WITNESSETH:Employment Agreement • October 8th, 2004 • Team Health Inc • Services-misc health & allied services, nec • Tennessee
by and amongStock Purchase Agreement • May 15th, 2002 • Team Health Inc • Services-misc health & allied services, nec • Delaware
WITNESSETHSupplemental Indenture • November 5th, 2003 • Team Health Inc • Services-misc health & allied services, nec • New York
RECITALS A. The Borrower, the Guarantors, the Lenders and the Administrative Agent entered into that certain Credit Agreement dated as of March 23, 2004 (the "Existing Credit Agreement"); B. The Borrower desires to (i) refinance and replace in part...Credit Agreement • April 7th, 2005 • Team Health Inc • Services-misc health & allied services, nec
Exhibit 10.18 CREDIT AGREEMENT Dated as of May 1, 2002Credit Agreement • August 12th, 2002 • Team Health Inc • Services-misc health & allied services, nec • New York
amongCredit Agreement • May 10th, 2004 • Team Health Inc • Services-misc health & allied services, nec • New York
INDENTURETeam Health Inc • May 10th, 2004 • Services-misc health & allied services, nec • New York
R E C I T A L S:Credit Agreement • November 5th, 2003 • Team Health Inc • Services-misc health & allied services, nec • New York
R E C I T A L S:Security Agreement • August 9th, 2001 • Team Health Inc • Services-misc health & allied services, nec • New York
Exhibit 4.10 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT dated March 12, 2004 (the "Agreement") is entered into by and among Team Health, Inc., a Tennessee corporation (the "Company"), the guarantors listed in Schedule 1 hereto...Registration Rights Agreement • May 10th, 2004 • Team Health Inc • Services-misc health & allied services, nec • New York
TEAM HEALTH, INC.Indenture • April 12th, 2005 • Team Health Inc • Services-misc health & allied services, nec
WITNESSETHFourth Supplemental Indenture • March 25th, 2003 • Team Health Inc • Services-misc health & allied services, nec • New York
RECITALSSecurity and Pledge Agreement • May 10th, 2004 • Team Health Inc • Services-misc health & allied services, nec
WITNESSETH:Employment Agreement • March 7th, 2001 • Team Health Inc • Services-misc health & allied services, nec • Tennessee
EXECUTION COPY BORROWER PLEDGE AGREEMENT (CAYMAN ISLANDS SUBSIDIARY) BORROWER PLEDGE AGREEMENT (Cayman Islands Subsidiary) ("Pledge Agreement") dated March 23, 2004 by and between TEAM HEALTH, INC. a Tennessee corporation, having an office at 1900...Borrower Pledge Agreement • May 10th, 2004 • Team Health Inc • Services-misc health & allied services, nec
EXHIBIT 10.31 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT THIS SECOND AMENDMENT to Employment Agreement (this "Second Amendment") is dated as of April 15, 2005 by and between Team Health, Inc., a Tennessee corporation (the "Company"), H. Lynn Massingale,...Employment Agreement • June 3rd, 2005 • Team Health Inc • Services-misc health & allied services, nec
EXECUTION COPY HOLDINGS PLEDGE AGREEMENT HOLDINGS PLEDGE AGREEMENT ("Pledge Agreement") dated March 23, 2004 by and between TEAM HEALTH HOLDINGS, L.L.C., a Delaware limited liability company, having an office at the address set forth on the signature...Holdings Pledge Agreement • May 10th, 2004 • Team Health Inc • Services-misc health & allied services, nec • New York
Exhibit 4.7 TEAM HEALTH, INC. SERIES A AND SERIES B 12% SENIOR SUBORDINATED NOTES DUE 2009 SIXTH SUPPLEMENTAL INDENTURE Dated as of March 12, 2004 Supplementing Indenture Dated as of March 12, 1999 The Bank of New YorkTeam Health Inc • May 10th, 2004 • Services-misc health & allied services, nec
AGREEMENT AND PLAN OF MERGER dated as of October 11, 2005 by and among TEAM HEALTH HOLDINGS, L.L.C., TEAM HEALTH, INC., TEAM FINANCE LLC TEAM HEALTH MERGERSUB, INC., ENSEMBLE PARENT LLC and ENSEMBLE ACQUISITION LLCAgreement and Plan of Merger • October 17th, 2005 • Team Health Inc • Services-misc health & allied services, nec • New York
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of October 11, 2005 is made by and among Team Health Holdings, L.L.C., a Delaware limited liability company (the “Company”), Team Health, Inc., a Tennessee corporation and majority-owned subsidiary of the Company (“Team”), Team Finance LLC, a Delaware limited liability company and a wholly-owned subsidiary of the Company (“Team Finance”), Team Health MergerSub, Inc., a Tennessee corporation and a wholly-owned subsidiary of Team Finance (“Team MergerSub”), Ensemble Parent LLC, a Delaware limited liability company (“Purchaser”), and Ensemble Acquisition LLC, a Delaware limited liability company and a wholly-owned subsidiary of Purchaser (“PurchaserSub”). Certain capitalized terms used herein have the meanings set forth in Article 10.
