HALYARD HEALTH, INC., and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee FORM OF INDENTURE Dated as of , 2014 6.250% SENIOR NOTES DUE 2022Halyard Health, Inc. • October 7th, 2014 • Orthopedic, prosthetic & surgical appliances & supplies • New York
INDENTURE, dated as of , 2014, between Halyard Health, Inc., a Delaware corporation (the “Issuer”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as Trustee.
FORM OF CREDIT AGREEMENT Dated as of [ ], 2014 among HALYARD HEALTH, INC., as Borrower, MORGAN STANLEY SENIOR FUNDING, INC., as Term Loan Administrative Agent, CITIBANK, N.A., as Revolver Administrative Agent and Swing Line Lender, THE OTHER LENDERS...Credit Agreement • October 7th, 2014 • Halyard Health, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of [ ], 2014 among Halyard Health, Inc., a Delaware corporation, as borrower (the “Borrower”), the other Guarantors party hereto from time to time, Morgan Stanley Senior Funding, Inc. (“MSSF”), as Term Loan Administrative Agent and Collateral Agent, Citibank, N.A. (“Citibank”) as Revolver Administrative Agent, the Swing Line Lender and an L/C Issuer and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
Distribution Agreement Effective as of , 2014 Between Kimberly-Clark Corporation and Halyard Health, Inc.Distribution Agreement • October 7th, 2014 • Halyard Health, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
THIS DISTRIBUTION AGREEMENT is made as of , 2014 by and between Kimberly-Clark Corporation (“Kimberly-Clark”), a Delaware corporation, and Halyard Health, Inc. (“Halyard”), a Delaware corporation, and, as of the date hereof, a wholly-owned subsidiary of Kimberly-Clark.
