Common use of Rights of Required Lenders Clause in Contracts

Rights of Required Lenders. All rights of the Administrative Agent hereunder, if not exercised by the Administrative Agent, may be exercised by the Required Lenders, who shall give notice to the Obligors of any such exercise. Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. BORROWER: INSIGHT HEALTH SERVICES CORP. By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- GUARANTORS: INSIGHT HEALTH SERVICES HOLDINGS CORP. INSIGHT HEALTH CORP. OPEN MRI, INC. MAXUM HEALTH CORP. RADIOSURGERY CENTERS, INC. MAXUM HEALTH SERVICES CORP. DIAGNOSTIC SOLUTIONS CORP. MAXUM HEALTH SERVICES OF NORTH TEXAS, INC. MAXUM HEALTH SERVICES OF DALLAS, INC. NDDC, INC. SIGNAL MEDICAL SERVICES, INC. MRI ASSOCIATES, L.P. By: ----------------------------------------- Name: -------------------------------------- Title: ------------------------------------- Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Administrative Agent By: -------------------------------------------------- Name: ------------------------------------------------ Title: ----------------------------------------------- Schedule 2(a) to Pledge Agreement dated as of October 17, 2001 in favor of Bank of America, N.A. as Administrative Agent PLEDGED SHARES OBLIGOR: <> Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries OBLIGOR: Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries SCHEDULE 5(d) MERGERS, CONSOLIDATIONS, CHANGE IN STRUCTURE OR USE OF TRADENAMES Exhibit 4(a) to Pledge Agreement dated as of October 17, 2001 in favor of Bank of America, N.A. as Administrative Agent Irrevocable Stock Power FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of Capital Stock of _____________________, a ____________ corporation:

Rights of Required Lenders. All rights of the Administrative Agent hereunder, if not exercised by the Administrative Agent, may be exercised by the Required Lenders, who shall give notice to the Obligors of any such exercise. Each of the parties hereto has caused a counterpart of this Pledge Security Agreement to be duly executed and delivered as of the date first above written. BORROWER: INSIGHT HEALTH SERVICES CORP. By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- GUARANTORS: INSIGHT HEALTH SERVICES HOLDINGS CORP. INSIGHT HEALTH CORP. OPEN MRI, INC. MAXUM HEALTH CORP. RADIOSURGERY CENTERS, INC. MAXUM HEALTH SERVICES CORP. DIAGNOSTIC SOLUTIONS CORP. MAXUM HEALTH SERVICES OF NORTH TEXAS, INC. MAXUM HEALTH SERVICES OF DALLAS, INC. NDDC, INC. SIGNAL MEDICAL SERVICES, INC. MRI ASSOCIATES, L.P. By: ----------------------------------------- Name: -------------------------------------- --------------------------------------- Title: ------------------------------------- -------------------------------------- Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Administrative Agent By: -------------------------------------------------- Name: ------------------------------------------------ Title: ----------------------------------------------- Schedule 2(aSCHEDULE 2(d) to Pledge Agreement dated as of October 17, 2001 in favor of Bank of America, N.A. as Administrative Agent PLEDGED SHARES OBLIGOR: <> Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries OBLIGOR: Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries COMMERCIAL TORT CLAIMS SCHEDULE 5(d4(a) MERGERS, CONSOLIDATIONS, CHANGE IN STRUCTURE OR USE OF TRADENAMES Exhibit 4(aSCHEDULE 4(b) MOBILE MRI/IMAGING UNITS SCHEDULE 5(d)(i) NOTICE OF GRANT OF SECURITY INTEREST IN COPYRIGHTS United States Copyright Office Gentlemen: Please be advised that pursuant to Pledge the Security Agreement dated as of October 17, 2001 in favor of (as the same may be amended, modified, extended or restated from time to time, the "Security Agreement") by and among the Obligors party thereto (each an "Obligor" and collectively, the "Obligors") and Bank of America, N.A. N.A., as administrative agent (the "Administrative Agent") for the Lenders referenced therein (the "Lenders"), the undersigned Obligor has granted a continuing security interest in and continuing lien upon, the copyrights and copyright applications shown below to the Administrative Agent for the ratable benefit of the Lenders: COPYRIGHTS Date of Copyright No. Description of Copyright Copyright ------------- ------------------------ --------- Copyright Applications Copyright Description of Copyright Date of Copyright Applications No. Applied For Applications ---------------- ------------------------ ----------------- The Obligors and the Administrative Agent, on behalf of the Lenders, hereby acknowledge and agree that the security interest in the foregoing copyrights and copyright applications (i) may only be terminated in accordance with the terms of the Security Agreement and (ii) is not to be construed as an assignment of any copyright or copyright application. Very truly yours, ---------------------------------- [Obligor], a [jurisdiction of organization] By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- [Address of Obligor] Acknowledged and Accepted: BANK OF AMERICA, N.A., as Administrative Agent Irrevocable Stock Power FOR VALUE RECEIVEDBy: -------------------------------------------------- Name: ------------------------------------------------ Title: ----------------------------------------------- SCHEDULE 5(d)(ii) NOTICE OF GRANT OF SECURITY INTEREST IN PATENTS United States Patent and Trademark Office Gentlemen: Please be advised that pursuant to the Security Agreement dated as of October 17, 2001 (as the same may be amended, modified, extended or restated from time to time, the "Security Agreement") by and among the Obligors party thereto (each an "Obligor" and collectively, the "Obligors") and Bank of America, N.A., administrative agent (the "Administrative Agent") for the Lenders referenced therein (the "Lenders"), the undersigned hereby sellsObligor has granted a continuing security interest in and continuing lien upon, assigns the patents and transfers patent applications shown below to the following shares Administrative Agent for the ratable benefit of Capital Stock of _____________________, a ____________ corporationthe Lenders:

Rights of Required Lenders. All rights of the Administrative Agent hereunder, if not exercised by the Administrative Agent, may be exercised by the Required Lenders, who shall give notice to the Obligors of any such exercise. Each of the parties hereto has caused a counterpart of this Pledge Amended and Restated Security Agreement to be duly executed and delivered as of the date first above written. BORROWER: INSIGHT HEALTH SERVICES CORP. By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- GUARANTORS: INSIGHT HEALTH SERVICES HOLDINGS CORP. INSIGHT HEALTH CORP. OPEN MRIIPC, INC. MAXUM HEALTH CORP. RADIOSURGERY CENTERSa Delaware corporation By:_____________________ Name:___________________ Title:__________________ GUARANTORS: IVEX PACKAGING CORPORATION, INC. MAXUM HEALTH SERVICES CORP. DIAGNOSTIC SOLUTIONS CORP. MAXUM HEALTH SERVICES OF NORTH TEXAS, INC. MAXUM HEALTH SERVICES OF DALLAS, INC. NDDC, INC. SIGNAL MEDICAL SERVICES, INC. MRI ASSOCIATES, L.P. a Delaware corporation By: ----------------------------------------- Name: -------------------------------------- Title: ------------------------------------- Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Administrative Agent By: -------------------------------------------------- Name: ------------------------------------------------ Title: ----------------------------------------------- Schedule 2(a) to Pledge Agreement dated as of October 17, 2001 in favor of Bank of America, N.A. as Administrative Agent PLEDGED SHARES OBLIGOR: <> Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries OBLIGOR: Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries SCHEDULE 5(d) MERGERS, CONSOLIDATIONS, CHANGE IN STRUCTURE OR USE OF TRADENAMES Exhibit 4(a) to Pledge Agreement dated as of October 17, 2001 in favor of Bank of America, N.A. as Administrative Agent Irrevocable Stock Power FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of Capital Stock of :_____________________, a _ Name:____________________ corporationTitle:___________________ IVEX PAPER MILL CORPORATION, a Delaware corporation IPMC HOLDING CORPORATION, a Delaware corporation IPMC, INC., a Delaware corporation VALLEY EXPRESS LINES, INC., a Delaware corporation KAMA OF ILLINOIS CORPORATION, a Delaware corporation PACKAGING PRODUCTS, INC., a Delaware corporation CFI INDUSTRIES, INC., a Delaware corporation PLASTOFILM INDUSTRIES, INC., a Delaware corporation CFI RECYCLING, INC., a Delaware corporation TRIO PRODUCTS, INC., a Delaware corporation By:________________________ Name:______________________ Title:_____________________ of each of the above named Guarantors Accepted and agreed to as of the date first above written. NATIONSBANK, N.A., as Agent By:_____________________ Name:___________________ Title:__________________ SCHEDULE 6(f)-1 to Amended and Restated Security Agreement dated as of March 24, 1997 in favor of NationsBank, N.A., as Agent NOTICE OF GRANT OF SECURITY INTEREST IN COPYRIGHTS United States Copyright Office Gentlemen: Please be advised that pursuant to the Amended and Restated Security Agreement dated as of March 24, 1997 (as the same may be amended, modified, extended or restated from time to time, the "Security Agreement") by and among the Obligors party thereto (each an "Obligor" and collectively, the "Obligors") and NationsBank, N.A., as Agent (the "Agent") for the lenders referenced therein (the "Lenders"), the undersigned Obligor has granted a continuing security interest in and continuing lien upon, the copyrights and copyright applications shown below to the Agent for the ratable benefit of the Lenders: COPYRIGHTS Date of Copyright No. Description of Copyright Copyright Copyright Applications Copyright Description of Copyright Date of Copyright Applications No. Applied For Applications The Obligors and the Agent, on behalf of the Lenders, hereby acknowledge and agree that the security interest in the attached copyrights and copyright applications (i) may only be terminated in accordance with the terms of the Security Agreement and (ii) is not to be construed as an assignment of any copyright or copyright application. Very truly yours, __________________________________ [Obligor] By:___________________________ Name:_________________________ Title:________________________ Acknowledged and Accepted: NATIONSBANK, N.A., as Agent By:__________________________ Name:________________________ Title:_______________________ SCHEDULE 6(f)-2 to Amended and Restated Security Agreement dated as of March 24, 1997 in favor of NationsBank, N.A., as Agent NOTICE OF GRANT OF SECURITY INTEREST IN PATENTS United States Patent and Trademark Office Gentlemen: Please be advised that pursuant to the Amended and Restated Security Agreement dated as of March 24, 1997 (as the same may be amended, modified, extended or restated from time to time, the "Security Agreement") by and among the Obligors party thereto (each an "Obligor" and collectively, the "Obligors") and NationsBank, N.A., as Agent (the "Agent") for the lenders referenced therein (the "Lenders"), the undersigned Obligor has granted a continuing security interest in and continuing lien upon, the patents and patent applications shown below to the Agent for the ratable benefit of the Lenders:

Rights of Required Lenders. All rights of the Administrative Agent hereunder, if not exercised by the Administrative Agent, may be exercised by the Required Lenders. MOLL XXXUSTRIES, who shall give notice INC., a Delaware corporation By: /s/ Georxx X. Xxxxx Name: Georxx X. Xxxxx Title: Chairman & CEO MOLL XXXUSTRIES, LLC, a Delaware limited liability By: /s/ Georxx X. Xxxxx Name: Georxx X. Xxxxx Title: Chairman & CEO of Moll Xxxustries, Inc. Manager MOLL XXXSTICS, LLC, a Delaware limited liability By: /s/ Georxx X. Xxxxx Name: Georxx X. Xxxxx Title: Manager Accepted and agreed to the Obligors of any such exercise. Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered in Charlotte, North Carolina as of the date first above written. BORROWER: INSIGHT HEALTH SERVICES CORP. By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- GUARANTORS: INSIGHT HEALTH SERVICES HOLDINGS CORP. INSIGHT HEALTH CORP. OPEN MRI, INC. MAXUM HEALTH CORP. RADIOSURGERY CENTERS, INC. MAXUM HEALTH SERVICES CORP. DIAGNOSTIC SOLUTIONS CORP. MAXUM HEALTH SERVICES OF NORTH TEXAS, INC. MAXUM HEALTH SERVICES OF DALLAS, INC. NDDC, INC. SIGNAL MEDICAL SERVICES, INC. MRI ASSOCIATES, L.P. By: ----------------------------------------- Name: -------------------------------------- Title: ------------------------------------- Accepted and agreed to as of the date first above written. BANK OF AMERICANATIONSBANK, N.A., as Administrative Agent By: -------------------------------------------------- /s/ Johnx X. Xxxxxxxxx Name: ------------------------------------------------ Johnx X. Xxxxxxxxx Title: ----------------------------------------------- Schedule 2(aVice-President 142 SCHEDULE 1(a) to Pledge Agreement dated DESCRIPTION OF PARTNERSHIP AND LIMITED LIABILITY COMPANY INTERESTS (a) All equity ownership interests in any partnership or limited liability company which is a direct or indirect Domestic Subsidiary of the Borrower, including without limitation the interests in Moll Xxxustries LLC and Moll Xxxstics LLC listed below; and (b) the equity ownership interests in Moll Xxxstics SARL, a French limited liability company, listed below (such equity ownership interests constituting approximately 65% of the total equity ownership interests in Moll Xxxstics SARL as of October 17the Closing Date). --------------------------------------- ------------------------------- --------------------------------- ISSUER OWNER(S) NUMBER OF SHARES --------------------------------------- ------------------------------- --------------------------------- Moll Xxxustries, 2001 in favor of Bank of AmericaLLC Moll Xxxustries, N.A. as Administrative Agent PLEDGED SHARES OBLIGOR: <> Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries OBLIGOR: Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries Inc. 100% --------------------------------------- ------------------------------- --------------------------------- Moll Xxxstics, LLC Moll Xxxustries, LLC 100% --------------------------------------- ------------------------------- --------------------------------- 7 shares owned by Moll Industries, LLC and 320 shares Moll Xxxstics SARL Moll Xxxustries, LLC and Moll owned by Moll Xxxstics, LLC Plastics, LLC --------------------------------------- ------------------------------- --------------------------------- 143 SCHEDULE 5(d1(b) TRADEMARKS 144 SCHEDULE 4(a) CHIEF EXECUTIVE OFFICE 145 SCHEDULE 4(b) LOCATIONS OF COLLATERAL 146 SCHEDULE 4(c) MERGERS, CONSOLIDATIONS, CHANGE IN STRUCTURE OR USE OF TRADENAMES Exhibit 4(aNone 147 SCHEDULE 5(f)(i) NOTICE OF GRANT OF SECURITY INTEREST IN TRADEMARKS United States Patent and Trademark Office Gentlemen: Please be advised that pursuant to Pledge the Security Agreement dated as of October 17June 26, 2001 1998 (the "Security Agreement") by and among the Obligors party thereto (each an "Obligor" and collectively, the "Obligors") and NationsBank, N.A., as Agent (the "Agent") for the lenders referenced therein (the "Lenders"), the undersigned Obligor has granted a continuing security interest in favor and continuing lien upon, the trademarks and trademark applications shown below to the Agent for the ratable benefit of Bank the Lenders: TRADEMARKS Description of AmericaTrademark Date of Trademark No. Item Trademark Trademark Applications Trademark Description of Trademark Date of Trademark Applications No. Applied For Applications 148 The Obligors and the Agent, N.A. on behalf of the Lenders, hereby acknowledge and agree that the security interest in the foregoing trademarks and trademark applications (i) may only be terminated in accordance with the terms of the Security Agreement and (ii) is not to be construed as Administrative an assignment of any trademark or trademark application. Very truly yours, -------------------- [Obligor] By: Name: Title: Acknowledged and Accepted: NATIONSBANK, N.A., as Agent Irrevocable Stock Power By: Name: Title: 149 EXHIBIT 2.1(d) FORM OF REVOLVING NOTE $____________ June 26, 1998 FOR VALUE RECEIVED, MOLL XXXUSTRIES, INC., a Delaware corporation (the undersigned "Borrower"), hereby sells, assigns and transfers promises to pay to the following shares of Capital Stock order of ____________, its successors and permitted assigns (the "Lender"), at the office of NationsBank, N.A., as Agent (the "Agent"), at Independence Center, 15th Floor, 101 Xxxxx Xxxxx Xxxxxx (or at such other place or places as the holder hereof may designate in writing to the Borrower pursuant to the terms of the Credit Agreement), at the times set forth in the Amended and Restated Credit Agreement dated as of the date hereof among the Borrower, the other Credit Parties party thereto, the Lenders party thereto and the Agent (as it may be amended, modified, extended or restated from time to time, the "Credit Agreement"; all capitalized terms not otherwise defined herein shall have the meanings set forth in the Credit Agreement), but in no event later than the Maturity Date, in Dollars and in immediately available funds, the principal amount of _________ MILLION DOLLARS ($_________) or, a ____________ corporation:if less than such principal amount, the aggregate unpaid principal amount of all Revolving Loans made by the Lender to the Borrower pursuant to the Credit Agreement, and to pay interest from the date hereof on the unpaid principal amount hereof, in like money, at said office, on the dates and at the rates provided in the Credit Agreement. Upon the occurrence and during the continuance of an Event of Default, the balance outstanding hereunder shall bear interest as provided in Section 3.1(b) of the Credit Agreement. Further, in the event the payment of all sums due hereunder is accelerated under the terms of the Credit Agreement, this Revolving Note, and all other indebtedness of the Borrower to the Lender shall become immediately due and payable, without presentment, demand, protest or notice of any kind, all of which are hereby waived by the Borrower. In the event this Revolving Note is not paid when due at any stated or accelerated maturity, the Borrower agrees to pay, in addition to the principal and interest, all costs of collection, including reasonable attorneys' fees. This Revolving Note and the Revolving Loans evidenced hereby may be assigned only in accordance with Section 11.3 of the Credit Agreement.

Rights of Required Lenders. All rights of the Administrative Agent hereunder, if not exercised by the Administrative Agent, may be exercised by the Required Lenders, who shall give notice to requisite Lenders required by the Obligors of any such exerciseCredit Agreement. Each of the parties hereto has caused a counterpart of this Pledge Security Agreement to be duly executed and delivered as of the date first above written. BORROWER: INSIGHT HEALTH SERVICES CORPAPRIA HEALTHCARE GROUP INC. By: ----------------------------------------- -------------------------------------- Name: --------------------------------------- ------------------------------------ Title: -------------------------------------- ----------------------------------- GUARANTORS: INSIGHT HEALTH SERVICES HOLDINGS CORP. INSIGHT HEALTH CORP. OPEN MRIAPRIA HEALTHCARE INC., a Delaware corporation By: -------------------------------------- Name: ------------------------------------ Title: ----------------------------------- APRIA NUMBER TWO INC., a Delaware corporation By: -------------------------------------- Name: ------------------------------------ Title: ----------------------------------- APRIACARE MANAGEMENT SYSTEMS INC., a Delaware corporation By: -------------------------------------- Name: ------------------------------------ Title: ----------------------------------- APRIA HEALTHCARE OF NEW YORK STATE, INC. MAXUM HEALTH CORP. RADIOSURGERY CENTERS., INC. MAXUM HEALTH SERVICES CORP. DIAGNOSTIC SOLUTIONS CORP. MAXUM HEALTH SERVICES OF NORTH TEXAS, INC. MAXUM HEALTH SERVICES OF DALLAS, INC. NDDC, INC. SIGNAL MEDICAL SERVICES, INC. MRI ASSOCIATES, L.P. a New York corporation By: ----------------------------------------- -------------------------------------- Name: -------------------------------------- ------------------------------------ Title: ------------------------------------- ----------------------------------- APRIA HEALTHCARE ESSENTIALS, LLC, a Delaware limited liability company By: -------------------------------------- Name: ------------------------------------ Title: ----------------------------------- Accepted and agreed to as of the date first above written. Bank of America, N.A., as Agent By: --------------------------------- Name: Title: SCHEDULE 1(b) ------------- INTELLECTUAL PROPERTY SCHEDULE 4(a) ------------- CHIEF EXECUTIVE OFFICES SCHEDULE 4(b) ------------- LOCATIONS OF COLLATERAL SCHEDULE 4(c) ------------- MERGERS, CONSOLIDATIONS, CHANGES IN STRUCTURE OR USE OF TRADENAMES SCHEDULE 5(f)(i) ---------------- NOTICE OF GRANT OF SECURITY INTEREST IN COPYRIGHTS United States Copyright Office Gentlemen: Please be advised that pursuant to the Security Agreement dated as of July __, 2001 (as the same may be amended, modified, extended or restated from time to time, the "Security Agreement") by and among the Obligors party thereto (each an "Obligor" and collectively, the "Obligors") and Bank of America, N.A., as Agent (the "Agent") for the holders of the Secured Obligations referenced therein, the undersigned Obligor has granted a continuing security interest in and continuing lien upon, the copyrights and copyright applications shown below to the Agent for the ratable benefit of the holders of the Secured Obligations: COPYRIGHTS ---------- Date of Copyright No. Description of Copyright Copyright ------------- ------------------------ --------- COPYRIGHT APPLICATIONS ---------------------- Copyright Description of Copyright Date of Copyright Applications No. Applied For Applications ---------------- ------------------------ ----------------- The Obligors and the Agent, on behalf of the holders of the Secured Obligations, hereby acknowledge and agree that the security interest in the foregoing copyrights and copyright applications (i) may only be terminated in accordance with the terms of the Security Agreement and (ii) is not to be construed as an assignment of any copyright or copyright application. Very truly yours, ---------------------------------- [Obligor] By: ---------------------------------- Name: Title: Acknowledged and Accepted: BANK OF AMERICA, N.A., as Administrative Agent By: -------------------------------------------------- --------------------------------- Name: ------------------------------------------------ Title: ----------------------------------------------- Schedule 2(aSCHEDULE 5(f)(ii) ----------------- NOTICE OF GRANT OF SECURITY INTEREST IN PATENTS United States Patent and Trademark Office Gentlemen: Please be advised that pursuant to Pledge the Security Agreement dated as of October 17July __, 2001 in favor of (the "Security Agreement") by and among the Obligors party thereto (each an "Obligor" and collectively, the "Obligors") and Bank of America, N.A. N.A., as Administrative Agent PLEDGED SHARES OBLIGOR(the "Agent") for the holders of the Secured Obligations referenced therein, the undersigned Obligor has granted a continuing security interest in and continuing lien upon, the patents and patent applications shown below to the Agent for the ratable benefit of the holders of the Secured Obligations: <> Name PATENTS ------- Description of Subsidiary Number Patent Date of Shares Certificate Number Percentage Ownership Patent No. Item Patent ---------- ---- ------ PATENT APPLICATIONS ------------------- Patent Description of Patent Date of Patent Applications No. Applied For Applications ---------------- --------------------- -------------- The Obligors and the Agent, on behalf of the holders of the Secured Obligations, hereby acknowledge and agree that the security interest in the foregoing patents and patent applications (i) may only be terminated in accordance with the terms of the Security Agreement and (ii) is not to be construed as an assignment of any patent or patent application. Very truly yours, ---------------------------------- [Obligor] By: ---------------------------------- Name: Title: Acknowledged and Accepted: BANK OF AMERICA, N.A., as Agent By: ---------------------------------- Name: Title: SCHEDULE 5(f)(iii) ------------------ ---------------- ------------------ -------------------- Subsidiaries OBLIGORNOTICE OF GRANT OF SECURITY INTEREST IN TRADEMARKS United States Patent and Trademark Office Gentlemen: Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries SCHEDULE 5(d) MERGERS, CONSOLIDATIONS, CHANGE IN STRUCTURE OR USE OF TRADENAMES Exhibit 4(a) Please be advised that pursuant to Pledge the Security Agreement dated as of October 17July __, 2001 in favor of (the "Security Agreement") by and among the Obligors party thereto (each an "Obligor" and collectively, the "Obligors") and Bank of America, N.A. N.A., as Administrative Agent Irrevocable Stock Power FOR VALUE RECEIVED(the "Agent") for the holders of the Secured Obligations referenced therein, the undersigned hereby sellsObligor has granted a continuing security interest in and continuing lien upon, assigns the trademarks and transfers trademark applications shown below to the following shares Agent for the ratable benefit of Capital Stock the holders of the Secured Obligations: Description of Trademark Date of Trademark No. Item Trademark ------------- ---- --------- TRADEMARK APPLICATIONS ---------------------- Trademark Description of Trademark Date of Trademark Applications No. Applied For Applications ---------------- ------------------------ ----------------- The Obligors and the Agent, on behalf of the holders of the Secured Obligations, hereby acknowledge and agree that the security interest in the foregoing trademarks and trademark applications (i) may only be terminated in accordance with the terms of the Security Agreement and (ii) is not to be construed as an assignment of any trademark or trademark application. Very truly yours, ---------------------------------- [Obligor] By: ---------------------------------- Name: Title: Acknowledged and Accepted: BANK OF AMERICA, N.A., as Agent By: ---------------------------------- Name: Title: EXHIBIT 2.1(B) -------------- FORM OF NOTICE OF BORROWING Bank of America, N.A., as Agent for the Lenders 101 North Tryon Street Independence Center, 15th Floor NC1-001-15-04 Xxxxxxxxx, Xxxxx Xxxxlina 28255 Attention: Xxxxxx Xxxxxxxx Xxxxxx xxx Xxxxxxxxx: Xxx xxxxxxxgned, APRIA HEALTHCARE GROUP INC. (the "Borrower"), refers to the Credit Agreement dated as of July __, 2001 (as amended, modified, restated or supplemented from time to time, the "Credit Agreement"), among the Borrower, the Guarantors, the Lenders and Bank of America, N.A., as Agent. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement. [The Borrower hereby gives notice pursuant to Section 2.1 of the Credit Agreement that it requests a Revolving Loan advance under the Credit Agreement, and in connection therewith sets forth below the terms on which such Loan advance is requested to be made:]* [The Borrower hereby gives notice pursuant to Section 2.4 of the Credit Agreement that it requests the Tranche A Term Loan under the Credit Agreement on the Closing Date, and in connection therewith sets forth below the terms on which such Loan advance is requested to be made:]** [The Borrower hereby gives notice pursuant to Section 2.5 of the Credit Agreement that it requests the Tranche A Term Loan under the Credit Agreement on the Closing Date, and in connection therewith sets forth below the terms on which such Loan advance is requested to be made:]*** (A) Date of Borrowing (which is a Business Day) _____________________, a __]* [(B) Principal Amount of Borrowing ____________ corporation:____________]*

Rights of Required Lenders. All rights of the Administrative Collateral Agent hereunder, if not exercised by the Administrative Collateral Agent, may be exercised by the Required Lenders, who shall give notice Lenders to the Obligors of any such exerciseextent permitted by applicable law. Each of the parties hereto has caused a counterpart of this Second Amended and Restated Pledge Agreement to be duly executed and delivered as of the date first above written. BORROWERPLEDGORS: INSIGHT HEALTH SERVICES CORP. HURON CONSULTING GROUP INC., a Delaware corporation By: ----------------------------------------- /s/ C. Xxxx Xxxxxx Name: --------------------------------------- C. Xxxx Xxxxxx Title: -------------------------------------- GUARANTORSEVP, COO, CFO and Treasurer HURON CONSULTING GROUP HOLDINGS LLC, a Delaware limited liability company By: INSIGHT HEALTH /s/ C. Xxxx Xxxxxx Name: C. Xxxx Xxxxxx Title: EVP, COO, CFO and Treasurer HURON CONSULTING SERVICES HOLDINGS CORPLLC, a Delaware limited liability company By: /s/ C. Xxxx Xxxxxx Name: C. Xxxx Xxxxxx Title: EVP, COO, CFO and Treasurer HURON MANAGEMENT SERVICES LLC, formerly known as WELLSPRING MANAGEMENT SERVICES LLC, a Delaware limited liability company By: /s/ C. Xxxx Xxxxxx Name: C. Xxxx Xxxxxx Title: EVP, COO, CFO and Treasurer HURON DEMAND LLC, a Delaware limited liability company By: /s/ C. Xxxx Xxxxxx Name: C. Xxxx Xxxxxx Title: EVP, COO, CFO and Treasurer HURON TECHNOLOGIES INC., a Delaware corporation By: /s/ C. Xxxx Xxxxxx Name: C. Xxxx Xxxxxx Title: EVP, COO, CFO and Treasurer HURON CONSULTING GROUP INC. INSIGHT HEALTH CORP. OPEN MRISECOND AMENDED AND RESTATED PLEDGE AGREEMENT LEGALSOURCE LLC, a Delaware limited liability company By: /s/ C. Xxxx Xxxxxx Name: C. Xxxx Xxxxxx Title: EVP, COO, CFO and Treasurer HURON INVESTIGATIONS LLC, a Delaware limited liability company By: /s/ C. Xxxx Xxxxxx Name: C. Xxxx Xxxxxx Title: EVP, COO, CFO and Treasurer SKY ANALYTICS, INC. MAXUM HEALTH CORP. RADIOSURGERY CENTERS., a Delaware corporation By: /s/ C. Xxxx Xxxxxx Name: C. Xxxx Xxxxxx Title: EVP, COO, CFO and Treasurer XXXXXX HOLDINGS, INC. MAXUM HEALTH SERVICES CORP. DIAGNOSTIC SOLUTIONS CORP. MAXUM HEALTH SERVICES OF NORTH TEXAS., a Delaware corporation By: /s/ C. Xxxx Xxxxxx Name: C. Xxxx Xxxxxx Title: EVP, COO, CFO and Treasurer THE XXXXXX GROUP, LLC, a Florida limited liability company By: /s/ C. Xxxx Xxxxxx Name: C. Xxxx Xxxxxx Title: EVP, COO, CFO and Treasurer HURON CONSULTING GROUP INC. MAXUM HEALTH SERVICES OF DALLAS, INC. NDDC, INC. SIGNAL MEDICAL SERVICES, INC. MRI ASSOCIATES, L.P. BySECOND AMENDED AND RESTATED PLEDGE AGREEMENT COLLATERAL AGENT: ----------------------------------------- Name: -------------------------------------- Title: ------------------------------------- Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Administrative Collateral Agent By: -------------------------------------------------- /s/ Xxxxx X. XxXxxxx Name: ------------------------------------------------ Xxxxx X. XxXxxxx Title: ----------------------------------------------- Vice President HURON CONSULTING GROUP INC. SECOND AMENDED AND RESTATED PLEDGE AGREEMENT Schedule 2(a1 Pledged Equity Interests (i) to Pledge Agreement dated as of October 17, 2001 in favor of Bank of America, N.A. as Administrative Agent PLEDGED SHARES OBLIGOR: <> Name of Subsidiary Certificated Securities Pledgor Issuer Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries OBLIGOR: Name of Subsidiary Huron Consulting Group Inc. Huron (UK) Limited 65 4 65 % Huron Consulting Group Inc. Sky Analytics, Inc. 100 C-2 100 % Huron Consulting Group Inc. Xxxxxx Holdings, Inc. 100 02 100 % Huron Consulting Group Holdings LLC Huron Technologies Inc. 100 C-16 100 % (ii) Limited Liability Company Membership Interests Pledgor Issuer Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries SCHEDULE 5(d) MERGERSHuron Consulting Group Inc. Huron Consulting Group Holdings LLC 1 N/A 100 % Huron Consulting Group Holdings LLC Huron Consulting Services LLC 1 N/A 100 % Huron Consulting Group Holdings LLC Huron Management Services LLC 1 N/A 100 % Huron Consulting Group Holdings LLC Huron Demand LLC 1 N/A 100 % Huron Consulting Group Holdings LLC Huron Investigations LLC 1 N/A 100 % Huron Consulting Group Holdings LLC LegalSource LLC 1 N/A 100 % Xxxxxx Holdings, CONSOLIDATIONSInc. The Xxxxxx Group, CHANGE IN STRUCTURE OR USE OF TRADENAMES Exhibit L.L.C. 100 02 100 % EXHIBIT 4(a) to Pledge Agreement dated as of October 17, 2001 in favor of Bank of America, N.A. as Administrative Agent Irrevocable Stock Power IRREVOCABLE STOCK POWER FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares equity interests of Capital Stock of _____________________, a ____________ corporation:

Rights of Required Lenders. All rights of the Administrative Agent hereunder, if not exercised by the Administrative Agent, may be exercised by the Required Lenders. MOLL XXXUSTRIES, who shall give notice INC., a Delaware corporation By: /s/ Georxx X. Xxxxx ---------------------- Name: Georxx X. Xxxxx ---------------------- Title: Chairman & CEO ---------------------- MOLL XXXUSTRIES, LLC, a Delaware limited liability By: /s/ Georxx X. Xxxxx ---------------------- Name: Georxx X. Xxxxx ---------------------- Title: Chairman & CEO of Moll ---------------------- Industries, Inc., Manager ------------------------- MOLL XXXSTICS, LLC, a Delaware limited liability By: /s/ Georxx X. Xxxxx ---------------------- Name: Georxx X. Xxxxx ---------------------- Title: Manager ---------------------- Accepted and agreed to the Obligors of any such exercise. Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered in Charlotte, North Carolina as of the date first above written. BORROWER: INSIGHT HEALTH SERVICES CORP. By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- GUARANTORS: INSIGHT HEALTH SERVICES HOLDINGS CORP. INSIGHT HEALTH CORP. OPEN MRI, INC. MAXUM HEALTH CORP. RADIOSURGERY CENTERS, INC. MAXUM HEALTH SERVICES CORP. DIAGNOSTIC SOLUTIONS CORP. MAXUM HEALTH SERVICES OF NORTH TEXAS, INC. MAXUM HEALTH SERVICES OF DALLAS, INC. NDDC, INC. SIGNAL MEDICAL SERVICES, INC. MRI ASSOCIATES, L.P. By: ----------------------------------------- Name: -------------------------------------- Title: ------------------------------------- Accepted and agreed to as of the date first above written. BANK OF AMERICANATIONSBANK, N.A., as Administrative Agent By: -------------------------------------------------- /s/ Johnx X. Xxxxxxxxx ---------------------- Name: ------------------------------------------------ Johnx X. Xxxxxxxxx ---------------------- Title: ----------------------------------------------- Schedule 2(aVice President ---------------------- DESCRIPTION OF PARTNERSHIP AND LIMITED LIABILITY COMPANY INTERESTS (a) to Pledge Agreement dated All equity ownership interests in any partnership or limited liability company which is a direct or indirect Domestic Subsidiary of the Borrower, including without limitation the interests in Moll Xxxustries LLC and Moll Xxxstics LLC listed below; and (b) the equity ownership interests in Moll Xxxstics SARL, a French limited liability company, listed below (such equity ownership interests constituting approximately 65% of the total equity ownership interests in Moll Xxxstics SARL as of October 17the Closing Date). ISSUER OWNER(S) NUMBER OF SHARES Moll Xxxustries, 2001 in favor of Bank of AmericaLLC Moll Xxxustries, N.A. as Administrative Agent PLEDGED SHARES OBLIGOR: <> Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries OBLIGOR: Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries Inc. 100% Moll Xxxstics, LLC Moll Xxxustries, LLC 100% 7 shares owned by Moll Moll Xxxstics SARL Moll Xxxustries, LLC Industries, LLC and 320 shares and Moll Xxxstics, LLC owned by Moll Xxxstics, LLC TRADEMARKS MOLL XXXUSTRIES, INC. (SUCCESSOR TO ANCHOR ADVANCED PRODUCTS, INC.) U.S. TRADEMARKS PENDING APPLICATIONS MARK APPLICATION SERIAL NO. FILING DATE SMOOTH-MOVE 75/024,345 11/27/95 REGISTERED MARKX XXXX REGISTRATION NO. REGISTRATION DATE ANCHOR 1,404,994 8/12/86 Design Mark 1,114,131 2/27/79 ANCODENT (Stylized) 612,523 9/20/55 20 SCHEDULE 5(d) MERGERS, CONSOLIDATIONS, CHANGE IN STRUCTURE OR USE OF TRADENAMES Exhibit 4(a) to Pledge Agreement dated as of October 17CHIEF EXECUTIVE OFFICE CHIEF EXECUTIVE OFFICE AND PRINCIPAL PLACE OF BUSINESS BORROWER/PARENT 1111 XXXXXXXXXX XXXXX, 2001 in favor of Bank of AmericaXXXXX X000 XXXXXXXXX, N.A. as Administrative Agent Irrevocable Stock Power FOR VALUE RECEIVEDXX 00000-0000 MOLL XXXSTICS, the undersigned hereby sellsLLC/MOLL XXXUSTRIES,LLC 1571 XXXX XXXXXX XXXXXXXXX LAVEXXXX, assigns and transfers to the following shares of Capital Stock of _____________________XX 37086 21 SCHEDULE 4(b) LOCATIONS OF COLLATERAL 1. ELK GROVE, a ____________ corporation:COOK XXXNTY, ILLINOIS 2. HARLINGEN, CAMERON COUNTY, TX 3. KNOXVILLE, KNOX XXXNTY, TN 4. MORRISTOWN, HAMBXXX XXXNTY, TN 5. ROUND ROCK, WILLXXXXXX XXXNTY, TX 6. SANFXXX, XXX XXXNTY, NC 7. SEAGROVE,NC 8. WATERBURY, NEW XXXXX XXXXXX, XX 0. XXXXX, XXXXXXX XXXXXX, XX 00. FAIRPORT, MONROE COUNTY, NY 11. FORT XXXXX, XX 00000 12. NEWBXXX, XX 00000 00. EVANXXXXXX, XX 00000 00. SAN XXXXXXX, XX 00000 00. AUSTXX, XX 00000 00. LA VXXXXX, XX 00000 22 SCHEDULE 4(c)

Rights of Required Lenders. All rights of the Administrative Agent hereunder, if not exercised by the Administrative Agent, may be exercised by the Required Lenders, who shall give notice to the Obligors of any such exercise. Each of the parties hereto has caused a counterpart of this Pledge Security Agreement to be duly executed and delivered as of the date first above written. BORROWERGRANTORS: INSIGHT HEALTH SERVICES CORP. C&D TECHNOLOGIES, INC., a Delaware corporation By: ----------------------------------------- /s/ Stephen E. Markert, Jr. ----------------------------------- Name: --------------------------------------- Stephen E. Markert, Jr. Title: -------------------------------------- GUARANTORS: INSIGHT HEALTH SERVICES Vice President and Cxxxx Xxxxxxxxx Xxxxxxx C&D INTERNATIONAL INVESTMENT HOLDINGS CORP. INSIGHT HEALTH CORP. OPEN MRIINC., a Delaware corporation C&D CHARTER HOLDINGS, INC. MAXUM HEALTH CORP. RADIOSURGERY CENTERS., a Delaware corporation C&D TECHNOLOGIES (DATEL), INC. MAXUM HEALTH SERVICES CORP. DIAGNOSTIC SOLUTIONS CORP. MAXUM HEALTH SERVICES OF NORTH TEXAS., a Delaware corporation DATEL SYSTEMS, INC. MAXUM HEALTH SERVICES OF DALLAS., INC. NDDCa Massachusetts corporation C&D DYNAMO CORP., INC. SIGNAL MEDICAL SERVICESa Delaware corporation DYNAMO ACQUISITION CORP., INC. MRI ASSOCIATES, L.P. a Delaware corporation By: ----------------------------------------- /s/ Robert T. Marley ----------------------------------- Name: -------------------------------------- Robert T. Marley Title: ------------------------------------- Vice President and Treasurex xx xxxx xxxxxxing Grantor C&D TECHNOLOGIES (CPS) LLC, a Delaware limited liability company By: /s/ Robert T. Marley ----------------------------------- Name: Robert T. Marley Title: Treasurer XXXXX XXXXXXX XXRPORATION, a Delaware corporation By: /s/ Robert T. Marley ----------------------------------- Name: Robert T. Marley Title: Treasurer Accepted and agreed to as of the agrxxx xx xx xx xxx date first above written. BANK OF AMERICA, N.A., as Administrative Agent By: -------------------------------------------------- /s/ David A. Johanson ----------------------------------- Name: ------------------------------------------------ TitleDavxx Xxxxxxxx Xxxxx: ----------------------------------------------- Schedule 2(a) to Pledge Agreement dated as of October 17, 2001 in favor of Bank of America, N.A. as Administrative Agent PLEDGED SHARES OBLIGOR: <> Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries OBLIGOR: Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries SCHEDULE 5(d) MERGERS, CONSOLIDATIONS, CHANGE IN STRUCTURE OR USE OF TRADENAMES Exhibit 4(a) to Pledge Agreement dated as of October 17, 2001 in favor of Bank of America, N.A. as Administrative Agent Irrevocable Stock Power FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of Capital Stock of _____________________, a ____________ corporation:Vice President XXXXDULE 2 COMMERCIAL TORT CLAIMS

Rights of Required Lenders. All rights of the Administrative Agent hereunder, if not exercised by the Administrative Agent, may be exercised by the Required Lenders, who shall give notice to the Obligors of any such exercise. Each of the parties hereto has caused a counterpart of this Pledge Security Agreement to be duly executed and delivered as of the date first above written. BORROWERGRANTORS: INSIGHT HEALTH SERVICES CORP. SPX FLOW, INC., a Delaware corporation By: ----------------------------------------- /s/ Xxxxxxx X. Xxxxxx Name: --------------------------------------- Xxxxxxx X. Xxxxxx Title: -------------------------------------- GUARANTORSVice President and Secretary CORPORATE PLACE LLC, a Delaware limited liability company By: INSIGHT HEALTH SERVICES HOLDINGS CORP. INSIGHT HEALTH CORP. OPEN MRI/s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Vice President and Secretary SPX FLOW HOLDINGS, INC. MAXUM HEALTH CORP. RADIOSURGERY CENTERS., a Delaware corporation By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Vice President and Secretary SPX FLOW TECHNOLOGY SYSTEMS, INC. MAXUM HEALTH SERVICES CORP. DIAGNOSTIC SOLUTIONS CORP. MAXUM HEALTH SERVICES OF NORTH TEXAS., INC. MAXUM HEALTH SERVICES OF DALLAS, INC. NDDC, INC. SIGNAL MEDICAL SERVICES, INC. MRI ASSOCIATES, L.P. a Delaware corporation By: ----------------------------------------- /s/ Xxxxxxx X. Xxxxxx Name: -------------------------------------- Xxxxxxx X. Xxxxxx Title: ------------------------------------- Vice President and Secretary SPX FLOW US, LLC, a Delaware limited liability company By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Vice President and Secretary XXXXXXX HOLDINGS CO., a Delaware corporation By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Vice President and Secretary Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Administrative Agent By: -------------------------------------------------- /s/ Xxxxxx Xxxxxxxxxxx Name: ------------------------------------------------ Xxxxxx Xxxxxxxxxxx Title: ----------------------------------------------- Schedule 2(a) Vice President United States Copyright Office Ladies and Gentlemen: Please be advised that pursuant to Pledge the Security Agreement dated as of October 17July 11, 2001 in favor of 2016 (as the same may be amended, modified, restated or supplemented from time to time, the “Security Agreement”) by and among the Grantors from time to time party thereto (each an “Grantor” and collectively, the “Grantors”) and Bank of America, N.A. N.A., as Administrative Agent PLEDGED SHARES OBLIGOR(the “Administrative Agent”) for the Secured Parties referenced therein, the undersigned Grantor has granted a continuing security interest in and a right to set off against the copyrights and copyright applications shown on Schedule 1 to the Administrative Agent for the ratable benefit of the Secured Parties. The undersigned Grantor and the Administrative Agent, on behalf of the Secured Parties, hereby acknowledge and agree that the security interest in the foregoing copyrights and copyright applications (i) may only be terminated in accordance with the terms of the Security Agreement and (ii) is not to be construed as an assignment of any copyright or copyright application. Very truly yours, __________________________________ [Grantor] By:_______________________________ Name: <> Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries OBLIGORTitle: Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries SCHEDULE 5(d) MERGERSAcknowledged and Accepted: BANK OF AMERICA, CONSOLIDATIONSN.A., CHANGE IN STRUCTURE OR USE OF TRADENAMES Exhibit 4(a) as Administrative Agent By:_______________________________ Name: Title: United States Patent and Trademark Office Ladies and Gentlemen: Please be advised that pursuant to Pledge the Security Agreement dated as of October 17July 11, 2001 in favor of 2016 (as the same may be amended, modified, restated or supplemented from time to time, the “Security Agreement”) by and among the Grantors from time to time party thereto (each an “Grantor” and collectively, the “Grantors”) and Bank of America, N.A. N.A., as Administrative Agent Irrevocable Stock Power FOR VALUE RECEIVED(the “Administrative Agent”) for the Secured Parties referenced therein, the undersigned hereby sells, assigns Grantor has granted a continuing security interest in and transfers a right to set off against the patents and patent applications shown on Schedule 1 to the following shares Administrative Agent for the ratable benefit of Capital Stock the Secured Parties. The undersigned Grantor and the Administrative Agent, on behalf of the Secured Parties, hereby acknowledge and agree that the security interest in the foregoing patents and patent applications (i) may only be terminated in accordance with the terms of the Security Agreement and (ii) is not to be construed as an assignment of any patent or patent application. Very truly yours, __________________________________ [Grantor] By:_______________________________ Name: Title: Acknowledged and Accepted: BANK OF AMERICA, N.A., as Administrative Agent By:_______________________________ Name: Title: United States Patent and Trademark Office Ladies and Gentlemen: Please be advised that pursuant to the Security Agreement dated as of July 11, 2016 (as the same may be amended, modified, restated or supplemented from time to time, the “Security Agreement”) by and among the Grantors from time to time party thereto (each an “Grantor” and collectively, the “Grantors”) and Bank of America, N.A., as Administrative Agent (the “Administrative Agent”) for the Secured Parties referenced therein, the undersigned Grantor has granted a continuing security interest in and a right to set off against the trademarks and trademark applications shown on Schedule 1 to the Administrative Agent for the ratable benefit of the Secured Parties. The undersigned Grantor and the Administrative Agent, on behalf of the Secured Parties, hereby acknowledge and agree that the security interest in the foregoing trademarks and trademark applications (i) may only be terminated in accordance with the terms of the Security Agreement and (ii) is not to be construed as an assignment of any trademark or trademark application. Very truly yours, __________________________________ [Grantor] By:_______________________________ Name: Title: Acknowledged and Accepted: BANK OF AMERICA, N.A., as Administrative Agent By:_______________________________ Name: Title: THIS JOINDER AGREEMENT (this “Agreement”), dated as of _____________, 20__, is by and between _____________________, a ___________________ corporation(the “Subsidiary”), and BANK OF AMERICA, N.A., in its capacity as Administrative Agent under that certain Credit Agreement (as it may be amended, modified, restated or supplemented from time to time, the “Credit Agreement”), dated as of September 1, 2015, by and among SPX FLOW, INC., a Delaware corporation (the “Parent Borrower”), the Foreign Subsidiary Borrowers party thereto, the Lenders from time to time party thereto, Deutsche Bank AG Deutschlandgeschäft Branch, as Foreign Trade Facility Agent, and Bank of America, N.A., as Administrative Agent. Capitalized terms used herein but not defined herein shall have the meanings provided in the Credit Agreement or the Security Agreement, as applicable. The Parent Borrower is required by Section 5.11 of the Credit Agreement to cause the Subsidiary to become a “Grantor” under the Security Agreement. Accordingly, the Subsidiary hereby agrees as follows with the Administrative Agent, for the benefit of the Secured Parties: 1. The Subsidiary hereby acknowledges, agrees and confirms that, by its execution of this Agreement, the Subsidiary will be deemed to be a party to the Security Agreement, and shall have all the obligations of a “Grantor” thereunder as if it had executed the Security Agreement. The Subsidiary hereby ratifies, as of the date hereof, and agrees to be bound by, all of the terms, provisions and conditions contained in the Security Agreement. Without limiting generality of the foregoing terms of this paragraph 1, the Subsidiary hereby grants to the Administrative Agent, for the benefit of the Secured Parties, a continuing security interest in, and a right of set off against any and all right, title and interest of the Subsidiary in and to the Collateral (as such term is defined in Section 2 of the Security Agreement) of the Subsidiary. 2. The Subsidiary hereby represents and warrants to the Administrative Agent, for the benefit of the Secured Parties, that: (a) Set forth on Schedule 1 attached hereto is a complete and accurate list as of the date hereof of the Subsidiary’s (i) exact legal name, (ii) former legal names in the four (4) months prior to the date hereof, if any, (iii) jurisdiction of its incorporation or organization, as applicable, (iv) type of organization, (v) jurisdictions in which the Subsidiary is qualified to do business, (vi) chief executive office address, (vii) principal place of business address, (viii) U.S. federal taxpayer identification number, and (ix) organization identification number. Other than as set forth on Schedule 1 attached hereto, the Subsidiary has not been party to a merger, consolidation or other change in structure or used any trade name in the prior five (5) years. (b) As of the date hereof, the Subsidiary does not have any Commercial Tort Claims seeking damages in excess of $1,000,000 other than those listed on Schedule 2 attached hereto. (c) Schedule 3 attached hereto sets forth the name of, and the direct and indirect ownership interest of the Subsidiary in, each Subsidiary of the Subsidiary, as of the date hereof. (d) Set forth on Schedule 4 attached hereto is a list of all Intellectual Property owned by the Subsidiary as of the date hereof which is the subject of a registration or application for registration with the United States Copyright Office or the United States Patent and Trademark Office. As of the date hereof, none of the Intellectual Property owned by the Subsidiary is subject to any licensing agreement or similar arrangement except (i) as set forth on Schedule 4 attached hereto or (ii) in the ordinary course of business. (e) Set forth on Schedule 5 attached hereto as of the date hereof is a list of all real property located in the United States that is owned or leased, in each case, by the Subsidiary (and, in each case, including (i) the name of the Loan Party owning (or leasing) such property, (ii) the property address, (iii) with respect to each Mortgaged Property, the number of buildings located on such property, and (iv) the city, county, state and zip code which such property is located). (f) As of the date hereof, Schedule 6 attached hereto lists all of the filing jurisdictions in which UCC Financing Statements are required to be filed for the Subsidiary pursuant to any Security Document (to the extent such Security Document is required to be in effect). 3. The address and contact information of the Subsidiary for purposes of all notices and other communications is [__]. 4. This Agreement may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single

Rights of Required Lenders. All rights of the Administrative Agent hereunder, if not exercised by the Administrative Agent, may be exercised by the Required Lenders, who shall give notice to the Obligors of any such exercise. Each of the parties hereto has caused a counterpart of this Pledge Agreement to be duly executed and delivered as of the date first above written. BORROWER: INSIGHT HEALTH SERVICES CORP. By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- GUARANTORS: INSIGHT HEALTH SERVICES HOLDINGS CORP. INSIGHT HEALTH CORP. OPEN MRIDELTA WOODSIDE INDUSTRIES, INC. MAXUM HEALTH CORP. RADIOSURGERY CENTERS, INC. MAXUM HEALTH SERVICES CORP. DIAGNOSTIC SOLUTIONS CORP. MAXUM HEALTH SERVICES OF NORTH TEXAS, INC. MAXUM HEALTH SERVICES OF DALLAS, INC. NDDC, INC. SIGNAL MEDICAL SERVICES, INC. MRI ASSOCIATES, L.P. a South Carolina corporation By: ----------------------------------------- Name: -------------------------------------- Title: ------------------------------------- Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Administrative Agent ByGUARANTORS: -------------------------------------------------- Name: ------------------------------------------------ Title: ----------------------------------------------- Schedule 2(a) to Pledge Agreement dated as of October 17, 2001 in favor of Bank of America, N.A. as Administrative Agent PLEDGED SHARES OBLIGOR: <> Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries OBLIGOR: Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries SCHEDULE 5(d) MERGERS, CONSOLIDATIONS, CHANGE IN STRUCTURE OR USE OF TRADENAMES Exhibit 4(a) to Pledge Agreement dated as of October 17, 2001 in favor of Bank of America, N.A. as Administrative Agent Irrevocable Stock Power FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of Capital Stock of ______________, a _____________ corporation By: Name: Title: _______________, a ______________ corporationcorporation By: Name: Title: Accepted and agreed to in Charlotte, North Carolina as of the date first above written. NATIONSBANK, N.A., as Agent By: Name: Title: SCHEDULE 1(b) INTELLECTUAL PROPERTY SCHEDULE 4(a) CHIEF EXECUTIVE OFFICE SCHEDULE 4(b) LOCATIONS OF COLLATERAL SCHEDULE 4(c) MERGERS, CONSOLIDATIONS, CHANGE IN STRUCTURE OR USE OF TRADENAMES SCHEDULE 5(f) NOTICE OF GRANT OF SECURITY INTEREST IN TRADEMARKS United States Patent and Trademark Office Gentlemen: Please be advised that pursuant to the Security Agreement dated as of August 25, 1997 (the "Security Agreement") by and among the Obligors party thereto (each an "Obligor" and collectively, the "Obligors") and NationsBank, N.A., as Agent (the "Agent") for the lenders referenced therein (the "Lenders"), the undersigned Obligor has granted a continuing security interest in and continuing lien upon, the trademarks and trademark applications shown below to the Agent for the ratable benefit of the Lenders: TRADEMARKS Description of Trademark Date of Trademark No. Item Trademark Trademark Applications Trademark Description of Trademark Date of Trademark Applications No. Applied For Applications The Obligors and the Agent, on behalf of the Lenders, hereby acknowledge and agree that the security interest in the foregoing trademarks and trademark applications (i) may only be terminated in accordance with the terms of the Security Agreement and (ii) is not to be construed as an assignment of any trademark or trademark application. Very truly yours, __________________________________ [Obligor] By: Name: Title: Acknowledged and Accepted: NATIONSBANK, N.A., as Agent By: Name: Title: Exhibit 2.1(b)(i) FORM OF NOTICE OF BORROWING NationsBank, N.A., as Agent for the Lenders 000 Xxxxx Xxxxx Xxxxxx Independence Center, 00xx Xxxxx XX0-000-00-00 Xxxxxxxxx, Xxxxx Xxxxxxxx 00000 Attention: Agency Services Ladies and Gentlemen: The undersigned, DELTA WOODSIDE INDUSTRIES, INC. (the "Borrower"), refers to the Credit Agreement dated as of August 25, 1997 (as amended, modified, restated or supplemented from time to time, the "Credit Agreement"), among the Borrower, the Guarantors, the Lenders and NationsBank, N.A., as Agent. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement. The Borrower hereby gives notice pursuant to Section 2.1 of the Credit Agreement that it requests a Revolving Loan advance under the Credit Agreement, and in connection therewith sets forth below the terms on which such Revolving Loan advance is requested to be made: (A) Date of Borrowing (which is a Business Day) (B) Principal Amount of Borrowing (C) Interest rate basis (D) Interest Period and the last day thereof In accordance with the requirements of Section 5.2, the Borrower hereby reaffirms the representations and warranties set forth in the Credit Agreement as provided in subsection (b) of such Section, and confirms that the matters referenced in subsections (c), (d), (e) and (f) of such Section, are true and correct. DELTA WOODSIDE INDUSTRIES, INC. By: Name: Title: Exhibit 2.1(e) FORM OF REVOLVING NOTE $ August 25, 1997 FOR VALUE RECEIVED, DELTA WOODSIDE INDUSTRIES, INC., a South Carolina corporation (the "Borrower"), hereby promises to pay to the order of __________________________, its successors and assigns (the "Lender"), at the office of NationsBank, N.A., as Agent (the "Agent"), at 000 Xxxxx Xxxxx Street, Independence Center, NC1-001-15-04, Xxxxxxxxx, Xxxxx Xxxxxxxx 00000 (or at such other place or places as the holder hereof may designate), at the times set forth in the Credit Agreement dated as of the date hereof among the Borrower, the Guarantors, the Lenders and the Agent (as it may be as amended, modified, restated or supplemented from time to time, the "Credit Agreement"; all capitalized terms not otherwise defined herein shall have the meanings set forth in the Credit Agreement), but in no event later than the Maturity Date, in Dollars and in immediately available funds, the principal amount of ________________________DOLLARS ($____________) or, if less than such principal amount, the aggregate unpaid principal amount of all Revolving Loans made by the Lender to the Borrower pursuant to the Credit Agreement, and to pay interest from the date hereof on the unpaid principal amount hereof, in like money, at said office, on the dates and at the rates selected in accordance with Section 2.1(d) of the Credit Agreement. Upon the occurrence and during the continuance of an Event of Default, the balance outstanding hereunder shall bear interest as provided in Section 3.1 of the Credit Agreement. Further, in the event the payment of all sums due hereunder is accelerated under the terms of the Credit Agreement, this Revolving Note, and all other indebtedness of the Borrower to the Lender shall become immediately due and payable, without presentment, demand, protest or notice of any kind, all of which are hereby waived by the Borrower. In the event this Revolving Note is not paid when due at any stated or accelerated maturity, the Borrower agrees to pay, in addition to the principal and interest, all costs of collection, including reasonable attorneys' fees. All borrowings evidenced by this Revolving Note and all payments and prepayments of the principal hereof and interest hereon and the respective dates thereof shall be endorsed by the holder hereof on Schedule A attached hereto and incorporated herein by reference, or on a continuation thereof which shall be attached hereto and made a part hereof; provided, however, that any failure to endorse such information on such schedule or continuation thereof shall not in any manner affect the obligation of the Borrower to make payments of principal and interest in accordance with the terms of this Revolving Note. This Revolving Note and the Revolving Loans evidenced hereby may be transferred in whole or in part only by registration of such transfer on the Register maintained by or on behalf of the Borrower as provided in Section 11.3(c) of the Credit Agreement.

Rights of Required Lenders. All rights of the Administrative Agent hereunder, if not exercised by the Administrative Agent, may be exercised by the Required Lenders, who shall give notice to the Obligors of any such exercise. Each of the parties hereto has caused a counterpart of this Pledge Security Agreement to be duly executed and delivered as of the date first above written. BORROWER: INSIGHT HEALTH SERVICES CORP. SIMOXXX XXXUSTRIES INC., --------- a [DELAWARE] corporation By: ----------------------------------------- Name: --------------------------------------- Title: -------------------------------------- GUARANTORS: INSIGHT HEALTH SERVICES HOLDINGS CORP. INSIGHT HEALTH CORP. OPEN MRI, INC. MAXUM HEALTH CORP. RADIOSURGERY CENTERS, INC. MAXUM HEALTH SERVICES CORP. DIAGNOSTIC SOLUTIONS CORP. MAXUM HEALTH SERVICES OF NORTH TEXAS, INC. MAXUM HEALTH SERVICES OF DALLAS, INC. NDDC, INC. SIGNAL MEDICAL SERVICES, INC. MRI ASSOCIATES, L.P. By: ----------------------------------------- Name: -------------------------------------- Title: ------------------------------------- Accepted and agreed to as of the date first above written. BANK OF AMERICA, N.A., as Administrative Agent By: -------------------------------------------------- Name: ------------------------------------------------ Title: ----------------------------------------------- Schedule 2(a) to Pledge Agreement dated as of October 17, 2001 in favor of Bank of America, N.A. as Administrative Agent PLEDGED SHARES OBLIGOR: <> Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries OBLIGOR: Name of Subsidiary Number of Shares Certificate Number Percentage Ownership ------------------ ---------------- ------------------ -------------------- Subsidiaries SCHEDULE 5(d) MERGERS, CONSOLIDATIONS, CHANGE IN STRUCTURE OR USE OF TRADENAMES Exhibit 4(a) to Pledge Agreement dated as of October 17, 2001 in favor of Bank of America, N.A. as Administrative Agent Irrevocable Stock Power FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers to the following shares of Capital Stock of _____________________, a __________ Title: ____________________________ corporationGUARANTORS: ----------- ___________________________________ By: _______________________________ Name: _____________________________ Title: ____________________________ ___________________________________ By: _______________________________ Name: _____________________________ Title: ____________________________ ___________________________________ By: _______________________________ Name: _____________________________ Title: ____________________________ Accepted and agreed to in Charlotte, North Carolina as of the date first above written. FIRST UNION NATIONAL BANK, Agent By: _______________________________ Name: _____________________________ Title: ____________________________ 133 SCHEDULE 5(f)(i) NOTICE OF GRANT OF SECURITY INTEREST IN COPYRIGHTS United States Copyright Office Gentlemen: Please be advised that pursuant to the Security Agreement dated as of July 2, 1998 (as the same may be amended, modified, extended or restated from time to time, the "SECURITY AGREEMENT") by and among the Obligors party thereto (each an "OBLIGOR" and collectively, the "OBLIGORS") and First Union National Bank, as Agent (the "AGENT") for the lenders referenced therein (the "LENDERS"), the undersigned Obligor has granted a continuing security interest in and continuing lien upon, the copyrights and copyright applications shown below to the Agent for the ratable benefit of the Lenders: COPYRIGHTS Date of Copyright No. Description of Copyright Copyright ------------- ------------------------ --------- COPYRIGHT APPLICATIONS Copyright Description of Copyright Date of Copyright Applications No. Applied for Applications ---------------- ----------- ------------ 134 The Obligors and the Agent, on behalf of the Lenders, hereby acknowledge and agree that the security interest in the foregoing copyrights and copyright applications (i) may only be terminated in accordance with the terms of the Security Agreement and (ii) is not to be construed as an assignment of any copyright or copyright application. Very truly yours, __________________________________ [Obligor] By: ______________________________ Name: ____________________________ Title: ___________________________ Acknowledged and Accepted: FIRST UNION NATIONAL BANK, as Agent By: ___________________________ Name: _________________________ Title: ________________________ 135 SCHEDULE 5(f)(ii) NOTICE OF GRANT OF SECURITY INTEREST IN PATENTS United States Patent and Trademark Office Gentlemen: Please be advised that pursuant to the Security Agreement dated as of July 2, 1998 (the "SECURITY AGREEMENT") by and among the Obligors party thereto (each an "OBLIGOR" and collectively, the "OBLIGORS") and First Union National Bank, as Agent (the "AGENT") for the lenders referenced therein (the "Lenders"), the undersigned Obligor has granted a continuing security interest in and continuing lien upon, the patents and patent applications shown below to the Agent for the ratable benefit of the Lenders: