EMPLOYMENT AND NON-COMPETITION AGREEMENTEmployment Agreement • July 9th, 2019 • PetIQ, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • Idaho
EMPLOYMENT AND NON-COMPETITION AGREEMENT (this “Agreement’) dated as of May 28, 2019 (the “Effective Date”), between PetIQ, LLC, an Idaho limited liability company (the “Company”), and Michael Smith (the “Employee”).
FIRST AMENDMENT TO TERM LOAN CREDIT AGREEMENTTerm Loan Credit Agreement • July 9th, 2019 • PetIQ, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York
WHEREAS, the parties hereto desire to amend and restate the Existing Term Loan Credit Agreement by entering into this Agreement, pursuant to which the Lenders hereunder will provide the Borrower a term loan credit facility, the proceeds of which the Borrower will use, together with the proceeds from borrowings of up to $60,000,000 under the ABL Credit Agreement and cash on hand, (a) to finance the Perrigo Acquisition, (b) to refinance the Existing Term Loans, (c) to pay related fees and expenses and (d) for one or more of the other permitted purposes provided for herein.
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • July 9th, 2019 • PetIQ, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York
This FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Amendment”), dated as of July 7, 2019, is by and among PetIQ, LLC, an Idaho limited liability company (the “Buyer”), L. Perrigo Company, a Michigan corporation (the “Seller”), Perrigo Company plc, an Irish public limited company (the “Seller Parent”), and PetIQ, Inc., a Delaware corporation (the “Buyer Guarantor”).
THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 9th, 2019 • PetIQ, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York
THIS THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of July 8, 2019, is entered into by and among PETIQ, LLC, an Idaho limited liability company (“PetIQ”), the other Credit Parties signatory hereto (collectively with PETIQ, the “Borrowers”), the LENDERS signatory hereto, and EAST WEST BANK, a California banking corporation, as Administrative Agent for the Lenders (in such capacity, “Administrative Agent”), with reference to the following facts:
TRANSITION SERVICES AGREEMENTTransition Services Agreement • July 9th, 2019 • PetIQ, Inc. • Wholesale-drugs, proprietaries & druggists' sundries • New York
This TRANSITION SERVICES AGREEMENT (this “Agreement”) is entered into as of July 8, 2019 by and between PetIQ, LLC, an Idaho limited liability company (“Service Recipient”), and L. Perrigo Company, a Michigan corporation (“Service Provider”). Service Recipient and Service Provider are sometimes hereinafter referred to individually as a “Party” and together as the “Parties.” Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Purchase and Sale Agreement, dated as of May 8, 2019 (the “Purchase Agreement”), by and among Service Provider, Service Recipient, solely for purposes of Section 9.13 of the Purchase Agreement, Perrigo Company plc, an Ireland public company limited by shares, and, solely for purposes of Section 9.14 of the Purchase Agreement, PetIQ, Inc., a Delaware corporation.
