EXHIBIT AEmployment Agreement • October 21st, 1996 • Castle Dental Centers Inc • Services-nursing & personal care facilities • New York
RECITALS:Employment Agreement • August 12th, 1997 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Tennessee
RECITALS:Consulting Agreement • June 20th, 1997 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Texas
ARTICLE IOption Agreement • June 20th, 1997 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Texas
EXHIBIT 10.4Stockholders Agreement • May 29th, 2003 • Castle Dental Centers Inc • Services-management services • New York
EXHIBIT 10.19 ASSET PURCHASE AGREEMENT Dated as of May 19, 1996Asset Purchase Agreement • June 20th, 1997 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Florida
Draft 9/20/96 9/24/96 9/30/96 SERVICES AGREEMENT THIS SERVICES AGREEMENT (the "Agreement") dated as of ___________, 1996 by and among Castle Dental Centers of New York, Inc., a New York corporation ("Castle"), American Medical and Life Insurance...Services Agreement • October 21st, 1996 • Castle Dental Centers Inc • Services-nursing & personal care facilities • New York
Doc. No. 13 CASTLE DENTAL CENTERS, INC. INCENTIVE STOCK OPTION AGREEMENT This Incentive Stock Option Agreement ("Option Agreement") is between Castle Dental Centers, Inc., a Delaware corporation (the "Company"), and David North ("Optionee"), who agree...Incentive Stock Option Agreement • October 21st, 1996 • Castle Dental Centers Inc • Services-nursing & personal care facilities
LIMITED LIABILITY COMPANY AGREEMENT OF CASTLE DENTAL CENTERS OF CALIFORNIA, L.L.C. a Delaware limited liability companyLimited Liability Company Agreement • April 14th, 1998 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Delaware
Exhibit10.13 SETTLEMENT AGREEMENT THIS AGREEMENT dated as of the 12th day of June, 2002, is between Jack H. Castle, D.D.S., an individual who resided in Harris County, Texas, and the Estate of Jack H. Castle, D.D.S. (collectively, the "Seller"),...Settlement Agreement • August 5th, 2002 • Castle Dental Centers Inc • Services-management services • Texas
EXHIBIT 10.11 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is entered into on May 15, 2003 (the "Effective Date"), by and between James M. Usdan (the "Executive") and Castle Dental Centers, Inc., a Delaware corporation (the...Employment Agreement • May 29th, 2003 • Castle Dental Centers Inc • Services-management services • Texas
EXHIBIT 10.21 THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This THIRD AMENDMENT to AMENDED AND RESTATED CREDIT AGREEMENT (this "THIRD Amendment") executed effective as of January 31, 2000 (the "EFFECTIVE DATE"), is by and among CASTLE...Credit Agreement • May 22nd, 2000 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Texas
EXHIBIT 99.4 AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • January 14th, 1999 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Texas
EXHIBIT 10.26Credit Agreement • May 22nd, 2000 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Texas
WITNESSETH:Shareholders' Agreement • April 14th, 1998 • Castle Dental Centers Inc • Services-nursing & personal care facilities
EXHIBIT 10.3Registration Rights Agreement • May 29th, 2003 • Castle Dental Centers Inc • Services-management services • New York
Exhibit A SECURITIES PURCHASE AGREEMENT THIS AGREEMENT dated as of June 13, 2003 between James M. Usdan, an individual (the "Seller"), Castle Dental Centers, Inc., a Delaware corporation (the "Company"), and Sentinel Capital Partners II, L.P., a...Securities Purchase Agreement • June 30th, 2003 • Castle Dental Centers Inc • Services-management services • New York
Exhibit 10.1 SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 5th, 2002 • Castle Dental Centers Inc • Services-management services • Texas
ASSET PURCHASE AGREEMENT DATED AS OF DECEMBER 30, 1998 BY AND AMONG CASTLE DENTAL CENTERS OF TEXAS, INC., AS PURCHASER, CASTLE DENTAL CENTERS, INC., AS CASTLE DENTAL, JACK H. CASTLE, D.D.S., P.C., AS CASTLE PC, AND DCA LIMITED PARTNERSHIP, L.L.P.,...Asset Purchase Agreement • January 14th, 1999 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Texas
RECITALSRegistration Rights Agreement • May 22nd, 2000 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Illinois
Exhibit 10.25 THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE, THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE AND...Note Agreement • May 22nd, 2000 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Illinois
EXHIBIT 10.17 MANAGEMENT SERVICES AGREEMENT BY AND BETWEEN CASTLE DENTAL CENTERS OF FLORIDA, INC., A FLORIDA CORPORATIONManagement Services Agreement • April 15th, 2003 • Castle Dental Centers Inc • Services-management services • Florida
FIRST AMENDMENT TO CREDIT AGREEMENT BY AND AMONG CASTLE DENTAL CENTERS, INC., as Borrower, CASTLE DENTAL CENTERS OF FLORIDA, INC., CASTLE DENTAL CENTERS OF TENNESSEE, INC., CASTLE DENTAL CENTERS OF TEXAS, INC., and JHCDDS, INC. as Guarantors,...Credit Agreement • March 31st, 1998 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Texas
RECITALSForbearance Agreement • May 29th, 2003 • Castle Dental Centers Inc • Services-management services
AMONGCredit Agreement • May 29th, 2003 • Castle Dental Centers Inc • Services-management services • Illinois
EXHIBIT 10.7 ------------------------------------------------------------------ -------------- AMENDMENT AND TERMINATION OF REGISTRATION RIGHTS AGREEMENT ----- ---------------------------------------------------------------------------Registration Rights Agreement • May 29th, 2003 • Castle Dental Centers Inc • Services-management services • Delaware
EXHIBIT 10.77 AMENDMENT NO. 1 TO DEFERRED COMPENSATION AGREEMENT This Amendment No. 1 to Deferred Compensation Agreement, dated June 16, 1997 (the "Amendment"), by and between Castle Dental Centers, Inc. (the "Company") and Jack H. Castle, D.D.S....Deferred Compensation Agreement • June 20th, 1997 • Castle Dental Centers Inc • Services-nursing & personal care facilities
AMONGCredit Agreement • March 31st, 1998 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Texas
EXHIBIT 1 CASTLE DENTAL CENTERS 2,500,000 SHARES COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • August 12th, 1997 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Tennessee
Draft 9/20/96 9/24/96 9/30/96 10/4/96 MARKETING AGREEMENT THIS MARKETING AGREEMENT (the "Agreement") dated as of ___________, 1996 by and among Castle Dental Centers of New York, Inc., a New York corporation ("Castle"), Castle Dental Centers, Inc., a...Marketing Agreement • October 21st, 1996 • Castle Dental Centers Inc • Services-nursing & personal care facilities • New York
EXHIBIT 10.84 OPTION AGREEMENT This Option Agreement (the "Agreement") is by and among CASTLE DENTAL CENTERS, INC., a Delaware corporation ("Castle"), CASTLE DENTAL CENTERS OF FLORIDA, INC., a Florida corporation ("CDC-Florida"), FIRST DENTAL CARE,...Option Agreement • August 12th, 1997 • Castle Dental Centers Inc • Services-nursing & personal care facilities
Exhibit 10.4 NEITHER THIS WARRANT NOR THE COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAS BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, NOR THE SECURITIES LAWS OF ANY STATE. NEITHER THIS WARRANT NOR THE COMMON STOCK...Warrant Agreement • August 5th, 2002 • Castle Dental Centers Inc • Services-management services • Illinois
EXHIBIT 10.45 AGREEMENT AND PLAN OF MERGER Dated as of December 8, 1997Merger Agreement • March 31st, 1998 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Texas
EXHIBIT 10.12 WARRANT PURCHASE AGREEMENT THIS WARRANT PURCHASE AGREEMENT dated as of May 14, 2003, between Banc of America Strategic Solutions, Inc., a Delaware corporation ("BofA"), FSC Corp., a Massachusetts corporation ("FSC"), and Amsouth Bank, an...Warrant Purchase Agreement • May 29th, 2003 • Castle Dental Centers Inc • Services-management services • Texas
ARTICLE I EMPLOYMENTEmployment Agreement • June 20th, 1997 • Castle Dental Centers Inc • Services-nursing & personal care facilities • Texas
