CREDIT AGREEMENT Dated as of June 8, 2011 among QUINTILES TRANSNATIONAL CORP. as the Borrower JPMORGAN CHASE BANK, N.A. as Administrative Agent, Swing Line Lender and L/C Issuer THE OTHER LENDERS PARTY HERETO J.P. MORGAN SECURITIES LLC and BARCLAYS...Credit Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of June 8, 2011, among Quintiles Transnational Corp., a North Carolina corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, each a “Lender”), and JPMorgan Chase Bank, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
FIRST AMENDMENT TO AMENDED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc.
This FIRST AMENDMENT TO AMENDED EXECUTIVE EMPLOYMENT AGREEMENT (“First Amendment”) is made and entered into as of the 30 day of December, 2008 by and between QUINTILES TRANSNATIONAL CORP., a North Carolina corporation (the “Company”), and DEREK WINSTANLY (“Executive”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • North Carolina
This Executive Employment Agreement (“Agreement”), dated as of JUNE 1, 2003, is made and entered into by QUINTILES TRANSNATIONAL CORP. a North Carolina corporation (hereinafter the “Company”) and MICHAEL MORTIMER (hereinafter the “Executive”). The Company desires to employ Executive as its EXECUTIVE, VICE PRESIDENT GLOBAL HUMAN RESOURCES and provide adequate assurances to Executive and Executive desires to accept such employment on the terms set forth below, which terms Executive agreed to in Executive’s offer letter.
QUINTILES TRANSNATIONAL HOLDINGS INC. AWARD AGREEMENT (Awarding Nonqualified Stock Option)Award Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • North Carolina
THIS AWARD AGREEMENT (this “Agreement”) is made by and between Quintiles Transnational Holdings Inc., a North Carolina corporation (the “Company”), and Thomas Pike (the “Optionee”) pursuant to the provisions of the Quintiles Transnational Holdings Inc. 2008 Stock Incentive Plan (the “Plan”) and the Optionee’s Executive Employment Agreement, effective April 30, 2012 (the “Executive Employment Agreement”), which is incorporated herein by reference. Capitalized terms not defined in this Agreement shall have the meanings given to them in the Plan.
QUINTILES TRANSNATIONAL HOLDINGS INC. AWARD AGREEMENT (Awarding Nonqualified Stock Option)Nonqualified Stock Option Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • North Carolina
THIS AWARD AGREEMENT (this “Agreement”) is made by and between Quintiles Transnational Holdings Inc., a North Carolina corporation (the “Company”), and [Insert Name of Grantee] (the “Optionee”) pursuant to the provisions of the Quintiles Transnational Holdings Inc. 2008 Stock Incentive Plan (the “Plan”), which is incorporated herein by reference. Capitalized terms not defined in this Agreement shall have the meanings given to them in the Plan.
MANAGEMENT RIGHTS AGREEMENTManagement Rights Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • New York
This letter agreement (this “Letter Agreement”) is being executed and delivered to confirm agreements with respect to the investment by 3i US Growth Healthcare Fund 2008 L.P. (the “Partnership”) in Quintiles Transnational Corp. (the “Company”) and certain management rights that the Company conferred upon the Partnership in connection with such investment so that investment may qualify as a “venture capital investment” within the meaning of the Department of Labor regulation Section 2510.3-101, as modified by Section 3(42) of ERISA (the “Plan Asset Regulation”).
QUINTILES TRANSNATIONAL CORP. Riverbirch Building, Suite 200 Durham, NC 27703Management Rights Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc.
This letter will confirm our agreement that pursuant to and effective as of your purchase of 1,840,000 shares of common stock (the “Shares”) of Quintiles Transnational Corp. (the “Company”), Aisling Capital II, L.P. (the “Investor”) shall be entitled to the following contractual management rights:
AMENDMENT NO. 2Credit Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • New York
AMENDMENT NO. 2, dated as of December 20, 2012 (this “Amendment”), to the Credit Agreement dated as of June 8, 2011 (as amended, supplemented, amended and restated or otherwise modified from time to time) (the “Credit Agreement”) among QUINTILES TRANSNATIONAL CORP., a North Carolina corporation (the “Borrower”), each lender from time to time party thereto (collectively, the “Lenders” and individually, a “Lender”), JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”), Swing Line Lender (in such capacity, the “Swing Line Lender”), L/C Issuer (in such capacity, the “L/C Issuer”) and Collateral Agent (in such capacity, the “Collateral Agent”), J.P. Morgan Securities LLC, Barclays Capital, Citigroup Global Markets, Inc., Morgan Stanley Senior Funding, Inc. and Wells Fargo Securities, LLC, as Joint Bookrunners, Barclays Capital, as Syndication Agent, and Citicorp North America, Inc., Morgan Stanley Senior Funding, Inc. and Wells Fargo Securities,
AMENDMENT NO. 1Credit Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of June 8, 2011, among Quintiles Transnational Corp., a North Carolina corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, each a “Lender”), and JPMorgan Chase Bank, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
AGREEMENT AND PLAN OF SHARE EXCHANGEShare Exchange Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • North Carolina
THIS AGREEMENT AND PLAN OF SHARE EXCHANGE (this “Agreement and Plan of Share Exchange”), is made and entered into as of December 3, 2009 by and between Quintiles Transnational Holdings Inc., a North Carolina corporation (“Holdings”), and Quintiles Transnational Corp., a North Carolina corporation (“Quintiles”).
CREDIT AGREEMENT Dated as of February 28, 2012 among QUINTILES TRANSNATIONAL HOLDINGS INC. as the Borrower JPMORGAN CHASE BANK, N.A. as Administrative Agent THE OTHER LENDERS PARTY HERETO J.P. MORGAN SECURITIES LLC as Lead Arranger J.P. MORGAN...Credit Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of February 28, 2012, among Quintiles Transnational Holdings Inc., a North Carolina corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, each a “Lender”), and JPMorgan Chase Bank, N.A., as Administrative Agent.
THIRD AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc.
THIS THIRD AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (“Third Amendment”) is made and entered into as of the 31st day of December, 2008 by and between QUINTILES TRANSNATIONAL CORP., a North Carolina corporation (the “Company”), and DENNIS B. GILLINGS, Ph.D. (“Gillings” or “Executive”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • North Carolina
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (“Agreement”) is made and entered into this 31st day of March, 2006 (“Effective Date”) among Pharma Services Holding, Inc. (“Assignor” or “Pharma Services”), Quintiles Transnational Corp. (“Assignee” or “Quintiles”), and Dennis B. Gillings, Ph.D. (“Gillings”).
SHAREHOLDERS AGREEMENT, dated as of January 22, 2008, by and among QUINTILES TRANSNATIONAL CORP. and CERTAIN SHAREHOLDERSShareholders Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • New York
SHAREHOLDERS AGREEMENT, dated as of January 22, 2008 (the “Effective Date”), by and among Quintiles Transnational Corp., a North Carolina corporation (the “Company”), Bain Capital Integral Investors 2008, L.P., a Cayman Islands exempted limited partnership, BCIP TCV, LLC, a Delaware limited liability company, BCIP Associates-G, a Delaware general partnership (and together with Bain Capital Integral Investors 2008, L.P. and BCIP TCV, LLC, “Bain”), Temasek Life Sciences Private Limited, a Singapore corporation (“Temasek”), TPG Quintiles Holdco LLC, a Delaware limited liability company (“TPG-Holdco”), TPG Quintiles Holdco II LLC, a Delaware limited liability company (“TPG-Holdco II”), TPG Quintiles Holdco III LLC, a Delaware limited liability company (“TPG-Holdco III”, and together with TPG-Holdco II, “TPG-Holdco II and III” and together with TPG-Holdco, “TPG”), Dennis B. Gillings, CBE, an individual (“DG”), and each of the other individuals and entities whose names appear under the headi
ROLLOVER AGREEMENTRollover Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • New York
ROLLOVER AGREEMENT (this “Agreement”) dated as of August 28, 2003, 2003, by and between Pharma Services Holding, Inc., a Delaware corporation (the “Company”), Dennis B. Gillings, Ph.D. (“DG”). an individual, Joan H. Gillings, an individual, Susan Ashley Gillings, an individual, the Gillings Family Foundation, a North Carolina private foundation, the Gillings Family Limited Partnership, a North Carolina limited partnership, and the GFEF Limited Partnership, a North Carolina limited partnership (each, including DG, an “Investor” and, collectively, the “Investors”). Capitalized terms used herein but not defined herein shall have the meanings ascribed to them in that certain Agreement and Plan of Merger, dated as of April 10, 2003 (as such agreement may be amended or restated from time to time, the “Merger Agreement”), by and among the Company, Pharma Services Acquisition Corp., a North Carolina corporation and wholly-owned subsidiary of the Company (“Merger Sub”), and Quintiles Transnatio
FOURTH AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc.
THIS FOURTH AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (“Amendment”) is made and entered into as of the 14th day of December, 2009 by and between QUINTILES TRANSNATIONAL CORP., a North Carolina corporation (“Quintiles” or the “Company”), and DENNIS B. GILLINGS, Ph.D. (“Gillings”).
MANAGEMENT AGREEMENTManagement Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • New York
MANAGEMENT AGREEMENT, dated as of January 22, 2008 (the “Agreement”), by and among Quintiles Transnational Corp., a North Carolina corporation (“Quintiles”), Bain Capital Partners, LLC, a Delaware limited liability company (“Bain”), GF Management Company, LLC, a North Carolina limited liability company (“GFM”), TPG Capital, L.P., a Texas limited partnership (“TPG”), Cassia Fund Management Pte Ltd., a Singapore corporation “Cassia”), 3i Corporation, a Massachusetts corporation (“3i,” and, together with Bain, GFM, TPG, 3i and Cassia, the “Managers”) and Aisling Capital, LLC (“Aisling”).
Quintiles Transnational Holdings Inc. Subscription AgreementSubscription Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc.
This Agreement represents an irrevocable offer by the Subscriber for the Shares and shall become a binding obligation on behalf of the Corporation upon its written acceptance thereof.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • North Carolina
This Executive Employment Agreement (“Agreement”) is made and entered into by Quintiles Transnational Corp., a North Carolina corporation (hereinafter the “Company”) and Kevin Gordon (hereinafter the “Executive”). The Company desires to employ Executive as its Executive Vice President, Chief Financial Officer and provide adequate assurances to Executive and Executive desires to accept such employment on the terms set forth below.
SUPPLEMENT TO SHAREHOLDERS AGREEMENTShareholders Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc.
SUPPLEMENT TO SHAREHOLDERS AGREEMENT, dated as of August 9, 2012, by and among Quintiles Transnational Holdings Inc., a North Carolina corporation (the “Company”), and certain of the Company’s shareholders identified below (the “Supplement”). Capitalized terms used herein but not defined shall have the meaning ascribed to such terms in the Shareholders Agreement (as defined below). Except as provided herein, all other terms, conditions and provisions of the Shareholders Agreement shall remain in full force and effect.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • North Carolina
This Executive Employment Agreement (“Agreement”) is made and entered into by Quintiles Transnational Corp., a North Carolina corporation (hereinafter the “Company”) and Thomas Pike (hereinafter the “Executive”). The Company desires to employ Executive as its Chief Executive Officer, and Executive desires to accept such employment, on the terms set forth below.
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc.
This ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Assignment Agreement”) by and between Quintiles Transnational Corp., a North Carolina corporation (“Assignor”), and Quintiles Transnational Holdings Inc., a North Carolina corporation (“Assignee”), made and dated as of December 10, 2009.
AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc.
THIS AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (“Amendment”) is made and entered into as of the 1st day of February 2008 by and between QUINTILES TRANSNATIONAL CORP., a North Carolina corporation (the “Company”), and DENNIS B. GILLINGS, Ph.D. (“Executive”).
QUINTILES TRANSNATIONAL CORP. AWARD AGREEMENT (Awarding Nonqualified Stock Option)Nonqualified Stock Option Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • North Carolina
THIS AWARD AGREEMENT (this “Agreement”) is made by and between Quintiles Transnational Corp., a North Carolina corporation (the “Company”), and Dennis B. Gillings, CBE (the “Optionee”) pursuant to the provisions of the Quintiles Transnational Corp. 2008 Stock Incentive Plan (the “Plan”), which is incorporated herein by reference. Capitalized terms not defined in this Agreement shall have the meanings given to them in the Plan.
AMENDMENT NO. 1 TO ROLLOVER AGREEMENTRollover Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc.
AMENDMENT NO. 1 TO ROLLOVER AGREEMENT (this “Amendment”) dated as of September 23, 2003, by and between Pharma Services Holding, Inc., a Delaware corporation (the “Company”), Dennis B. Gillings, Ph.D. (“DG”), an individual, Joan H. Gillings, an individual, Susan Ashley Gillings, an individual, the Gillings Family Foundation, a North Carolina private foundation, the Gillings Family Limited Partnership, a North Carolina limited partnership, and the GFEF Limited Partnership, a North Carolina limited partnership (each, including DG, an “Investor” and, collectively, the “Investors”). Capitalized terms used herein but not defined herein shall have the meanings ascribed to them in that certain Rollover Agreement, dated as of August 28, 2003, by and among the Company and the Investors (the “Rollover Agreement”).
AGREEMENT AND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc.
AGREEMENT and AMENDMENT TO EMPLOYMENT AGREEMENT, dated as of the 12th of December, 2008 (this “Amendment Agreement”), between DENNIS B. GILLINGS, Ph.D. (“Gillings”) and QUINTILES TRANSNATIONAL CORP. (the “Company”).
FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc.
This First Amendment to Executive Employment Agreement (“Agreement”) is made and entered into by Quintiles Transnational Corp., a North Carolina corporation (hereinafter the “Company”) and Kevin Gordon (hereinafter the “Executive”). This first amendment shall be effective as of July 30, 2010 (the “Effective Date”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc. • North Carolina
THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into and made effective this 25th day of September, 2003, among DENNIS B. GILLINGS, Ph.D. (“Gillings”), PHARMA SERVICES HOLDING, INC. (“Pharma”), and QUINTILES TRANSNATIONAL CORP. (the “Company”).
AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 15th, 2013 • Quintiles Transnational Holdings Inc.
THIS AMENDMENT (this “Amendment”) dated as of January 9, 2004 by and between QUINTILES TRANSNATIONAL CORP., a North Carolina corporation (the “Company”) and Michael Mortimer (“Executive”).
