THIRTEENTH AMENDMENT, WAIVER AND CONSENT TO
LOAN AND SECURITY AGREEMENT
THIRTEENTH AMENDMENT, WAIVER AND CONSENT, dated as of December 2002 (this
"AMENDMENT"), to the Loan and Security Agreement referred to below by and among GENERAL
ELECTRIC CAPITAL CORPORATION, a Delaware corporation ("Lender"), PAR PHARMACEUTICAL,
INC., a New Jersey corporation ("BORROWER"), PHARMACEUTICAL RESOURCES, INC., a New
Jersey corporation ("PARENT"), and the other Credit Parties signatory thereto.
W I T N E S S E T H
WHEREAS, Lender, Borrower and Credit Parties are parties to that certain Loan and Security Agreement,
dated as of December 15, 1996 (as amended, supplemented or otherwise modified prior to the date hereof, the
WHEREAS, Lender, Borrower and Credit Parties have agreed to amend the Loan Agreement in the manner,
and on the terms and conditions, provided for herein; and
WHEREAS, Credit Parties have requested that the Lender, and Lender has agreed to, consent to Parent and
Borrower entering into a guaranty of certain Indebtedness of Finetech Laboratories, Ltd. and waive Section 5(g)
of the Loan Agreement with respect to such guaranty, subject to the terms and conditions provided for herein
NOW THEREFORE, in consideration of the premises and for other good and valuable consideration, the
receipt, adequacy and sufficiency of which are hereby acknowledged, the parties to this Amendment hereby
agree as follows:
1. DEFINITIONS. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in
the Loan Agreement.
2. AMENDMENT TO SECTION 11 OF THE LOAN AGREEMENT. As of the Amendment Effective Date
(as hereinafter defined), the definition of "Subsidiary Guarantor" is hereby amended by deleting the text "IPR"
from such definition so that IPR shall not be deemed as such under the Loan Agreement.
3. AMENDMENT TO SECTION 5(F) OF THE LOAN AGREEMENT. As of the Amendment Effective
Date, Section 5(f) shall be amended to include the following at th