LOAN AND SECURITY AGREEMENT Dated as of October 22, 2002Loan and Security Agreement • November 15th, 2002 • Matria Healthcare Inc • Services-home health care services • New York
RECITALSMerger Agreement • August 14th, 2002 • Matria Healthcare Inc • Services-home health care services • Georgia
EXHIBIT 4.1 SUPPLEMENTAL INDENTURE This Supplemental Indenture (the "Supplemental Indenture") dated as of December 31, 2004, supplements, amends and modifies that certain Indenture (the "Indenture") dated as of May 5, 2004 among Matria Healthcare,...Supplemental Indenture • January 6th, 2005 • Matria Healthcare Inc • Services-home health care services • New York
AGREEMENT OF MERGER AND PLAN OF REORGANIZATION AMONGMerger Agreement • January 6th, 2005 • Matria Healthcare Inc • Services-home health care services • Delaware
Term Section ---- ------- Action 4.17 Adjusted EBITDA 2.4(g) Adjusted Net Revenue 2.4(e) Affiliate 1(d) Agreement Preamble Alternate Accounting Firm 2.5(f) Ancillary Revenue 2.4(e) Assets 1(a) Assignment and Assumption Agreement 8.2(h) Assumed...Asset Purchase Agreement • May 10th, 2005 • Matria Healthcare Inc • Services-home health care services • Delaware
MATRIA HEALTHCARE, INC. and SunTrust Bank, Atlanta, Rights AgentRights Agreement • May 17th, 1999 • Matria Healthcare Inc • Services-home health care services • Georgia
BACKGROUND:Asset Purchase Agreement • March 29th, 2002 • Matria Healthcare Inc • Services-home health care services • Georgia
Exhibit 4(b) FIRST AMENDMENT TO AMENDED AND RESTATED RIGHTS AGREEMENT AMENDMENT, effective as of October 5, 2001, to the Amended and Restated Rights Agreement, dated as of April 27, 1999 (the "Rights Agreement"), between Matria Healthcare, Inc., a...Rights Agreement • October 29th, 2001 • Matria Healthcare Inc • Services-home health care services
RECITALSLease • August 14th, 2003 • Matria Healthcare Inc • Services-home health care services
1 EXHIBIT 2.1 PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • February 3rd, 1999 • Matria Healthcare Inc • Services-home health care services • Georgia
1 EXHIBIT 10.18 MANAGEMENT AGREEMENT THIS MANAGEMENT AGREEMENT (the "Agreement") is entered into as of this 19th day of January, 1999, by and between Matria Healthcare, Inc., a Delaware corporation, (the "Company"), Lucor Holdings, LLC, a Georgia...Management Agreement • March 31st, 1999 • Matria Healthcare Inc • Services-home health care services • Georgia
WAIVER AND FIRST AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT THIS WAIVER AND FIRST AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT, dated as of the 13th day of June, 2002 (this "Amendment and Waiver"), is made by the Required...Credit Agreement • August 14th, 2002 • Matria Healthcare Inc • Services-home health care services • Georgia
1 EXHIBIT 4.5 FIRST AMENDMENT This FIRST AMENDMENT (this "Amendment"), dated as of April 27, 1998, is between Matria Healthcare, Inc., a Delaware corporation (the "Borrower"), and BankAmerica Business Credit, Inc., a Delaware corporation (the...Loan and Security Agreement • May 14th, 1998 • Matria Healthcare Inc • Services-home health care services • Delaware
FIRST AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 19th, 2001 • Matria Healthcare Inc • Services-home health care services • Georgia
EXHIBIT 10.1 MATRIA HEALTHCARE, INC. REGISTRATION RIGHTS AGREEMENT May 5, 2004 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of May 5, 2004, by and among Matria Healthcare, Inc., a...Registration Rights Agreement • May 6th, 2004 • Matria Healthcare Inc • Services-home health care services • New York
EXHIBIT 10.1 MATRIA HEALTHCARE, INC. LONG-TERM STOCK INCENTIVE PLAN RESTRICTED STOCK AGREEMENT THIS AGREEMENT, entered into as of the Grant Date (as defined in Section 1), by and between the Participant and Matria Healthcare, Inc. (the "Company");...Restricted Stock Agreement • April 26th, 2006 • Matria Healthcare Inc • Services-home health care services • Delaware
AMENDMENTLetter Agreement • August 11th, 2000 • Matria Healthcare Inc • Services-home health care services
Term Section ---- ------- Accounts Receivable 1(b) Action 4.17 Affiliate 1(d) Agreement PreambleAsset Purchase Agreement • July 15th, 2004 • Matria Healthcare Inc • Services-home health care services • Delaware
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • February 7th, 1996 • Matria Healthcare Inc
Exhibit 10 MASTER AGREEMENT dated as of July 18, 2001 FIRST UNION NATIONAL BANK and MATRIA HEALTHCARE, INC. have entered and/or anticipate entering into one or more transactions (each a "Transaction") that are or will be governed by this Master...Master Agreement • November 14th, 2001 • Matria Healthcare Inc • Services-home health care services • New York
SOUTHTRUST ESTATE & TRUST COMPANY OF GEORGIA, N.A., TRUSTEESupplemental Indenture • February 7th, 1996 • Matria Healthcare Inc • Georgia
1 EXHIBIT 10.27 IN RE TOKOS MEDICAL CORPORATION SECURITIES LITIGATION MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding ("MOU") contains the principal terms of a settlement (the "Settlement") between Tokos Medical Corporation (Delaware),...Memorandum of Understanding • February 7th, 1996 • Matria Healthcare Inc
FIRST AMENDMENT TO TERM LOAN AGREEMENT THIS FIRST AMENDMENT TO TERM LOAN AGREEMENT dated as of February 2, 2006 (the "Amendment") is entered into among Matria Healthcare, Inc., a Delaware corporation (the "Borrower"), the Guarantors party hereto, the...Term Loan Agreement • February 7th, 2006 • Matria Healthcare Inc • Services-home health care services • New York
FIRST AMENDMENT TO CREDIT AGREEMENT AND WAIVERCredit Agreement • March 30th, 2000 • Matria Healthcare Inc • Services-home health care services • Georgia
I. DEFINITIONSLease Agreement • November 15th, 2002 • Matria Healthcare Inc • Services-home health care services • Georgia
ANDRights Agreement • January 6th, 2005 • Matria Healthcare Inc • Services-home health care services • Georgia
FOURTH AMENDMENT TO CREDIT AGREEMENT AND WAIVERCredit Agreement • June 15th, 2001 • Matria Healthcare Inc • Services-home health care services • Georgia
INDENTUREIndenture • July 19th, 2001 • Matria Healthcare Inc • Services-home health care services • New York
ARTICLE 2 REPRESENTATIONS AND WARRANTIESStandstill Agreement • October 8th, 2002 • Matria Healthcare Inc • Services-home health care services • Delaware
SUPPLEMENTAL INDENTURESupplemental Indenture • January 6th, 2005 • Matria Healthcare Inc • Services-home health care services • New York
EXHIBIT 4.13 AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT (this "AMENDMENT NO. 1"), dated as of December 31, 2002, by and between HFG HEALTHCO-4 LLC, a Delaware limited liability company (together with...Loan and Security Agreement • March 31st, 2003 • Matria Healthcare Inc • Services-home health care services
1 EXHIBIT 4.4 LOAN AND SECURITY AGREEMENT Dated as of September 15, 1997Loan and Security Agreement • November 12th, 1997 • Matria Healthcare Inc • Services-home health care services • New York
FIRST AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • July 15th, 2004 • Matria Healthcare Inc • Services-home health care services • Delaware
DATED AS OFMerger Agreement • March 16th, 2006 • Matria Healthcare Inc • Services-home health care services • Delaware
ARTICLE II REGISTRATION RIGHTSRegistration Rights Agreement • October 8th, 2002 • Matria Healthcare Inc • Services-home health care services • Delaware
