ABBVIE INC. and U.S. BANK NATIONAL ASSOCIATION, as TrusteeIndenture • November 16th, 2012 • AbbVie Inc. • Pharmaceutical preparations • New York
INDENTURE, dated as of November 8, 2012 between AbbVie Inc., a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company”), having its principal office at 1 North Waukegan Road, North Chicago, Illinois 60064, and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States of America, as Trustee (herein called the “Trustee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 16th, 2012 • AbbVie Inc. • Pharmaceutical preparations • New York
This REGISTRATION RIGHTS AGREEMENT dated November 8, 2012 (this “Agreement”) is entered into by and among AbbVie Inc., a Delaware corporation (the “Company”), Abbott Laboratories, an Illinois corporation (the “Guarantor”), and Morgan Stanley & Co. LLC, Barclays Capital Inc., J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated as representatives (collectively, the “Representatives”) of the initial purchasers listed in Schedule I to the Purchase Agreement (as defined below) (the “Initial Purchasers”).
FORM OF SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN ABBOTT LABORATORIES AND ABBVIE INC. DATED AS OF [·], 2012Separation and Distribution Agreement • November 16th, 2012 • AbbVie Inc. • Pharmaceutical preparations • Delaware
THIS SEPARATION AND DISTRIBUTION AGREEMENT, dated as of [·], 2012, is by and between ABBOTT LABORATORIES, an Illinois corporation (“Abbott”), and ABBVIE INC., a Delaware corporation (“AbbVie”).
FORM OF AGREEMENT REGARDING CHANGE IN CONTROLAgreement Regarding Change in Control • November 16th, 2012 • AbbVie Inc. • Pharmaceutical preparations • Illinois
THIS AGREEMENT (“Agreement”) is made and entered into as of , 201 (the “Effective Date”) by and between AbbVie Inc. (the “Company”) and (the “Executive”);
FORM OF TRANSITIONAL TRADEMARK LICENSE AGREEMENTTransitional Trademark License Agreement • November 16th, 2012 • AbbVie Inc. • Pharmaceutical preparations • Delaware
THIS TRANSITIONAL TRADEMARK LICENSE AGREEMENT, effective as of the Effective Time, between ABBOTT LABORATORIES, a corporation organized under the laws of the state of Illinois with a primary address at 100 Abbott Park Road, Abbott Park, Illinois 60064 (“Abbott”), and ABBVIE INC., a corporation organized under the laws of the state of Delaware with a primary address at 1 N. Waukegan Road, North Chicago, IL 60064 (“AbbVie”).
