GUARANTYGuaranty • February 27th, 2009 • Teva Pharmaceutical Industries LTD • Pharmaceutical preparations • New York
GUARANTY, dated as of December 23, 2008 (this “Guaranty”), made by Teva Pharmaceutical Industries Limited, an Israeli corporation (the “Guarantor”), in favor of each of the Lenders (as defined below) and each Affiliate of a Lender that enters into a Swap Contract (the “Swap Contract Affiliates” and together with the Lenders, the “Benefited Lenders”) and Bank of America, N.A., as administrative agent for the Lenders (the “Administrative Agent”).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 27th, 2009 • Teva Pharmaceutical Industries LTD • Pharmaceutical preparations
THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of October 27, 2008, is by and among BARR LABORATORIES, INC., a Delaware corporation (the “Company”), certain Foreign Subsidiaries of the Company party hereto pursuant to Section 2.14 of the hereinafter defined Existing Credit Agreement (each a “Designated Foreign Borrower”; and together with the Company, the “Borrowers” and, each a “Borrower”), Barr Pharmaceuticals, Inc., a Delaware corporation (the “Parent”) as a guarantor along with certain Subsidiaries of the Parent (individually a “Guarantor” and collectively the “Guarantors”), the Lenders party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, NA., as Administrative Agent for the Lenders (the “Administrative Agent”) and as Swing Line Lender and L/C Issuer. Terms used but not otherwise defined herein shall have the meanings provided in the Existing Credit Agreement described below.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 27th, 2009 • Teva Pharmaceutical Industries LTD • Pharmaceutical preparations
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of October 24, 2006, is by and among BARR LABORATORIES, INC., a Delaware corporation (the “Company”), certain Foreign Subsidiaries of the Company party hereto pursuant to Section 2.14 of the hereinafter defined Existing Credit Agreement (each a “Designated Foreign Borrower”; and together with the Company, the “Borrowers” and, each a “Borrower”), Barr Pharmaceuticals, Inc., a Delaware corporation (the “Parent”) as a guarantor along with certain Subsidiaries of the Parent (individually a “Guarantor” and collectively the “Guarantors”) the Lenders party thereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent for the Lenders (the “Administrative Agent”) and as Swing Line Lender and L/C Issuer. Terms used but not otherwise defined herein shall have the meanings provided in the Existing Credit Agreement described below.
AGREEMENT AND PLAN OF MERGER BY AND AMONG TEVA PHARMACEUTICALS USA, INC., COLUMBUS MERGER CORPORATION, COGENESYS INC. AND STEVEN C. MAYER, AS STOCKHOLDERS’ AGENT JANUARY 22, 2008Merger Agreement • February 27th, 2009 • Teva Pharmaceutical Industries LTD • Pharmaceutical preparations • New York
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of January 22, 2008 by and among Teva Pharmaceuticals USA, Inc., a Delaware corporation (“Parent”), Columbus Merger Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), CoGenesys, Inc., a Delaware corporation (the “Company”), and, solely for purposes of Sections 9 and 10 of this Agreement, Steven C. Mayer, as Stockholders’ Agent (the “Stockholders’ Agent”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 27th, 2009 • Teva Pharmaceutical Industries LTD • Pharmaceutical preparations
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of October 27, 2008, is by and among BARR LABORATORIES, INC., a Delaware corporation (the “Borrower”), Barr Pharmaceuticals, Inc., a Delaware corporation (the “Parent”) as a guarantor along with certain Subsidiaries of the Parent (individually a “Guarantor” and collectively the “Guarantors”), the Lenders party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent for the Lenders (the “Administrative Agent”). Terms used but not otherwise defined herein shall have the meanings provided in the Existing Credit Agreement described below.
