CREDIT AGREEMENT among BUTLER ANIMAL HEALTH SUPPLY, LLC, as Borrower, The Several Lenders from Time to Time Parties Hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, Dated as of December 31, 2009Credit Agreement • February 22nd, 2011 • Henry Schein Inc • Wholesale-medical, dental & hospital equipment & supplies • New York
SCHEDULES: 1.1 Commitments 5.1(b)(i) Exceptions to NLS Financials 5.1(b)(ii)-1 Exceptions to Core Vet Financials 5.1(b)(ii)-2 Schein Allocation Methodologies 5.1(b)(ii)-3 Global SG&A Costs 5.4 Consents, Authorizations, Filings and Notices 5.15 Subsidiaries 5.19(a) UCC Filing Jurisdictions 5.21 Deposit Accounts 6.1(c) Governmental and Third Party Approvals 8.2(d) Existing Indebtedness 8.3(f) Existing Liens 8.6 Calculation of Permitted Tax Distributions 8.8(i) Existing Investments 8.9(h) Transactions with Affiliates 8.16 Material Contracts EXHIBITS: A Form of Assignment and Assumption B Form of Compliance Certificate C Form of Exemption Certificate D-1 Form of Term Note D-2 Form of Revolving Note D-3 Form Swingline Note E Form of Closing Certificate
Portions of this agreement have been omitted and separately filed with the SEC with a request for confidential treatment. The location of those omissions have been noted by [**].Credit Agreement • February 22nd, 2011 • Henry Schein Inc • Wholesale-medical, dental & hospital equipment & supplies • New York
FIRST AMENDMENT, dated as of December 21, 2010 (this “First Amendment”), to the CREDIT AGREEMENT, dated as of December 31, 2009 (the “Credit Agreement”), among (a) BUTLER ANIMAL HEALTH SUPPLY, LLC, a Delaware limited liability company (the “Borrower”), (b) the several banks and other financial institutions or entities from time to time parties to the Credit Agreement (the “Lenders”) and (c) JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).
THIRD AMENDMENTThird Amendment • February 22nd, 2011 • Henry Schein Inc • Wholesale-medical, dental & hospital equipment & supplies • New York
THIRD AMENDMENT, dated as of October 29, 2010 (this “Amendment”), to the Credit Agreement dated as of September 5, 2008 (as amended by the Amendment, dated as of November 29, 2009 and by the Second Amendment, dated as of August 6, 2010 and this Third Amendment, the “Credit Agreement”), among Henry Schein, Inc., as borrower (the “Borrower”), the several lenders party thereto (the “Lenders”), JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”), and HSBC Bank USA, N.A., The Bank of New York Mellon, and UniCredit Markets and Investment Banking, acting through Bayerische Hypo- und Vereinsbank AG, New York Branch, as co-syndication agents.
ContractHenry Schein Inc • February 22nd, 2011 • Wholesale-medical, dental & hospital equipment & supplies
SECOND AMENDMENTSecond Amendment • February 22nd, 2011 • Henry Schein Inc • Wholesale-medical, dental & hospital equipment & supplies • New York
SECOND AMENDMENT, dated as of August 9, 2010 (this “Amendment”), to the Credit Agreement dated as of September 5, 2008, as amended as of November 29, 2009 (the “Credit Agreement”) among Henry Schein, Inc., as borrower (the “Borrower”), the several lenders party thereto (the “Lenders”), JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”), and HSBC Bank USA, N.A., The Bank of New York Mellon, and UniCredit Markets and Investment Banking, acting through Bayerische Hypo- und Vereinsbank AG, New York Branch, as co-syndication agents.
ContractRights Agreement • February 22nd, 2011 • Henry Schein Inc • Wholesale-medical, dental & hospital equipment & supplies
