INTERCOMPANY TERM LOAN AGREEMENTIntercompany Term Loan Agreement • November 14th, 2008 • Fresenius Kabi Pharmaceuticals Holding, Inc. • Pharmaceutical preparations • New York
This Agreement dated as of September 10, 2008 is entered into between Fresenius Kabi Pharmaceuticals, LLC, a Delaware limited liability company (“FKP”), which shall merge with and into APP Pharmaceuticals, Inc., a Delaware corporation (“APP Inc.”), immediately after the APP Acquisition (as defined below) on the date hereof (FKP and, following its merger with and into APP Inc. as surviving corporation, APP Inc., the “Borrower”), and Fresenius US Finance I, Inc., a Delaware corporation (the “Lender”) , the Guarantors (as defined below) from time to time party hereto and Deutsche Bank AG, London Branch, in its capacity as collateral agent under the Intercompany Primary Credit Documents (as defined below) (together with its successors and assigns in such capacity from time to time, the “Intercompany Primary Collateral Agent”).
FIRST AMENDMENT TO INTERCOMPANY TERM LOAN AGREEMENTIntercompany Term Loan Agreement • November 14th, 2008 • Fresenius Kabi Pharmaceuticals Holding, Inc. • Pharmaceutical preparations • New York
This First Amendment to Intercompany Term Loan Agreement (this “Amendment”) is dated as of October 10, 2008 and entered into by and among APP Pharmaceuticals, Inc., a Delaware corporation and successor by merger to Fresenius Kabi Pharmaceuticals, LLC (the “Borrower”), Fresenius US Finance I, Inc., a Delaware corporation (the “Lender”) , the guarantors listed on the signature pages hereto (the “Guarantors”) and Deutsche Bank AG, London Branch, in its capacity as the Intercompany Primary Collateral Agent and is made with reference to that certain Intercompany Term Loan Agreement dated as of September 10, 2008 (the “Intercompany Term Loan Agreement”), by and among the Borrower, the Lender, the Intercompany Primary Collateral Agent and the guarantors party thereto. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Intercompany Term Loan Agreement.
