY SENIOR FUNDING, INC. (“Morgan Stanley”), as Joint Lead Arrangers and Joint Bookrunners, JPMORGAN CHASE BANK, N.A. and Morgan Stanley as Co-Syndication Agents (in such capacity, the “Co-Syndication Agents”), JPMorgan Chase Bank, N.A., as Issuing Bank, GSLP, as Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successors in such capacity, “Collateral Agent”), and RBC CAPITAL MARKETS and DNB BANK ASA, as Co-Documentation Agents (in such capacity, Co-Docu
BAUSCH HEALTH COMPANIES INC. $1,600,000,000 4.875% SENIOR SECURED NOTES DUE 2028 INDENTURE DATED AS OF June 8, 2021 THE BANK OF NEW YORK MELLON, AS TRUSTEE, REGISTRAR AND PAYING AGENT AND THE NOTES COLLATERAL AGENTS PARTY HERETOIndenture • June 8th, 2021 • Bausch Health Companies Inc. • Pharmaceutical preparations • New York
THIS INDENTURE dated as of June 8, 2021 is among Bausch Health Companies Inc., a corporation continued under the laws of the Province of British Columbia (the “Company”), the Note Guarantors party hereto, The Bank of New York Mellon (“BNY Mellon”), a New York banking corporation, not in its individual capacity but solely as Trustee, Registrar, and Paying Agent (the “Trustee”), BNY Mellon, as a notes collateral agent (together with certain of its branches, affiliates and agents party hereto) and TMF Group New York, LLC (“TMF”), a corporation organized under the laws of the State of Delaware, as a notes collateral agent.
RECITALS:Option Agreement • July 23rd, 1999 • Biovail Corporation International • Pharmaceutical preparations • Delaware
BAUSCH HEALTH COMPANIES INC. EMPLOYMENT AGREEMENTEmployment Agreement • October 31st, 2024 • Bausch Health Companies Inc. • Pharmaceutical preparations • New Jersey
This EMPLOYMENT AGREEMENT (the “Agreement”) is hereby entered into as of July 15, 2024 (the “Effective Date”), by and between Bausch Health Companies Inc., a British Columbia corporation (“Bausch Health” or the “Company”), and Jean-Jacques Charhon, an individual (the “Executive”) (hereinafter collectively referred to as “the parties”). Where the context requires, references to the Company shall include the Company’s subsidiaries and affiliates and any successors in interest thereto.
TENDER AGREEMENT Dated as of December 15, 2013 among VALEANT PHARMACEUTICALS INTERNATIONAL, SAPPHIRE SUBSIDIARY CORP. and JOHN GLENNTender Agreement • December 23rd, 2013 • Valeant Pharmaceuticals International, Inc. • Pharmaceutical preparations • Delaware
This TENDER AGREEMENT, dated as of December 15, 2013 (this “Agreement”), is among Valeant Pharmaceuticals International, a Delaware corporation (“Parent”), Sapphire Subsidiary Corp., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and John Glenn (“Company Stockholder”).
BIOVAIL CORPORATION EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 26th, 2010 • Biovail Corp International • Pharmaceutical preparations • New Jersey
THIS AGREEMENT is made by and between Biovail Corporation (hereinafter the “Corporation”) and Gilbert Godin (hereinafter the “Executive”).
AGREEMENT AND PLAN OF MERGER by and among VALEANT PHARMACEUTICALS INTERNATIONAL, SUN MERGER SUB, INC., VALEANT PHARMACEUTICALS INTERNATIONAL, INC. and SALIX PHARMACEUTICALS, LTD. Dated as of February 20, 2015Merger Agreement • February 23rd, 2015 • Valeant Pharmaceuticals International, Inc. • Pharmaceutical preparations • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of February 20, 2015 (this “Agreement”), by and among Valeant Pharmaceuticals International, a Delaware corporation (“Parent”), Sun Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), Salix Pharmaceuticals, Ltd., a Delaware corporation (the “Company”), and solely for purposes of Section 8.16, Valeant Pharmaceuticals International, Inc., a British Columbia corporation (“Guarantor”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.4 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”.
BIOVAIL CORPORATION EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 17th, 2008 • Biovail Corp International • Pharmaceutical preparations • New Jersey
WHEREAS the Corporation, and the Executive wish to enter into this Employment Agreement which provides, among other things, that the Executive devote substantially all his time and attention during normal business hours to the performance of his duties hereunder upon the terms and conditions hereinafter set forth;
TENDER AGREEMENT Dated as of September 1, 2015 among VALEANT PHARMACEUTICALS INTERNATIONAL, BLUE SUBSIDIARY CORP. and PAMELA BOONETender Agreement • September 16th, 2015 • Valeant Pharmaceuticals International, Inc. • Pharmaceutical preparations • Delaware
This TENDER AGREEMENT, dated as of September 1, 2015 (this “Agreement”), is by and among Valeant Pharmaceuticals International, a Delaware corporation (“Parent”), Blue Subsidiary Corp., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and PAMELA BOONE (“Company Stockholder”). Capitalized terms used but not defined in this Agreement shall have the respective meanings ascribed to them in the Merger Agreement (defined below).
AGREEMENT ANDAgreement and Plan of Merger • July 30th, 1999 • Biovail Corporation International • Pharmaceutical preparations • Delaware
BAUSCH HEALTH COMPANIES INC. $1,000,000,000 6.125% SENIOR SECURED NOTES DUE 2027 INDENTURE DATED AS OF FEBRUARY 10, 2022 THE BANK OF NEW YORK MELLON, AS TRUSTEE, REGISTRAR AND PAYING AGENT AND THE NOTES COLLATERAL AGENTS PARTY HERETOIndenture • February 10th, 2022 • Bausch Health Companies Inc. • Pharmaceutical preparations • New York
THIS INDENTURE dated as of February 10, 2022 is among Bausch Health Companies Inc., a corporation continued under the laws of the Province of British Columbia (the “Company”), the Note Guarantors party hereto, The Bank of New York Mellon (“BNY Mellon”), a New York banking corporation, not in its individual capacity but solely as Trustee, Registrar, and Paying Agent (the “Trustee”), BNY Mellon, as a notes collateral agent (together with certain of its branches, affiliates and agents party hereto) and TMF Group New York, LLC (“TMF”), a corporation organized under the laws of the State of Delaware, as a notes collateral agent.
BAUSCH HEALTH COMPANIES INC. FORM OF STOCK OPTION GRANT AGREEMENT (NONSTATUTORY STOCK OPTION) (2014 Omnibus Incentive Plan, as amended and restated, effective as of April 28, 2020)Stock Option Grant Agreement • May 10th, 2022 • Bausch Health Companies Inc. • Pharmaceutical preparations • Ontario
Bausch Health Companies Inc. (the “Company”), pursuant to Section 7(a) of the Company’s 2014 Omnibus Incentive Plan, as amended and restated, effective as of April 28, 2020 (the “Plan”), hereby grants to you an option to purchase the number of Common Shares set forth below (the “Option” or the “Award”). This Award is subject to all of the terms and conditions as set forth herein (the “Agreement”) and in the Plan, which is incorporated herein in its entirety. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Plan. In the event of any conflict between the terms in the Agreement and the Plan, the terms of the Plan shall control. For the avoidance of doubt, any terms contained in the Agreement but are not in the Plan shall not constitute a conflict and such terms in the Agreement shall control.
CREDIT AGREEMENT dated as of June 9, 2009 among BIOVAIL CORPORATION, The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., TORONTO BRANCH as Administrative AgentCredit Agreement • June 19th, 2009 • Biovail Corp International • Pharmaceutical preparations • Ontario
SIXTEENTH SUPPLEMENTAL INDENTURESupplemental Indenture • November 3rd, 2022 • Bausch Health Companies Inc. • Pharmaceutical preparations • New York
This Sixteenth Supplemental Indenture, dated as of September 14, 2022 (this “Supplemental Indenture”), by and between Bausch Health Americas, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon, as trustee (“Trustee”) under the Indenture referred to below.
AMENDMENT NO. 7 TO THIRD AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • November 1st, 2013 • Valeant Pharmaceuticals International, Inc. • Pharmaceutical preparations • New York
This THIRD AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT, dated as of February 13, 2012, is entered into by and among VALEANT PHARMACEUTICALS INTERNATIONAL, INC., a corporation continued under the federal laws of Canadathe Province of British Columbia (“Borrower”), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS LENDING PARTNERS LLC (“GSLP”), J.P. MORGAN SECURITIES LLC (“J.P. Morgan”) and MORGAN STANLEY SENIOR FUNDING, INC. (“Morgan Stanley”), as Joint Lead Arrangers and Joint Bookrunners, JPMORGAN CHASE BANK, N.A. and Morgan Stanley as Co-Syndication Agents (in such capacity, the “Co-Syndication Agents”), JPMorgan Chase Bank, N.A., as Issuing Bank, GSLP, as Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successors in such capacity, “Collateral Agent”), and RBC CAPITAL MARKETS, DNB BANK ASA, THE BANK OF NOVA SCOTIA
Bausch Health Companies Inc. Form of Restricted Share Unit Award Agreement (Restricted Share Units) (2014 Omnibus Incentive Plan, as amended and restated, effective as of April 28, 2020)Restricted Share Unit Award Agreement • May 10th, 2022 • Bausch Health Companies Inc. • Pharmaceutical preparations • Ontario
Bausch Health Companies Inc. (the “Company”), pursuant to Section 7(c)(v) of the Company’s 2014 Omnibus Incentive Plan, as amended and restated, effective as of April 28, 2020 (the “Plan”), hereby awards to you a Restricted Share Unit Award in the form of restricted share units (the “Restricted Share Units” or the “Award”), payable in common shares of the Company (“Common Shares”), covering the number of Common Shares set forth below. This Award is subject to all of the terms and conditions as set forth herein (the “Agreement”) and in the Plan, which is incorporated herein in its entirety. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Plan. In the event of any conflict between the terms in the Agreement and the Plan, the terms of the Plan shall control. For the avoidance of doubt, any terms contained in the Agreement but are not in the Plan shall not constitute a conflict and such terms in the Agreement shall control.
BIOVAIL PHARMACEUTICALS, INC. EXECUTIVE EMPLOYMENT AGREEMENT THIS AGREEMENT made as of the 18th day of February, 2003Executive Employment Agreement • June 30th, 2005 • Biovail Corp International • Pharmaceutical preparations • New Jersey
WHEREAS the Corporation, and the Executive wish to enter into this Employment Agreement which provides, among other things, that the Executive devote all his time and attention during normal business hours to the performance of his duties hereunder upon the terms and conditions hereinafter set forth;
AMENDED AND RESTATED EMPLOYEE MATTERS AGREEMENT by and between BAUSCH HEALTH COMPANIES INC. and BAUSCH + LOMB CORPORATION Dated as of July 31, 2024Employee Matters Agreement • August 1st, 2024 • Bausch Health Companies Inc. • Pharmaceutical preparations
This AMENDED AND RESTATED EMPLOYEE MATTERS AGREEMENT, dated as of July 31, 2024, is by and between BAUSCH HEALTH COMPANIES INC., a corporation incorporated under the British Columbia Business Corporations Act (“Parent”), and BAUSCH + LOMB CORPORATION, a company incorporated under the laws of Canada (the “Company” or “SpinCo”).
BIOVAIL CORPORATION as Issuer AND THE BANK OF NEW YORK MELLON as Trustee AND BNY TRUST COMPANY OF CANADA as Co-TrusteeIndenture • June 12th, 2009 • Biovail Corp International • Pharmaceutical preparations • New York
INDENTURE, dated as of June 10, 2009, between BIOVAIL CORPORATION, a corporation duly organized and subsisting under the laws of Canada, as Issuer (herein called the “Company”), having its principal office at 7150 Mississauga Road, Mississauga, Ontario, Canada, L5N 8M5 (Facsimile No. (905) 286-3370), Attention: Senior Vice-President and Associate General Counsel, and THE BANK OF NEW YORK MELLON, a New York banking corporation, as Trustee (herein called the “Trustee”), and BNY TRUST COMPANY OF CANADA, a Canadian trust corporation, as Co-Trustee (herein called the “Co-Trustee”).
reflected on Exhibit B hereto opposite its name. The Extension shall occur without further action by any person immediately prior to the termination of the 2018 Revolving Commitments. 3. Interest and Fees; Refinancing; Reallocation of Outstanding...Credit and Guaranty Agreement • May 8th, 2018 • Valeant Pharmaceuticals International, Inc. • Pharmaceutical preparations • New York
VALEANT PHARMACEUTICALS INTERNATIONAL, INC. MATCHING RESTRICTED STOCK UNIT AWARD AGREEMENT (MATCHING UNITS)Matching Restricted Stock Unit Award Agreement • April 29th, 2016 • Valeant Pharmaceuticals International, Inc. • Pharmaceutical preparations • Ontario
Valeant Pharmaceuticals International, Inc. (the “Company”), pursuant to the Company’s 2014 Omnibus Incentive Plan (the “Plan”), hereby awards to Participant a Restricted Stock Unit Award in the form of matching share units (the “Matching Restricted Stock Units” or the “Award”), payable in common shares of the Company (“Common Shares”), covering the number of Common Shares set forth below. This Award is subject to all of the terms and conditions as set forth herein (the “Award Agreement”) and in the Plan, which is incorporated herein in its entirety. Capitalized terms not otherwise defined herein shall have the meanings set forth in your Offer Letter, and if such terms are not so defined, the terms shall have the meanings set forth in the Plan.
AMENDMENT NO. 16 TO THIRD AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • November 21st, 2017 • Valeant Pharmaceuticals International, Inc. • Pharmaceutical preparations • New York
This THIRD AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT, dated as of February 13, 2012, is entered into by and among VALEANT PHARMACEUTICALS INTERNATIONAL, INC., a corporation continued under the laws of the Province of British Columbia (“Borrower”), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS LENDING PARTNERS LLC (“GSLP”), J.P. MORGAN SECURITIES LLC (“J.P. Morgan”) and MORGAN STANLEY SENIOR FUNDING, INC. (“Morgan Stanley”), as Joint Lead Arrangers and Joint Bookrunners, JPMORGAN CHASE BANK, N.A. and Morgan Stanley as Co-Syndication Agents (in such capacity, the “Co-Syndication Agents”), JPMorgan Chase Bank, N.A., as Issuing Bank, BARCLAYS BANK PLC (as successor to GSLP) (“Barclays”), as Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successors in such capacity, “Collateral Agent”), and RBC CAPITAL MARKETS, DNB
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • October 26th, 2011 • Valeant Pharmaceuticals International, Inc. • Pharmaceutical preparations • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of October 20, 2011 (the “First Supplemental Indenture”), by and among Valeant Pharmaceuticals International, a Delaware corporation (the “Company”), Biovail International S.à r.l., a Luxembourg private limited liability company (société à responsabilité limitée), with registered office at 208, Val des Bons Malades, L-2121 Luxembourg, Grand Duchy of Luxembourg, with a share capital of EUR 3,512,500., registered with the Luxembourg Register of Commerce and Companies under number B 87128 (“Biovail International”), PharmaSwiss SA, a company established under the laws of Switzerland (“PharmaSwiss” and, together with Biovail International, the “New Guarantors”) and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
FIFTH SUPPLEMENTAL INDENTURESupplemental Indenture • May 3rd, 2013 • Valeant Pharmaceuticals International, Inc. • Pharmaceutical preparations • New York
FIFTH SUPPLEMENTAL INDENTURE, dated as of April 23, 2013 (the “Fifth Supplemental Indenture”), by and among Medicis Pharmaceutical Corporation (“Medicis”), Valeant Pharmaceuticals International, a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
