WARRANT AGREEMENTWarrant Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • New York
AMENDMENT NUMBER ONE TO REVOLVING CREDIT AGREEMENT This AMENDMENT NUMBER ONE TO REVOLVING CREDIT AGREEMENT (this "AMENDMENT"), dated as of July 14, 1997, is entered into by and between PROSPECT MEDICAL HOLDINGS, INC., a Delaware corporation...Revolving Credit Agreement • September 18th, 1998 • Prospect Medical Holdings Inc
RECITALS:Asset Purchase Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • California
ASSIGNMENT AND ASSUMPTION AGREEMENT For value received, MARVIN L. GINSBURG, M.D., MEDICAL CORPORATION d/b/a A.V. WESTERN MEDICAL GROUP, INC., a California corporation (hereinafter "Assignor"), hereby assigns, transfers, sets over and delivers to...Assignment and Assumption Agreement • September 18th, 1998 • Prospect Medical Holdings Inc
By this Assignment, which shall be effective as of 12:00 midnight on the Closing Date under the Purchase Agreement, Assignor hereby delegates to Assignee all of it duties and obligations of performance under each and every Obligation set forth in said Contracts (as such term is defined in the Purchase Agreement) and Assignee hereby agrees to perform any and all other Obligations required to be performed by Assignor (other than the payment of indebtedness incurred prior to the Closing Date) pursuant to the terms of each Obligation pursuant to such Contracts, at the time and in the manner as required thereby and shall be bound by all other terms, covenants and conditions contained therein, all with the same force and effect as if Assignee were originally names as a party therein prorated as of the Closing Date.
SETTLEMENT AGREEMENT This is an agreement to settle the dispute among Yorba Linda Medical Group, Inc. ("YLMG"), the senior shareholders of YLMG as identified on the signature page of this Agreement ("the Senior Shareholders"), the junior shareholders...Settlement Agreement • November 16th, 1998 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine
AMENDMENT NUMBER ONE TO SECURITY AGREEMENT (GUARANTOR) This AMENDMENT NUMBER ONE TO SECURITY AGREEMENT, dated as of July 14, 1997 (this "AMENDMENT"), is entered into between PROSPECT MEDICAL SYSTEMS, INC., a Delaware corporation ("GUARANTOR") and...Security Agreement • September 18th, 1998 • Prospect Medical Holdings Inc
EMPLOYMENT AGREEMENTEmployment Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • California
R E C I T A L SNon-Competition Agreement • November 16th, 1998 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • California
SECURITY AGREEMENT (SIERRA PRIMARY CARE MEDICAL GROUP, INC.)Security Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • California
JOINDER AGREEMENTJoinder Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • California
SECURITY AGREEMENT (Guarantor)Security Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • California
EMPLOYMENT AGREEMENTEmployment Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • California
R E C I T A LSecurity Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • California
R E C I T A L SContinuing Guaranty • September 18th, 1998 • Prospect Medical Holdings Inc • California
SECURITY AGREEMENT (PHYSICIAN GROUP)Security Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • California
R E C I T A L SSecurity Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • California
EMPLOYMENT AGREEMENTEmployment Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • California
EMPLOYMENT AGREEMENTEmployment Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • California
DR. JACOB TERNER PERSONAL GUARANTY OF PAYMENT AND PERFORMANCEPersonal Guaranty • September 18th, 1998 • Prospect Medical Holdings Inc • California
AGREEMENT AND PLAN OF MERGER AMONG IVY HOLDINGS INC., IVY MERGER SUB CORP. AND PROSPECT MEDICAL HOLDINGS, INC. Dated as of August 16, 2010Merger Agreement • August 16th, 2010 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • Delaware
This AGREEMENT AND PLAN OF MERGER (hereinafter referred to as this “Agreement”), dated August 16, 2010 is by and among IVY HOLDINGS INC., a Delaware corporation (“Parent”), IVY MERGER SUB CORP., a Delaware corporation and an indirect wholly-owned subsidiary of Parent (“Merger Sub”), and PROSPECT MEDICAL HOLDINGS, INC., a Delaware corporation (the “Company”).
RECITALSManagement Services Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • California
AMENDMENT TOIpa Commercial Services Agreement • September 18th, 1998 • Prospect Medical Holdings Inc
LETTER OF AGREEMENT SERVING AS ADDENDUM TO THE 1997 MEDICAL SERVICES AGREEMENT BETWEEN BLUE CROSS OF CALIFORNIA AND PROSPECT MEDICAL GROUP FOR CALIFORNIACARE, BLUE CROSS PLUS AND PERSONAL CALIFORNIACAREMedical Services Agreement • September 18th, 1998 • Prospect Medical Holdings Inc
ALL SECTIONS MARKED WITH TWO ASTERISKS ("**") REFLECT PORTIONS WHICH HAVE BEEN REDACTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION BY PROSPECT MEDICAL HOLDINGS, INC. AS PART OF A REQUEST FOR CONFIDENTIAL TREATMENT."...Ipa Medicare Shared Risk Services Agreement • September 18th, 1998 • Prospect Medical Holdings Inc
SECURITY AGREEMENT (GROUP)Security Agreement • October 21st, 2004 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • California
This SECURITY AGREEMENT, effective as of January 1, 2001, is entered into between PROSPECT HEALTH SOURCE MEDICAL GROUP, INC., a California professional corporation ("GROUP") and PROSPECT MEDICAL SYSTEMS, INC., a Delaware corporation ("MANAGER"), with reference to the following facts:
BUSINESS ASSOCIATE AGREEMENTBusiness Associate Agreement • October 21st, 2004 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine
This Business Associate Agreement ("Agreement"), effective September 27, 2004 ("Effective Date"), is entered into by and among Prospect NWOC Medical Group, Inc., a California professional corporation ("Covered Entity") and Residential Funding Corporation, a Delware corporation ("Business Associate") (each a "Party" and collectively the "Parties").
FOURTH AMENDED AND RESTATED ASSIGNABLE OPTION AGREEMENTAssignable Option Agreement • December 29th, 2008 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • California
THIS FOURTH AMENDED AND RESTATED ASSIGNABLE OPTION AGREEMENT (this “Agreement”) is effective as of the 8th day of August, 2008, by and among Prospect Medical Systems, Inc., a Delaware corporation (“PMS”), Prospect Medical Group, Inc., a California professional corporation (“PMG”), and Osmundo R. Saguil, M.D. (“Shareholder”), with reference to the following facts:
SECOND AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • May 27th, 2004 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • California
THIS SECOND AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENT (“Agreement”) is made and entered into as of September 15, 1998, and deemed to have been effective as of September 25, 1997, by and between SIERRA MEDICAL MANAGEMENT, INC., a Delaware corporation (“Manager”), and SIERRA PRIMARY CARE MEDICAL GROUP, INC., a California professional corporation (“GROUP”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • May 27th, 2004 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • New York
Prospect Medical Holdings, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement (the “Agreement”) with Spencer Trask Ventures, a Delaware corporation (the “Placement Agent”), as follows (unless the context otherwise requires, as used herein, the “Company” refers to Prospect Medical Holdings, Inc., and its subsidiaries, and Prospect Medical Group and its subsidiaries, and as finally constituted giving effect to the merger and acquisition transactions contemplated by the Offering (as hereinafter defined)):
PROSPECT MEDICAL HOLDINGS, INC., THE SUBSIDIARY GUARANTORS PARTIES HERETO U.S. BANK NATIONAL ASSOCIATION AS TRUSTEE 12¾% Senior Secured Notes due 2014Indenture • July 29th, 2009 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • New York
INDENTURE dated as of July 29, 2009, among PROSPECT MEDICAL HOLDINGS, INC., a Delaware corporation (the “Company”), THE SUBSIDIARY GUARANTORS (as defined herein) parties hereto and U.S. BANK NATIONAL ASSOCIATION (the “Trustee”), as Trustee.
PLEDGE AGREEMENTPledge Agreement • October 21st, 2004 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • California
This PLEDGE AGREEMENT, dated as of September 27, 2004 (together with all amendments, restatements, supplements or other modifications, if any, from time to time hereto, this "Agreement") among Prospect Medical Group, Inc., a California professional corporation ("Pledgor") and Residential Funding Corporation, a Delaware corporation ("Lender").
FHS PARTICIPATING PHYSICIAN GROUP PROVIDER SERVICES AGREEMENT PROSPECT MEDICAL GROUPProvider Services Agreement • August 27th, 2004 • Prospect Medical Holdings Inc • Services-offices & clinics of doctors of medicine • California
This Participating Physician Group Provider Services Agreement (“Agreement”) is made and entered into by and between the Foundation Health Systems Affiliate(s) (“FHS”) identified in Addendum A to this Agreement and Prospect Medical Group. Inc., a Participating Physician Group (“PPG”), to be effective January 1, 1998.
R E C I T A L SCollateral Assignment of Transaction Documents • September 18th, 1998 • Prospect Medical Holdings Inc • California
RECITALSAssignable Option Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • California
AGREEMENT FORPurchase and Sale Agreement • September 18th, 1998 • Prospect Medical Holdings Inc • California
