RECITALSAsset Purchase Agreement • June 16th, 2000 • Healthtronics Inc /Ga • Electromedical & electrotherapeutic apparatus • New Jersey
ofLimited Partnership Agreement • November 9th, 1998 • Healthtronics Inc /Ga • Texas
1 AGREEMENTShareholder Agreement • November 9th, 1998 • Healthtronics Inc /Ga
HEALTHTRONICS, INC. AND OSSATRONICS, INC.Merger Agreement • November 9th, 1998 • Healthtronics Inc /Ga
LEASE TERM: Beginning on the Commencement Date and ending on the last day of the 84th full calendar month thereafter.Lease Agreement • May 15th, 2000 • Healthtronics Inc /Ga • Electromedical & electrotherapeutic apparatus
AGREEMENT AND PLAN OF SHARE EXCHANGE BETWEEN HEALTHTRONICS, INC. AND HLE CORP., METRO I STONE MANAGEMENT, L.P., DAVID S. ELLIS, M.D., H. PATTERSON HEZMALL, M.D., and WADE L. LOWRY, M.D.Share Exchange Agreement • November 9th, 1998 • Healthtronics Inc /Ga
EXHIBIT 1.1 PLACEMENT AGENT AGREEMENT To: Charles G. Maton, President Capital Growth Management, Inc. 1827 Powers Ferry Road, Building #2 Atlanta, Georgia 30339 Dear Mr. Maton: The undersigned, HealthTronics, Inc. a corporation formed pursuant to the...Placement Agent Agreement • November 9th, 1998 • Healthtronics Inc /Ga • Georgia
June 19, 1996 Roy Brown 13 West Park Square Suite B Marietta, Georgia 30060 RE: Manufacturing agreements with HMT Dear Roy: As discussed, enclosed please find the manufacturing agreements to be executed by HealthTronics and HMT. Please feel free to...Manufacturing Agreement • November 9th, 1998 • Healthtronics Inc /Ga
ESCROW AGREEMENTEscrow Agreement • April 27th, 1999 • Healthtronics Inc /Ga • Electromedical & electrotherapeutic apparatus • Georgia
EXHIBIT 10.5 DISTRIBUTORSHIP AGREEMENT between HMT High Medical Technologies GmbH a company organised and existing under the laws of Germany and having its principal place of business at Prussingstrasse 41, 07745 Jena; Germany validly represented by...Distributor Agreement • November 9th, 1998 • Healthtronics Inc /Ga • Georgia
PATENT LICENSE AGREEMENTPatent License Agreement • November 9th, 1998 • Healthtronics Inc /Ga • Georgia
1 EXHIBIT 2.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 24th, 2001 • Healthtronics Inc /Ga • Electromedical & electrotherapeutic apparatus • Georgia
Individual ___ Tenants in Common ___ Community Property ___ Corporation ___ Partnership ___ Pension or Profit Sharing Plan ___ Joint Tenants with ___ Custodian under Uniform Gift to Right of Minors Act Survivorship ___ Other (Specify)________________Subscription Agreement • January 26th, 1999 • Healthtronics Inc /Ga • Electromedical & electrotherapeutic apparatus
HealthTronics Letterhead] FAX TRANSMISSION TO: COMPANY: Servicetrends ATTENTION: Steven DeBrock FAX NUMBER: (770) 514-0232 FROM: John Warlick DATE: June 26, 1998 SUBJECT: OssaTron Service ContractsService Contract • April 27th, 1999 • Healthtronics Inc /Ga • Electromedical & electrotherapeutic apparatus
EXHIBIT 10.4(a) PATENT PURCHASE AGREEMENTPatent Purchase Agreement • November 9th, 1998 • Healthtronics Inc /Ga
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 8th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Texas
This Executive Employment Agreement (this “Agreement”) is by and between HealthTronics, Inc., a Georgia corporation (“Employer”), and Scott A. Herz, an individual (“Executive”), and shall be effective as of November __, 2009 (the “Effective Date”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 15th, 2004 • Healthtronics Surgical Services Inc • Electromedical & electrotherapeutic apparatus • Georgia
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT is made March 1, 2004, (the “Agreement”) between HealthTronics Surgical Services Inc., a Georgia corporation (the “Company”), and Ted S. Biderman (the “Executive”).
HEALTHTRONICS SURGICAL SERVICES, INC. VOTING AGREEMENTVoting Agreement • June 15th, 2004 • Healthtronics Surgical Services Inc • Electromedical & electrotherapeutic apparatus • Delaware
HEALTHTRONICS SURGICAL SERVICES, INC. VOTING AGREEMENT (this “Agreement”) dated as of June 11, 2004, by and among Prime Medical Services, Inc., a Delaware corporation (“Prime”), HealthTronics Surgical Services, Inc., a Georgia corporation (“HealthTronics”), and the other parties signatory hereto (each a “Stockholder” and collectively, the “Stockholders”).
STOCK VOTING AGREEMENTStock Voting Agreement • May 12th, 1999 • Healthtronics Inc /Ga • Electromedical & electrotherapeutic apparatus
ENDO PHARMACEUTICALS HOLDINGS, INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 19th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
THIS AGREEMENT (the “Agreement”) is hereby entered into as of May 5, 2010, by and between Endo Pharmaceuticals Holdings, Inc. (the “Company”) and James S.B. Whittenburg (“Executive”) (hereinafter collectively referred to as “the parties”).
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 12th, 2009 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Texas
This Amended and Restated Executive Employment Agreement (this “Agreement”) is by and between HealthTronics, Inc., a Georgia corporation (“Employer”), and James S.B. Whittenburg, an individual (“Executive”), and shall be effective as of November 5, 2009 (the “Effective Date”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 9th, 2004 • Healthtronics Surgical Services Inc • Electromedical & electrotherapeutic apparatus • Georgia
This EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into June 28, 2004, by and between HealthTronics Surgical Services Inc., a Georgia corporation (the “Company”), and Victoria Beck (the “Employee”).
CREDIT AGREEMENT dated as of March 23, 2005 among HEALTHTRONICS, INC. The Lenders From Time to Time Party Hereto and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent J. P. MORGAN SECURITIES INC., as Arranger BANK OF AMERICA, N.A., as...Credit Agreement • November 8th, 2005 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • New York
SCHEDULES AND EXHIBITS: Exhibit A – Assignment and Assumption Exhibit B – Compliance Certificate Exhibit C-1 – Revolving Note Exhibit C-2 – Swingline Note Exhibit C-3 – Term Note B Schedule 2.01 – Commitments Schedule 3.12 – Consolidated Entities Schedule 6.01 – Existing Indebtedness Schedule 6.02 – Existing Liens Schedule 6.04 – Existing Investments Schedule 6.07 – Permitted Restricted Payments Schedule 6.08 – Permitted Transactions With Affiliates
AGREEMENT AND RELEASEAgreement and Release • April 10th, 2007 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • New York
HEALTHTRONICS, INC. DIRECTOR RESTRICTED STOCK AWARD AGREEMENTDirector Restricted Stock Award Agreement • March 8th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Georgia
This Director Restricted Stock Award Agreement (the “Agreement”), by and between HealthTronics, Inc. (the “Company”) and ______________ (the “Grantee”), evidences the grant by the Company of an Award of Restricted Stock (the “Award”) to the Grantee on the __ day of _______, 20__ (the “Grant Date”) and the Grantee’s acceptance of the Award in accordance with the provisions of the Company 2004 Equity Incentive Plan, as amended or restated from time to time (the “Plan”). The Company and the Grantee agree as follows:
AGREEMENT AND PLAN OF MERGER BY AND AMONG ENDO PHARMACEUTICALS HOLDINGS INC. HT ACQUISITION CORP. AND HEALTHTRONICS, INC. DATED AS OF May 5, 2010Merger Agreement • May 6th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of May 5, 2010, is by and among Endo Pharmaceuticals Holdings Inc., a Delaware corporation (“Parent”), HT Acquisition Corp., a Georgia corporation and a direct, wholly owned Subsidiary of Parent (“Merger Sub”), and HealthTronics, Inc., a Georgia corporation (the “Company”).
FORM OF SHAREHOLDER TENDER AGREEMENTShareholder Agreement • May 6th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
SHAREHOLDER TENDER AGREEMENT (this “Agreement”), dated as of May 5, 2010 is by and among Endo Pharmaceuticals Holdings Inc., a Delaware corporation (“Parent”), HT Acquisition Corp., wholly-owned Subsidiary of Parent (“Merger Sub”) and (“Shareholder”).
TENDER AND VOTING AGREEMENTTender and Voting Agreement • June 8th, 2009 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
THIS TENDER AND VOTING AGREEMENT (this “Agreement”), dated as of June 7, 2009 (this “Agreement”), among HealthTronics, Inc., a Georgia corporation (“Parent”), and the persons listed on Schedule A hereto (each, a “Stockholder” and collectively, the “Stockholders”).
AGREEMENT AND PLAN OF MERGER By and Between PRIME MEDICAL SERVICES, INC. and HEALTHTRONICS SURGICAL SERVICES, INC. Dated as of June 11, 2004Merger Agreement • June 15th, 2004 • Healthtronics Surgical Services Inc • Electromedical & electrotherapeutic apparatus • Delaware
This Agreement and Plan of Merger (this “Agreement”) dated as of June 11, 2004, is by and between Prime Medical Services, Inc., a Delaware corporation (“Stone”), and HealthTronics Surgical Services, Inc., a Georgia corporation (“Wave”).
ContractExclusivity Arrangement • May 19th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
HEALTHTRONICS, INC. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 8th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Georgia
This Restricted Stock Award Agreement (the “Agreement”), by and between HealthTronics, Inc. (the “Company”) and ____________ (the “Grantee”), evidences the grant by the Company of an Award of Restricted Stock (the “Award”) to the Grantee on the __ day of _______, 20__ (the “Grant Date”) and the Grantee’s acceptance of the Award in accordance with the provisions of the Company 2004 Equity Incentive Plan, as amended or restated from time to time (the “Plan”). The Company and the Grantee agree as follows:
1 EXHIBIT 10.12 [HealthTronics Letterhead] July 20, 1998 Mr. Steven DeBrock Servicetrends, Inc. 2130 Barrett Park Drive, NE Suite 103 Kennesaw, GA 30144 Dear Steven: Per our recent conversation, please allow me to reiterate in writing the revised...Service Agreement • January 26th, 1999 • Healthtronics Inc /Ga • Electromedical & electrotherapeutic apparatus
CREDIT AGREEMENT dated as of December 29, 2009 among HEALTHTRONICS, INC. The Lenders From Time to Time Party Hereto and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent J. P. MORGAN SECURITIES INC., as Arranger BANK OF AMERICA, N.A.,...Credit Agreement • January 5th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • New York
CREDIT AGREEMENT (as amended, modified, restated, supplemented and in effect from time to time, herein called this “Agreement”) dated as of December 29, 2009 (the “Effective Date”), among HEALTHTRONICS, INC., a Georgia corporation, the LENDERS party hereto, BANK OF AMERICA, N.A., as Syndication Agent, and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent for the Lenders.
FIRST AMENDMENT TO INTEREST PURCHASE AGREEMENTInterest Purchase Agreement • May 31st, 2007 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus
THIS FIRST AMENDMENT TO INTEREST PURCHASE AGREEMENT (this “Amendment”), dated May 25, 2007, is by and among Lithotripters, Inc., a North Carolina corporation (“Buyer”), HealthTronics, Inc., a Georgia corporation (“HTRN”), and David Arsht, D.O. (“Arsht”), P. Kenneth Brownstein, M.D. (“Brownstein”), Larry E. Goldstein, M.D. (“Goldstein”) and Michael Dernoga (“Dernoga”).
AMENDMENT AGREEMENT TO EMPLOYMENT AGREEMENT dated March 2, 2004 betweenEmployment Agreement • March 15th, 2004 • Healthtronics Surgical Services Inc • Electromedical & electrotherapeutic apparatus
WHEREAS HMT Holding and Employee have concluded an employment agreement dated October 15, 2001 and an amendment to this employment agreement dated July 29, 2002 (together hereinafter the “Existing Agreement”).
