ANDValeant Pharmaceuticals International, Inc. • October 1st, 2010 • Pharmaceutical preparations • New York
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • October 1st, 2010 • Valeant Pharmaceuticals International, Inc. • Pharmaceutical preparations • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of September 27, 2010 (the “First Supplemental Indenture”), by and between Valeant Pharmaceuticals International, a Delaware corporation, (the “Company”), Biovail Corporation (to be known as Valeant Pharmaceuticals International, Inc.), a Canadian corporation (the “Guarantor”) and The Bank of New York Mellon Trust Company, N.A., a national banking association and successor to The Bank of New York Mellon (formerly The Bank of New York), as trustee (the “Trustee”).
COUNTERPART AGREEMENTCounterpart Agreement • October 1st, 2010 • Valeant Pharmaceuticals International, Inc. • Pharmaceutical preparations • New York
This COUNTERPART AGREEMENT, dated September 28, 2010 (this “Counterpart Agreement”) is delivered pursuant to that certain Credit and Guaranty Agreement, dated as September 27, 2010 (as it may be amended, restated, replaced, supplemented or otherwise modified from time to time, the “Credit Agreement”; the terms defined therein and not otherwise defined herein being used herein as therein defined), among Valeant Pharmaceuticals International, a Delaware corporation (the “Borrower”), and upon consummation of the Merger and delivery of the Counterpart Agreement pursuant to Section 5.16 of the Credit Agreement, Biovail Corporation, a corporation continued under the federal laws of Canada (“Parent”), certain Subsidiaries of the Borrower, as Guarantors, and, upon consummation of the Merger and delivery of the Counterpart Agreement pursuant to Section 5.16 thereof, certain Subsidiaries of Parent, as Guarantors, the Lenders party thereto from time to time, Goldman Sachs Lending Partners LLC (“G
