0000912057-02-000281 Sample Contracts

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THE BANKS
Credit Agreement • January 4th, 2002 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances

THIS AGREEMENT is made on 20 December 2001 BY: (1) INVERNESS MEDICAL INNOVATIONS INC., a company incorporated under the laws of the state of Delaware with its principal offices at 51 Sawyer Road, Suite 200, Waltham, Massachusetts 02453 (the "PARENT GUARANTOR"); (2) INVERNESS MEDICAL SWITZERLAND AG, a company incorporated in Switzerland with registered number CH170.4.003.523-4 ("SWISS NEWCO"); (3) THE BANKS listed in Schedule 1 (THE BANKS); (4) THE ROYAL BANK OF SCOTLAND PLC of 135 Bishopsgate, London EC2M 3UR as the Facility Agent (as that term is more particularly defined below); (5) THE ROYAL BANK OF SCOTLAND PLC of 135 Bishopsgate, London EC2M 3UR as the Issuing Bank (as that term is more particularly defined below); (6) THE ROYAL BANK OF SCOTLAND PLC of 135 Bishopsgate, London EC2M 3UR as the Overdraft Bank (as that term is more particularly defined below); and (7) THE ROYAL BANK OF SCOTLAND PLC of 135 Bishopsgate, London EC2M 3UR as the lead arranger of the facilities made availab

AND
Sale Agreement • January 4th, 2002 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances
MEZZANINE LOAN AGREEMENT relating to a term loan facility of US$10,000,000 CONTENTS
Mezzanine Loan Agreement • January 4th, 2002 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances
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