EXHIBIT 10.3Pledge Agreement • October 4th, 1996 • Dade International Inc • In vitro & in vivo diagnostic substances • New York
EXHIBIT 10.2 FIRST AMENDMENT TO CREDIT AGREEMENT ----------------------------------- FIRST AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), dated as of August 3, 2000, among DADE BEHRING HOLDINGS, INC. ("Holdings"), DADE BEHRING INC. (the "U.S....Credit Agreement • November 14th, 2000 • Dade Behring Inc • In vitro & in vivo diagnostic substances • New York
EXECUTION COPY] AMENDED AND RESTATED STOCKHOLDERS AGREEMENT THIS AMENDED AND RESTATED STOCKHOLDERS AGREEMENT is made as of April 14, 1999, by and among Dade Behring Holdings, Inc., a Delaware corporation ("Holdings"), Hoechst AG, a German corporation...Stockholders Agreement • July 26th, 1999 • Dade Behring Inc • In vitro & in vivo diagnostic substances • New York
EXHIBIT 10.2 SECURITY AGREEMENTSecurity Agreement • October 4th, 1996 • Dade International Inc • In vitro & in vivo diagnostic substances • New York
1) Senior Subordinated Notes due 2010 ---------- (1) DB to advise as to Interest RateDade Behring Inc • September 27th, 2002 • In vitro & in vivo diagnostic substances • New York
DADE INTERNATIONAL INC., as IssuerDade International Inc • October 4th, 1996 • In vitro & in vivo diagnostic substances • New York
1. Employment. The Company shall employ Executive, and Executive ---------- hereby accepts employment with the Company, upon the terms and conditions set forth in this Agreement for the period beginning on September 1, 2000 and ending as provided in...Employment Agreement • November 14th, 2000 • Dade Behring Inc • In vitro & in vivo diagnostic substances • Illinois
Dade Behring Inc. (a wholly-owned subsidiary of Holding) and Executive are parties to (i) a certain Employment Agreement dated as of October 1, 1997 (the "Employment Agreement") and (ii) a certain Employment Agreement Addendum --------------------...Separation Agreement • November 14th, 2000 • Dade Behring Inc • In vitro & in vivo diagnostic substances • Illinois
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 4th, 1996 • Dade International Inc • In vitro & in vivo diagnostic substances • New York
THIS AMENDED AND RESTATED STOCKHOLDERS AGREEMENT is made as of October 1, 1997, by and among Dade Behring Holdings, Inc., a Delaware corporation ("Holdings"), Hoechst AG a German corporation ("Hoechst"), each of the Persons ---------- ------- listed...Stockholders Agreement • October 20th, 1997 • Dade International Inc • In vitro & in vivo diagnostic substances • New York
FIRST AMENDMENT TO CREDIT AGREEMENT amongCredit Agreement • October 20th, 1997 • Dade International Inc • In vitro & in vivo diagnostic substances • New York
by and betweenAgreement and Plan • October 20th, 1997 • Dade International Inc • In vitro & in vivo diagnostic substances • New York
Exhibit 10.15 TRANSITION SERVICES AGREEMENT by and between HOECHEST AG (hereinafter referred to as "Hoechst") and The Companies listed in Annex A) (hereinafter referred to as the "Service Entities") - on the one side - and DIAGNOSTICS HOLDING, INC....Transition Services Agreement • March 29th, 1999 • Dade Behring Inc • In vitro & in vivo diagnostic substances
The Notes are being issued and sold in connection with the acquisition by the Company (the "Acquisition") of the ----------- in vitro diagnostics business of E.I. du Pont de Nemours and Company and its affiliates ("DuPont"), pursuant to an Asset...Dade International Inc • October 4th, 1996 • In vitro & in vivo diagnostic substances • New York
MANAGEMENT AGREEMENT MANAGEMENT AGREEMENT dated as of ________________, 1997 among Diagnostics Holding, Inc., a Delaware corporation (the ``Company"), and (``Executive"). Pursuant to the Company's 1997 Management Stock Option Plan (the "1997 Plan"),...Management Agreement • May 14th, 1997 • Dade International Inc • In vitro & in vivo diagnostic substances • Illinois
EXECUTIVE AGREEMENT dated as of August __, 1996 among Diagnostics Holding, Inc., a Delaware corporation (the "Company"), and ____________ ("Executive"). ---------Executive Agreement • October 4th, 1996 • Dade International Inc • In vitro & in vivo diagnostic substances • Illinois
ARTICLE 3. REPRESENTATIONS AND WARRANTIES OF HOLDINGSRecapitalization Agreement • July 26th, 1999 • Dade Behring Inc • In vitro & in vivo diagnostic substances • New York
EXHIBIT 10.6 MANUFACTURING AGREEMENT AGREEMENT entered into May 7, 1996, effective as of April 30, 1996 by and between E.I. DU PONT DE NEMOURS AND COMPANY ("DuPont"), and DADE CHEMISTRY SYSTEMS INC. ("Dade").Manufacturing Agreement • October 4th, 1996 • Dade International Inc • In vitro & in vivo diagnostic substances • Connecticut
EXHIBIT 10.1 ------------------------------------------------------------------ -------------- CREDIT AGREEMENTCredit Agreement • October 4th, 1996 • Dade International Inc • In vitro & in vivo diagnostic substances • New York
EXHIBIT 10.7 RESTRICTED STOCK UNIT AGREEMENT -------------------------------Restricted Stock Unit Agreement • November 14th, 2000 • Dade Behring Inc • In vitro & in vivo diagnostic substances • Illinois
SECOND AMENDMENT TO CREDIT AGREEMENT ------------------------------------ SECOND AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), dated as of December 12, 1997, among DADE BEHRING HOLDINGS, INC. ("Holdings"), DADE INTERNATIONAL INC. (the "Borrower"),...Credit Agreement • March 29th, 1999 • Dade Behring Inc • In vitro & in vivo diagnostic substances • New York
EXHIBIT 10.5 TRANSITIONAL SERVICES AGREEMENT -------------------------------Transitional Services Agreement • October 4th, 1996 • Dade International Inc • In vitro & in vivo diagnostic substances • New York
EXHIBIT A FOURTH AMENDMENT TO THE AMENDED AND RESTATED EXCLUSIVE DISTRIBUTION AGREEMENT TABLE OF CONTENTSExclusive Distribution Agreement • November 14th, 2000 • Dade Behring Inc • In vitro & in vivo diagnostic substances • Illinois
Exhibit 10.1 FIFTH AMENDMENT TO CREDIT AGREEMENT ----------------------------------- FIFTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), dated as of April 30, 1998, among DADE BEHRING HOLDINGS, INC. ("Holdings"), DADE BEHRING INC. (the...Credit Agreement • August 14th, 1998 • Dade Behring Inc • In vitro & in vivo diagnostic substances • New York
PLEDGE AGREEMENT PLEDGE AGREEMENT, dated as of June 29, 1999 (as amended, modified and/or supplemented from time to time, this "Agreement"), among each of the undersigned (each, a "Pledgor" and, together with each other entity which becomes a party...Pledge Agreement • July 26th, 1999 • Dade Behring Inc • In vitro & in vivo diagnostic substances • New York
Dade Behring, Inc. Deerfield, Illinois USA and Mr. Friedhelm Blobel 754 Ashby Palo Alto, California USA PreambleEmployment Agreement • March 29th, 1999 • Dade Behring Inc • In vitro & in vivo diagnostic substances
Exhibit 4.2 AMENDED AND RESTATED REGISTRATION AGREEMENT ------------------------------------------- THIS AGREEMENT dated as of October 1, 1997, is made by and among Dade Behring Holdings, Inc., a Delaware corporation ("Holdings"), Hoechst AG, a German...Registration Agreement • March 29th, 1999 • Dade Behring Inc • In vitro & in vivo diagnostic substances • New York
Exhibit 10.3 SEVENTH AMENDMENT TO CREDIT AGREEMENT ------------------------------------- SEVENTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), dated as of July 8, 1998, among DADE BEHRING HOLDINGS, INC. ("Holdings"), DADE BEHRING INC. (the...Credit Agreement • August 14th, 1998 • Dade Behring Inc • In vitro & in vivo diagnostic substances • New York
CREDIT AGREEMENTCredit Agreement • July 26th, 1999 • Dade Behring Inc • In vitro & in vivo diagnostic substances • New York
Exhibit 10.2 SIXTH AMENDMENT TO CREDIT AGREEMENT ----------------------------------- SIXTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), dated as of April 30, 1998, among DADE BEHRING HOLDINGS, INC. ("Holdings"), DADE BEHRING INC. (the...Credit Agreement • August 14th, 1998 • Dade Behring Inc • In vitro & in vivo diagnostic substances • New York
amongCredit Agreement • November 14th, 2000 • Dade Behring Inc • In vitro & in vivo diagnostic substances • New York
EXHIBIT 10.6 EMPLOYMENT AGREEMENT ADDENDUM -----------------------------Employment Agreement • November 14th, 2000 • Dade Behring Inc • In vitro & in vivo diagnostic substances
EXHIBIT 10.8 AMENDMENT NO. 1 TO MANAGEMENT SERVICES AGREEMENT -----------------------------Management Services Agreement • October 4th, 1996 • Dade International Inc • In vitro & in vivo diagnostic substances • New York
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") effective as of October 1, 1997, between Dade International Inc., a Delaware corporation (the "Company"), and Steve Barnes ("Executive"). The Company is a wholly-owned subsidiary of...Employment Agreement • May 15th, 1998 • Dade International Inc • In vitro & in vivo diagnostic substances • Illinois
JIM REID-ANDERSON President and Chief Operating Officer DADE BEHRING DADE BEHRING INC. Tel: +1 (847) 267-5320 1717 Deerfield Road Fax: +1 (847) 267-1066 P.O. Box 778 Deerfield, IL 60015-0778 May 12, 2000 Personal & Confidential -----------------------...Dade Behring Inc • November 14th, 2000 • In vitro & in vivo diagnostic substances
This letter represents a final and complete resolution of all matters, whether now known or unknown, fixed or contingent, arising out of your employment, and termination of employment, with the Company.
