TABLE OF CONTENTSLimited Liability Company Agreement • July 28th, 2004 • Prestige Brands Holdings, Inc. • Pharmaceutical preparations • Delaware
210,000,000 9-1/4% Senior Subordinated Notes due 2012Prestige Brands Holdings, Inc. • July 28th, 2004 • Pharmaceutical preparations • New York
Exhibit 10.4 PRESTIGE BRANDS, INC. 9 1/4% SENIOR SUBORDINATED NOTES DUE 2012Prestige Brands Holdings, Inc. • July 28th, 2004 • Pharmaceutical preparations • New York
Exhibit 10.2 PLEDGE AND SECURITY AGREEMENT DATED AS OF APRIL 6, 2004Pledge and Security Agreement • July 28th, 2004 • Prestige Brands Holdings, Inc. • Pharmaceutical preparations • New York
Exhibit 10.3 INTERCREDITOR AGREEMENT This INTERCREDITOR AGREEMENT, dated as of April 6, 2004, is entered into among CITICORP NORTH AMERICA, INC. ("CITICORP"), in its capacity as administrative agent for the Lenders and Issuers and collateral agent for...Intercreditor Agreement • July 28th, 2004 • Prestige Brands Holdings, Inc. • Pharmaceutical preparations • New York
Exhibit 10.14 [EXECUTION COPY] FIRST AMENDMENT AND ACKNOWLEDGMENT TO REGISTRATION RIGHTS AGREEMENT This First Amendment and Acknowledgment to Registration Rights Agreement (this "AMENDMENT"), dated as of April 6, 2004, is made to the Registration...Registration Rights Agreement • July 28th, 2004 • Prestige Brands Holdings, Inc. • Pharmaceutical preparations
Exhibit 10.6 PRESTIGE BRANDS, INC. 9-1/4% SENIOR SUBORDINATED NOTES DUE 2012 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 28th, 2004 • Prestige Brands Holdings, Inc. • Pharmaceutical preparations • New York
EXECUTION COPY] AMENDED AND RESTATED PROFESSIONAL SERVICES AGREEMENT THIS AMENDED AND RESTATED PROFESSIONAL SERVICES AGREEMENT (this "AGREEMENT"), dated as of April 6, 2004, is entered into by and between GTCR Golder Rauner II, L.L.C., a Delaware...Professional Services Agreement • July 28th, 2004 • Prestige Brands Holdings, Inc. • Pharmaceutical preparations • Delaware
EXECUTION COPY] FIRST AMENDMENT AND ACKNOWLEDGMENT TO SECURITYHOLDERS AGREEMENT This First Amendment and Acknowledgment to Securityholders Agreement (this "AMENDMENT"), dated as of April 6, 2004, is made to the Securityholders Agreement (the...Securityholders Agreement • July 28th, 2004 • Prestige Brands Holdings, Inc. • Pharmaceutical preparations
IN WITNESS WHEREOF, the parties hereto have executed this First Amendment and Acknowledgment to Senior Management Agreement on the date first written above.Senior Management Agreement • July 28th, 2004 • Prestige Brands Holdings, Inc. • Pharmaceutical preparations
EXECUTION COPY] SECOND AMENDMENT, ACKNOWLEDGMENT AND SUPPLEMENT TO UNIT PURCHASE AGREEMENT This Second Amendment, Acknowledgment and Supplement to Unit Purchase Agreement (this "AMENDMENT AND SUPPLEMENT"), dated as of April 6, 2004, is made to the...Unit Purchase Agreement • July 28th, 2004 • Prestige Brands Holdings, Inc. • Pharmaceutical preparations
EXECUTION VERSION] REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT") is made as of February 6, 2004, by and among (i) Medtech/Denorex, LLC, a Delaware limited liability company (the "LLC"), (ii) GTCR Fund VIII, L.P.,...Registration Rights Agreement • July 28th, 2004 • Prestige Brands Holdings, Inc. • Pharmaceutical preparations • Delaware
EXECUTION COPY AMENDED AND RESTATED MANAGEMENT COMPANY SERVICES AGREEMENT THIS AMENDED AND RESTATED MANAGEMENT COMPANY SERVICES AGREEMENT (this "AGREEMENT"), dated as of April 6, 2004 (the "EFFECTIVE DATE"), is entered into by and among Prestige...Management Company Services Agreement • July 28th, 2004 • Prestige Brands Holdings, Inc. • Pharmaceutical preparations • Delaware
EXECUTION COPY SENIOR PREFERRED INVESTOR RIGHTS AGREEMENT THIS SENIOR PREFERRED INVESTOR RIGHTS AGREEMENT (this "AGREEMENT") is made as of March 5, 2004 by and among (i) Medtech/Denorex, LLC, a Delaware limited liability company (the "COMPANY"), (ii)...Senior Preferred Investor Rights Agreement • July 28th, 2004 • Prestige Brands Holdings, Inc. • Pharmaceutical preparations • Delaware
