WAIVER TO CREDIT AGREEMENTWaiver to Credit Agreement • March 17th, 2020 • Baxter International Inc • Surgical & medical instruments & apparatus • New York
This WAIVER (this “Waiver”), dated as of October 31, 2019 among Baxter Healthcare SA, a corporation duly organized and existing under the laws of Switzerland (“Baxter Healthcare SA”), Baxter World Trade SPRL, a corporation duly organized and existing under the laws of Belgium (“Baxter World Trade SPRL”) (Baxter Healthcare SA and Baxter World Trade SPRL are each individually a “Borrower” and collectively, the “Borrowers”), J.P. Morgan Europe Limited, as administrative agent under the hereinafter defined Credit Agreement (the “Administrative Agent”), the other financial institutions signatory hereto and, solely for purposes of Section 8 hereof, Baxter International Inc., a Delaware corporation (the “Guarantor”).
COMMITMENT AGREEMENT October 4, 2019 (the “Commitment Agreement Date”)Commitment Agreement • March 17th, 2020 • Baxter International Inc • Surgical & medical instruments & apparatus • New York
The Prudential Insurance Company of America (“Prudential”) is pleased to provide, on the following terms, the non-participating single premium group annuity contract, supported by an insulated separate account (the “Contract”) for the Baxter International Inc. and Subsidiaries Pension Plan (the “Plan”) in consideration of the mutual promises made and representations, warranties and covenants contained in this Commitment Agreement (this “Commitment Agreement”). For purposes of this Commitment Agreement, capitalized terms will have the meaning set forth in paragraph 11. By signing this Commitment Agreement, Prudential, Baxter International Inc. (the “Company”), and State Street Global Advisors Trust Company, acting solely in its capacity as the independent fiduciary of the Plan (the “Independent Fiduciary”), agree as follows:
AMENDMENT NO. 1 TO GUARANTYGuaranty • March 17th, 2020 • Baxter International Inc • Surgical & medical instruments & apparatus • New York
This AMENDMENT NO. 1 TO GUARANTY (this “Amendment”) is made as of October 31, 2019 between Baxter International Inc., a Delaware corporation (the “Guarantor”) and J.P. Morgan Europe Limited, as agent under the hereinafter defined Guaranty (the “Agent”) for the financial institutions party to that certain Credit Agreement, dated as of July 1, 2015 for Baxter Healthcare SA and Baxter World Trade SPRL.
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • March 17th, 2020 • Baxter International Inc • Surgical & medical instruments & apparatus • New York
This AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”) is made as of October 31, 2019 among Baxter International Inc., a Delaware corporation (the “Borrower”), JPMorgan Chase Bank, National Association, as administrative agent under the hereinafter defined Credit Agreement (the “Administrative Agent”), and the other financial institutions signatory hereto.
