ENDO INTERNATIONAL PLC PERFORMANCE AWARD AGREEMENT UNDER THE 2015 STOCK INCENTIVE PLANPerformance Award Agreement • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • Delaware
This Performance Award Agreement (this “Award Agreement”) is made and entered into as of the date of grant set forth below (the “Date of Grant”) by and between Endo International plc, an Irish public limited company (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meanings ascribed to them in the Company’s 2015 Stock Incentive Plan (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company.
ENDO INTERNATIONAL PLC STOCK AWARD AGREEMENT UNDER THE 2015 STOCK INCENTIVE PLANStock Award Agreement • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • Delaware
This Stock Award Agreement (this “Award Agreement”), is made and entered into as of the date of grant set forth below (the “Date of Grant”) by and between Endo International plc, an Irish public limited company (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meanings ascribed to them in the Company’s 2015 Stock Incentive Plan (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company.
ENDO INTERNATIONAL PLC STOCK OPTION AGREEMENT UNDER THE 2015 STOCK INCENTIVE PLANStock Option Agreement • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • Delaware
This Stock Option Agreement (this “Option Agreement”) is made and entered into as of the date of grant set forth below (the “Date of Grant”) by and between Endo International plc, an Irish public limited company (the “Company”), and the optionee named below (the “Participant”). Capitalized terms not defined herein shall have the meanings ascribed to them in the Company’s 2015 Stock Incentive Plan (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company.
Counterpart to Registration Rights AgreementRegistration Rights Agreement • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations
Each of the undersigned hereby absolutely, unconditionally and irrevocably agrees as a Guarantor, as defined in the Registration Rights Agreement, dated May 6, 2014 by and among Endo Finance LLC, a Delaware limited liability company and Endo Finco Inc., a Delaware corporation, the Guarantors party thereto, RBC Capital Markets, LLC and Deutsche Bank Securities Inc., relating to the 7.00% Senior Notes due 2019, to be bound by the terms and provisions of such Registration Rights Agreement.
Counterpart to Registration Rights AgreementRegistration Rights Agreement • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations
Each of the undersigned hereby absolutely, unconditionally and irrevocably agrees as a Guarantor, as defined in the Registration Rights Agreement, dated May 6, 2014 by and among Endo Finance LLC, a Delaware limited liability company and Endo Finco Inc., a Delaware corporation, the Guarantors party thereto, RBC Capital Markets, LLC and Deutsche Bank Securities Inc., relating to the 7.25% Senior Notes due 2022, to be bound by the terms and provisions of such Registration Rights Agreement.
SUPPLEMENTAL INDENTURESupplemental Indenture • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of June 24, 2015, among Hawk Acquisition Ireland Limited, a private limited company incorporated under the laws of Ireland, Manjano Limited (to be renamed Endo TopFin Limited), a private limited company incorporated under the laws of Ireland, Endo Ireland Finance Limited, a private limited company incorporated under the laws of Ireland, Endo US Holdings Luxembourg I S.à r.l., a société à responsabilité limitée (private limited liability company) incorporated under the laws of the Grand Duchy of Luxembourg, Endo US Holdings Luxembourg II S.à r.l., a société à responsabilité limitée (private limited liability company) incorporated under the laws of the Grand Duchy of Luxembourg, Endo Bermuda Finance Limited, a limited liability company incorporated under the laws of Bermuda, and Hawk Acquisition ULC, an unlimited liability company incorporated under the laws of Bermuda (collectively, the “Guaranteeing Subsidiaries”), subsid
SUPPLEMENTAL INDENTURESupplemental Indenture • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 9, 2015, among Ishirini Limited (to be renamed Endo Finance III Limited) (the “Guaranteeing Subsidiary”), a private limited company incorporated under the laws of Ireland and subsidiary of Endo Limited, a private limited company incorporated under the laws of Ireland (the “Company”), the Issuers, the other Guarantors (both, as defined in the Indenture referred to below) and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”).
SUPPLEMENTAL INDENTURESupplemental Indenture • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 9, 2015, among Ishirini Limited (to be renamed Endo Finance III Limited) (the “Guaranteeing Subsidiary”), a private limited company incorporated under the laws of Ireland and subsidiary of Endo Limited, a private limited company incorporated under the laws of Ireland (the “Company”), the Issuer, the Co-Obligor, the other Guarantors (each, as defined in the Indenture referred to below) and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”).
SUPPLEMENTAL INDENTURESupplemental Indenture • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 9, 2015, among Ishirini Limited (to be renamed Endo Finance III Limited) (the “Guaranteeing Subsidiary”), a private limited company incorporated under the laws of Ireland and subsidiary of Endo Limited, a private limited company incorporated under the laws of Ireland (the “Company”), the Issuers, the other Guarantors (both, as defined in the Indenture referred to below) and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”).
SUPPLEMENTAL INDENTURESupplemental Indenture • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • New York
WHEREAS, the Company, Endo Finance LLC, a Delaware limited liability company, and Endo Finco Inc., a Delaware corporation, have heretofore executed and delivered to the Trustee an indenture, dated as of January 27, 2015, as supplemented by a supplemental indenture, dated as of February 3, 2015, a supplemental indenture, dated as of March 20, 2015, and a supplemental indenture, dated as of March 27, 2015, in each case, by and among the parties thereto (the “Indenture”), providing for the issuance of 6.00% Senior Notes due 2025 (the “Notes”);
Counterpart to Registration Rights AgreementRegistration Rights Agreement • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations
The undersigned hereby absolutely, unconditionally and irrevocably agrees as a Guarantor, as defined in the Registration Rights Agreement, dated May 6, 2014 by and among Endo Finance LLC, a Delaware limited liability company and Endo Finco Inc., a Delaware corporation, the Guarantors party thereto, RBC Capital Markets, LLC and Deutsche Bank Securities Inc., relating to the 7.00% Senior Notes due 2019, to be bound by the terms and provisions of such Registration Rights Agreement.
SUPPLEMENTAL INDENTURESupplemental Indenture • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of June 24, 2015, among Hawk Acquisition Ireland Limited, a private limited company incorporated under the laws of Ireland, Manjano Limited (to be renamed Endo TopFin Limited), a private limited company incorporated under the laws of Ireland, Endo Ireland Finance Limited, a private limited company incorporated under the laws of Ireland, Endo US Holdings Luxembourg I S.à r.l., a société à responsabilité limitée (private limited liability company) incorporated under the laws of the Grand Duchy of Luxembourg, Endo US Holdings Luxembourg II S.à r.l., a société à responsabilité limitée (private limited liability company) incorporated under the laws of the Grand Duchy of Luxembourg, Endo Bermuda Finance Limited, a limited liability company incorporated under the laws of Bermuda, and Hawk Acquisition ULC, an unlimited liability company incorporated under the laws of Bermuda (collectively, the “Guaranteeing Subsidiaries”), subsid
Counterpart to Registration Rights AgreementRegistration Rights Agreement • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations
The undersigned hereby absolutely, unconditionally and irrevocably agrees as a Guarantor, as defined in the Registration Rights Agreement, dated May 6, 2014 by and among Endo Finance LLC, a Delaware limited liability company and Endo Finco Inc., a Delaware corporation, the Guarantors party thereto, RBC Capital Markets, LLC and Deutsche Bank Securities Inc., relating to the 7.00% Senior Notes due 2020, to be bound by the terms and provisions of such Registration Rights Agreement.
SUPPLEMENTAL INDENTURESupplemental Indenture • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • New York
WHEREAS, the Company, Endo Finance LLC, a Delaware limited liability company, and Endo Finco Inc., a Delaware corporation, have heretofore executed and delivered to the Trustee an indenture, dated as of January 27, 2015, as supplemented by a supplemental indenture, dated as of February 3, 2015, a supplemental indenture, dated as of March 20, 2015, a supplemental indenture, dated as of March 27, 2015, and a supplemental indenture, dated as of June 24, 2015, in each case, by and among the parties thereto (the “Indenture”), providing for the issuance of 6.00% Senior Notes due 2025 (the “Notes”);
Counterpart to Registration Rights AgreementRegistration Rights Agreement • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations
The undersigned hereby absolutely, unconditionally and irrevocably agrees as a Guarantor, as defined in the Registration Rights Agreement, dated May 6, 2014 by and among Endo Finance LLC, a Delaware limited liability company and Endo Finco Inc., a Delaware corporation, the Guarantors party thereto, RBC Capital Markets, LLC and Deutsche Bank Securities Inc., relating to the 7.25% Senior Notes due 2022, to be bound by the terms and provisions of such Registration Rights Agreement.
SUPPLEMENTAL INDENTURESupplemental Indenture • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 9, 2015, among Ishirini Limited (to be renamed Endo Finance III Limited) (the “Guaranteeing Subsidiary”), a private limited company incorporated under the laws of Ireland and subsidiary of Endo Limited, a private limited company incorporated under the laws of Ireland (the “Company”), the Issuers, the other Guarantors (both, as defined in the Indenture referred to below) and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”).
Counterpart to Registration Rights AgreementRegistration Rights Agreement • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations
Each of the undersigned hereby absolutely, unconditionally and irrevocably agrees as a Guarantor, as defined in the Registration Rights Agreement, dated June 30, 2014 by and among Endo Finance LLC, a Delaware limited liability company and Endo Finco Inc., a Delaware corporation, the Guarantors party thereto, Citigroup Global Markets Inc. and RBC Capital Markets, relating to the 5.375% Senior Notes due 2023, to be bound by the terms and provisions of such Registration Rights Agreement.
SUPPLEMENTAL INDENTURESupplemental Indenture • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of June 24, 2015, among Hawk Acquisition Ireland Limited, a private limited company incorporated under the laws of Ireland, Manjano Limited (to be renamed Endo TopFin Limited), a private limited company incorporated under the laws of Ireland, Endo Ireland Finance Limited, a private limited company incorporated under the laws of Ireland, Endo US Holdings Luxembourg I S.à r.l., a société à responsabilité limitée (private limited liability company) incorporated under the laws of the Grand Duchy of Luxembourg, Endo US Holdings Luxembourg II S.à r.l., a société à responsabilité limitée (private limited liability company) incorporated under the laws of the Grand Duchy of Luxembourg, Endo Bermuda Finance Limited, a limited liability company incorporated under the laws of Bermuda, and Hawk Acquisition ULC, an unlimited liability company incorporated under the laws of Bermuda (collectively, the “Guaranteeing Subsidiaries”), subsid
Counterpart to Registration Rights AgreementRegistration Rights Agreement • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations
The undersigned hereby absolutely, unconditionally and irrevocably agrees as a Guarantor, as defined in the Registration Rights Agreement, dated January 27, 2015 by and among Endo Finance LLC, a Delaware limited liability company, Endo Finco Inc., a Delaware corporation, and Endo Limited, an Irish private limited company, the Guarantors party thereto, RBC Capital Markets, LLC and Citigroup Global Markets Inc., relating to the 6.00% Senior Notes due 2025, to be bound by the terms and provisions of such Registration Rights Agreement.
ENDO INTERNATIONAL PLC MATCHED PERFORMANCE AWARD AGREEMENT UNDER THE 2015 STOCK INCENTIVE PLANMatched Performance Award Agreement • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • Delaware
This Matched Performance Award Agreement (this “Award Agreement”) is made and entered into as of the date of grant set forth below (the “Date of Grant”) by and between Endo International plc, an Irish public limited company (the “Company”), and the participant named below (the “Participant”). Capitalized terms not defined herein shall have the meanings ascribed to them in the Company’s 2015 Stock Incentive Plan (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company.
Counterpart to Registration Rights AgreementRegistration Rights Agreement • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations
The undersigned hereby absolutely, unconditionally and irrevocably agrees as a Guarantor, as defined in the Registration Rights Agreement, dated June 30, 2014 by and among Endo Finance LLC, a Delaware limited liability company and Endo Finco Inc., a Delaware corporation, the Guarantors party thereto, Citigroup Global Markets Inc. and RBC Capital Markets, relating to the 5.375% Senior Notes due 2023, to be bound by the terms and provisions of such Registration Rights Agreement.
Counterpart to Registration Rights AgreementRegistration Rights Agreement • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations
Each of the undersigned hereby absolutely, unconditionally and irrevocably agrees as a Guarantor, as defined in the Registration Rights Agreement, dated May 6, 2014 by and among Endo Finance LLC, a Delaware limited liability company and Endo Finco Inc., a Delaware corporation, the Guarantors party thereto, RBC Capital Markets, LLC and Deutsche Bank Securities Inc., relating to the 7.00% Senior Notes due 2020, to be bound by the terms and provisions of such Registration Rights Agreement.
SUPPLEMENTAL INDENTURESupplemental Indenture • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of June 24, 2015, among Hawk Acquisition Ireland Limited, a private limited company incorporated under the laws of Ireland, Manjano Limited (to be renamed Endo TopFin Limited), a private limited company incorporated under the laws of Ireland, Endo Ireland Finance Limited, a private limited company incorporated under the laws of Ireland, Endo US Holdings Luxembourg I S.à r.l., a société à responsabilité limitée (private limited liability company) incorporated under the laws of the Grand Duchy of Luxembourg, Endo US Holdings Luxembourg II S.à r.l., a société à responsabilité limitée (private limited liability company) incorporated under the laws of the Grand Duchy of Luxembourg, Endo Bermuda Finance Limited, a limited liability company incorporated under the laws of Bermuda, and Hawk Acquisition ULC, an unlimited liability company incorporated under the laws of Bermuda (collectively, the “Guaranteeing Subsidiaries”), subsid
SUPPLEMENTAL INDENTURESupplemental Indenture • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 9, 2015, among Ishirini Limited (to be renamed Endo Finance III Limited) (the “Guaranteeing Subsidiary”), a private limited company incorporated under the laws of Ireland and subsidiary of Endo Limited, a private limited company incorporated under the laws of Ireland (the “Company”), the Issuers, the other Guarantors (both, as defined in the Indenture referred to below) and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”).
SUPPLEMENTAL INDENTURESupplemental Indenture • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of June 24, 2015, among Hawk Acquisition Ireland Limited, a private limited company incorporated under the laws of Ireland, Manjano Limited (to be renamed Endo TopFin Limited), a private limited company incorporated under the laws of Ireland, Endo Ireland Finance Limited, a private limited company incorporated under the laws of Ireland, Endo US Holdings Luxembourg I S.à r.l., a société à responsabilité limitée (private limited liability company) incorporated under the laws of the Grand Duchy of Luxembourg, Endo US Holdings Luxembourg II S.à r.l., a société à responsabilité limitée (private limited liability company) incorporated under the laws of the Grand Duchy of Luxembourg, Endo Bermuda Finance Limited, a limited liability company incorporated under the laws of Bermuda, and Hawk Acquisition ULC, an unlimited liability company incorporated under the laws of Bermuda (collectively, the “Guaranteeing Subsidiaries”), subsid
Counterpart to Registration Rights AgreementRegistration Rights Agreement • August 10th, 2015 • Endo International PLC • Pharmaceutical preparations
Each of the undersigned hereby absolutely, unconditionally and irrevocably agrees as a Guarantor, as defined in the Registration Rights Agreement, dated January 27, 2015 by and among Endo Finance LLC, a Delaware limited liability company, Endo Finco Inc., a Delaware corporation, and Endo Limited, an Irish private limited company, the Guarantors party thereto, RBC Capital Markets, LLC and Citigroup Global Markets Inc., relating to the 6.00% Senior Notes due 2025, to be bound by the terms and provisions of such Registration Rights Agreement.
