AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT dated as of November 21, 2017 among VWR RECEIVABLES FUNDING, LLC, as Seller VWR INTERNATIONAL, LLC, as Servicer THE VARIOUS CONDUIT PURCHASERS FROM TIME TO TIME PARTY HERETO, THE VARIOUS RELATED...Receivables Purchase Agreement • April 10th, 2019 • Avantor, Inc. • Laboratory analytical instruments • New York
CREDIT AGREEMENT Dated as of November 21, 2017 among VAIL HOLDCO SUB LLC, as Holdings, AVANTOR, INC., as Borrower, THE OTHER GUARANTORS PARTY HERETO FROM TIME TO TIME, GOLDMAN SACHS BANK USA, as Administrative Agent, Collateral Agent, Swing Line...Credit Agreement • April 10th, 2019 • Avantor, Inc. • Laboratory analytical instruments • New York
This CREDIT AGREEMENT is entered into as of November 21, 2017, among VAIL HOLDCO SUB LLC, a Delaware limited liability company (“Holdings”), AVANTOR, INC., a Delaware corporation (the “Borrower”), the other Guarantors party hereto from time to time, GOLDMAN SACHS BANK USA, as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer and each lender from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”).
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • April 10th, 2019 • Avantor, Inc. • Laboratory analytical instruments • New York
This CREDIT AGREEMENT is entered into as of November 21, 2017, as amended by Amendment No. 1, dated as of November 27, 2018, among VAIL HOLDCO SUB LLC, a Delaware limited liability company (“Holdings”), AVANTOR, INC., a Delaware corporation (the “Borrower”), the other Guarantors party hereto from time to time, GOLDMAN SACHS BANK USA, as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer and each lender from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”).
VWR MANAGEMENT SERVICES, LLC Radnor Corporate Center Building One, Suite 200Letter Agreement • April 10th, 2019 • Avantor, Inc. • Laboratory analytical instruments • Pennsylvania
The following are the amended and restated terms of your employment with VWR Management Services, LLC, effective as of the date hereof, under which you will provide services to Avantor, Inc. and its various affiliates. As used herein, “Avantor” shall collectively refer to VWR Management Services, LLC, Avantor, Inc. and all of their various affiliates.
SECURITY AGREEMENT dated as of November 21, 2017 among THE GRANTORS IDENTIFIED HEREIN and GOLDMAN SACHS BANK USA as Collateral AgentSecurity Agreement • April 10th, 2019 • Avantor, Inc. • Laboratory analytical instruments • New York
This SECURITY AGREEMENT, dated as of November 21, 2017 (as amended, restated, amended and restated, supplemented and otherwise modified from time to time, this “Agreement”), is entered into by and among the Grantors (as defined below) and Goldman Sachs Bank USA, as Collateral Agent for the Secured Parties (in such capacities and together with its successors and permitted assigns in such capacities, the “Collateral Agent”).
AMENDMENT TO REGISTRATION RIGHTS AGREEMENT OF VAIL HOLDCO CORPRegistration Rights Agreement • April 10th, 2019 • Avantor, Inc. • Laboratory analytical instruments • New York
This AMENDMENT TO REGISTRATION RIGHTS AGREEMENT OF VAIL HOLDCO CORP (this “Amendment”), dated as of March 15, 2018 (the “Effective Date”) is made by and among Vail Holdco Corp, a Delaware corporation (the “Company”), New Mountain Partners III Cayman (AIV-B), L.P., a Cayman Islands limited partnership (“AIV-B”), New Mountain Partners III (AIV-E2), L.P., a Delaware limited partnership (“AIV-E2”), New Mountain Partners III (AIV-E1), L.P., a Delaware limited partnership (“AIV-E1”), J.T. Baker Investments, Inc., a Delaware corporation (“JTB”, and together with AIV-B, AIV-E2 and AIV-E1, “New Mountain”), Broad Street Principal Investments, L.L.C., a Delaware limited liability company (“BSPI” and together with New Mountain, the “Sponsors”), each of the Eligible Junior Convertible Stockholders party to the Registration Rights Agreement and each of the Warrant Stockholders party to the Registration Rights Agreement (together with the Sponsors and the Eligible Junior Convertible Stockholders, the
STOCKHOLDERS AGREEMENT of VAIL HOLDCO CORP dated as of November 21, 2017Stockholders Agreement • April 10th, 2019 • Avantor, Inc. • Laboratory analytical instruments • Delaware
This Stockholders Agreement (as may be amended from time to time, this “Agreement”) is dated as of November 21, 2017, and is between Vail Holdco Corp, a Delaware corporation (the “Company”), New Mountain Partners III Cayman (AIV-B), L.P., a Cayman Islands limited partnership (“AIV-B”), New Mountain Partners III (AIV-E2), L.P., a Delaware limited partnership (“AIV-E2”), New Mountain Partners III (AIV-E1), L.P., a Delaware limited partnership (“AIV-E1”), J.T. Baker Investments, Inc., a Delaware corporation (“JTB”, and together with AIV-B, AIV-E2 and AIV-E1, “New Mountain”), NuSil, LLC, a California limited liability company (“NuSil LLC”), NuSil 2.0 LLC, a Delaware limited liability company (“NuSil 2.0” and together with NuSil LLC, “NuSil”), Broad Street Principal Investments, L.L.C., a Delaware limited liability Company (“BSPI”), Galvaude Private Investments Inc., a corporation registered under the Canada Business Corporations Act (“PSP”) and each of the other stockholders of the Company
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 10th, 2019 • Avantor, Inc. • Laboratory analytical instruments • New York
This Registration Rights Agreement (as amended from time to time, this “Agreement”) is dated as of November 21, 2017, and is by and among Vail Holdco Corp, a Delaware corporation (the “Company”), New Mountain Partners III Cayman (AIV-B), L.P., a Cayman Islands limited partnership (“AIV-B”), New Mountain Partners III (AIV-E2), L.P., a Delaware limited partnership (“AIV-E2”), New Mountain Partners III (AIV-E1), L.P., a Delaware limited partnership (“AIV-E1”), J.T. Baker Investments, Inc., a Delaware corporation (“JTB”, and together with AIV-B, AIV-E2 and AIV-E1, “New Mountain”), Broad Street Principal Investments, L.L.C., a Delaware limited liability company (“BSPI” and together with New Mountain, the “Sponsors”), each of the Eligible Junior Convertible Stockholders whose names appear on the signature pages hereto and each of the Warrant Stockholders whose names appear on the signature pages hereto (together with the Sponsors and the Eligible Junior Convertible Stockholders, the “Stockho
AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT dated as of November 21, 2017 between THE VARIOUS ENTITIES LISTED ON SCHEDULE I HERETO, as Originators and VWR RECEIVABLES FUNDING, LLCAmended and Restated Purchase and Sale Agreement • April 10th, 2019 • Avantor, Inc. • Laboratory analytical instruments • New York
This AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of November 21, 2017 is entered into between THE VARIOUS ENTITIES LISTED ON SCHEDULE I HERETO (each an “Originator”, and collectively, the “Originators”), and VWR RECEIVABLES FUNDING, LLC, a Delaware limited liability company (the “Company”).
FIRST LIEN INTERCREDITOR AGREEMENT Among AVANTOR, INC., VAIL HOLDCO SUB LLC, the other Grantors party hereto, GOLDMAN SACHS BANK USA, as Collateral Agent for the Credit Agreement Secured Parties; THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as...First Lien Intercreditor Agreement • April 10th, 2019 • Avantor, Inc. • Laboratory analytical instruments • New York
FIRST LIEN INTERCREDITOR AGREEMENT dated as of November 21, 2017 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), among Vail Holdco Sub LLC, a Delaware limited liability company (“Holdings”), Avantor, Inc., a Delaware corporation (the “Borrower”), the other Grantors (as defined below) party hereto, Goldman Sachs Bank USA, as collateral agent for the Credit Agreement Secured Parties (as defined below) (in such capacity and together with its successors in such capacity, the “Bank Collateral Agent”) and The Bank of New York Mellon Trust Company, N.A., as collateral agent for the Indenture Secured Parties (as defined below) (in such capacity and together with its successors in such capacity, the “Notes Collateral Agent”) and each Additional Agent from time to time party hereto for the Additional First Lien Secured Parties of the Series with respect to which it is acting in such capacity.
AMENDMENT TO STOCKHOLDERS AGREEMENT OF VAIL HOLDCO CORPStockholders Agreement • April 10th, 2019 • Avantor, Inc. • Laboratory analytical instruments • Delaware
This AMENDMENT TO STOCKHOLDERS AGREEMENT OF VAIL HOLDCO CORP (this “Amendment”), dated as of March 15, 2018 (the “Effective Date”) is made by and among Vail Holdco Corp, a Delaware corporation (the “Company”), New Mountain Partners III Cayman (AIV-B), L.P., a Cayman Islands limited partnership (“AIV-B”), New Mountain Partners III (AIV-E2), L.P., a Delaware limited partnership (“AIV-E2”), New Mountain Partners III (AIV-E1), L.P., a Delaware limited partnership (“AIV-E1”), J.T. Baker Investments, Inc., a Delaware corporation (“JTB”, and together with AIV-B, AIV-E2 and AIV-E1, “New Mountain”), NuSil, LLC, a California limited liability company (“NuSil LLC”), NuSil 2.0 LLC, a Delaware limited liability company (“NuSil 2.0” and together with NuSil LLC, “NuSil”), Broad Street Principal Investments, L.L.C., a Delaware limited liability company and each of the other stockholders of the Company party hereto (each, a “Stockholder” and collectively, the “Stockholders”). Capitalized terms used but
