SFBC INTERNATIONAL, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • March 31st, 2006 • SFBC International Inc • Services-commercial physical & biological research • Delaware
This Restricted Stock Agreement (this “Agreement”) entered into as of January 19, 2006, sets forth the terms and conditions of an award (this “Award”) of restricted stock granted by SFBC International, Inc., a Delaware corporation (“SFBC”), to Jack Levine (the “Recipient”) under the SFBC International, Inc. 1999 Stock Plan (the “Plan”).
11190 Biscayne Blvd. Miami, FL 33181 November 11, 2005SFBC International Inc • March 31st, 2006 • Services-commercial physical & biological research • Florida
In connection with our discussions regarding the Earn-Out contained in the Asset Purchase Agreement dated September 6, 2002, by and among SFBC International, Inc. (“SFBC”), SFBC New Drug Services, Inc. and New Drug Services, Inc., as amended on March 13, 2004 (the “Asset Purchase Agreement”), SFBC has agreed to offer Drug Research Services Sub, Inc., the successor to New Drug Services, Inc. the following terms and conditions in connection with the Earn-Out contained in the Asset Purchase Agreement. We each have determined that due to recent changes in the corporate structure of SFBC and its subsidiaries due to the acquisition of PharmaNet and the corresponding changes in operational control of NDS and personnel, it has become a practical impossibility to accurately determine whether the Earn-Out, as originally contemplated in the Asset Purchase Agreement, has been achieved. Therefore, the achievement and calculation of the Earn-Out shall be based upon the terms and conditions set forth
SEVERANCE AND CONSULTING AGREEMENTSeverance and Consulting Agreement • March 31st, 2006 • SFBC International Inc • Services-commercial physical & biological research • Florida
THIS SEVERANCE AND CONSULTING AGREEMENT (the “Agreement”) entered into as of this 30th day of December, 2005, between SFBC International, Inc., a Delaware corporation (the “Company”) and Lisa Krinsky, M.D. (“Krinsky”).
SECOND AMENDMENTCredit Agreement • March 31st, 2006 • SFBC International Inc • Services-commercial physical & biological research • New York
SECOND AMENDMENT (this “Amendment”), dated as of November ___, 2005 to the AMENDED AND RESTATED CREDIT AGREEMENT, dated as of June 14, 2005 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among SFBC INTERNATIONAL, INC. (the “Borrower”), the Subsidiary Guarantors party thereto (the “Subsidiary Guarantors”), the Lenders and other agents from time to time party thereto and UBS AG, STAMFORD BRANCH, as Administrative Agent and Collateral Agent.
SEVERANCE AGREEMENTSeverance Agreement • March 31st, 2006 • SFBC International Inc • Services-commercial physical & biological research • Florida
THIS SEVERANCE AGREEMENT (the “Agreement”) entered into as of this 30th day of December, 2005, between SFBC International, Inc., a Delaware corporation (the “Company”) and Arnold Hantman (“Hantman”).
FIRST AMENDMENTCredit Agreement • March 31st, 2006 • SFBC International Inc • Services-commercial physical & biological research • New York
FIRST AMENDMENT (this “Amendment”), dated as of August 19, 2005 to the AMENDED AND RESTATED CREDIT AGREEMENT, dated as of June 14, 2005 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among SFBC INTERNATIONAL, INC. (the “Borrower”), the Subsidiary Guarantors party thereto (the “Subsidiary Guarantors”), the Lenders and other agents from time to time party thereto and UBS AG, STAMFORD BRANCH, as Administrative Agent and Collateral Agent.
