0001193125-05-039982 Sample Contracts

AMENDMENT NO. 1 TO CREDIT AGREEMENT
Credit Agreement • March 1st, 2005 • Medco Health Solutions Inc • Retail-drug stores and proprietary stores • New York

This AMENDMENT NO. 1 to the CREDIT AGREEMENT, dated as of January 26, 2005, among Medco Health Solutions, Inc., a Delaware corporation (the “Borrower”), JPMorgan Chase Bank, as Revolving Credit Administrative Agent and Collateral Agent (in such capacities, the “Revolving Credit Administrative Agent”), Citicorp North America, Inc., as Term Loan Administrative Agent (in such capacity, the “Term Loan Administrative Agent” and together with the Revolving Credit Administrative Agent, collectively, the “Administrative Agents”) and the Lenders named on the signature pages hereto, amends certain provisions of the Amended and Restated Credit Agreement, dated as of March 26, 2004 (the “Credit Agreement”), among the Borrower, the Administrative Agents, J.P. Morgan Securities Inc., as Syndication Agent of the Term Loan Facility and Fleet National Bank, The Bank of Nova Scotia and Bank of Tokyo-Mitsubishi Trust Company, as Co-Documentation Agents of the Term Loan Facility and each Lender, Issuing B

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