0001047469-04-016625 Sample Contracts

THIRD AMENDMENT AND CONSENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND CONSENT TO INTERCREDITOR AGREEMENT
Intercreditor Agreement • May 10th, 2004 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York

THIRD AMENDMENT AND CONSENT, dated as of January 20, 2004 (this "Consent"), to the Second Amended and Restated Credit Agreement, dated as of September 30, 2003 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement"), by and among General Electric Capital Corporation, as Agent and Lender ("Agent"), Inverness Medical Innovations, Inc. ("Innovations"), Wampole Laboratories, LLC, Inverness Medical (UK) Holdings Limited, as borrowers ("Borrowers"), the other Credit Parties signatory thereto, Merrill Lynch Capital, a division of Merrill Lynch Business Financial Services Inc., as documentation agent and co-syndication agent, UBS Securities LLC, as co-syndication agent, and the lenders signatory thereto from time to time (collectively, the "Lenders") and Consent to the Intercreditor Agreement (as amended, supplemented or otherwise modified from time to time, the "Intercreditor Agreement"), dated as of November 14, 2002, among General Electric Capital Corporat

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FIFTH AMENDMENT AND CONSENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND AMENDMENT TO POST-COSING LETTER
Credit Agreement • May 10th, 2004 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York

FIFTH AMENDMENT, dated as of April 28, 2004 (this "Amendment"), to the Second Amended and Restated Credit Agreement, dated as of September 30, 2003 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement"), by and among General Electric Capital Corporation, as Agent and Lender ("Agent"), Inverness Medical Innovations, Inc. ("Innovations"), Wampole Laboratories, LLC, and Inverness Medical (UK) Holdings Limited, as borrowers ("Borrowers"), the other Credit Parties signatory thereto, Merrill Lynch Capital, a division of Merrill Lynch Business Financial Services Inc., as documentation agent and co-syndication agent, UBS Securities LLC, as co-syndication agent, and the lenders signatory thereto from time to time (collectively, the "Lenders") and Amendment to the Post-Closing Letter to the Credit Agreement dated January 20, 2004 (the "Post-Closing Letter").

FOURTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND AMENDMENT TO LOAN DOCUMENTS
Credit Agreement • May 10th, 2004 • Inverness Medical Innovations Inc • In vitro & in vivo diagnostic substances • New York

FOURTH AMENDMENT, dated as of February 5, 2004 (this "Amendment"), to the Second Amended and Restated Credit Agreement, dated as of September 30, 2003 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement"), by and among General Electric Capital Corporation, as Agent and Lender ("Agent"), Inverness Medical Innovations, Inc. ("Innovations"), Wampole Laboratories, LLC, and Inverness Medical (UK) Holdings Limited, as borrowers ("Borrowers"), the other Credit Parties signatory thereto, Merrill Lynch Capital, a division of Merrill Lynch Business Financial Services Inc., as documentation agent and co-syndication agent, UBS Securities LLC, as co-syndication agent, and the lenders signatory thereto from time to time (collectively, the "Lenders") and Amendment to the US Guaranty, US Intellectual Property Security Agreement, US Pledge Agreement and US Security Agreement (as such terms are defined in the Credit Agreement).

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