ARTICLE I EMPLOYMENTEmployment Agreement • April 1st, 2002 • Novamed Eyecare Inc • Services-management services • Illinois
RECITALSCredit Agreement • August 14th, 2002 • Novamed Eyecare Inc • Services-management services • Illinois
andRights Agreement • July 27th, 1999 • Novamed Eyecare Inc • Services-management services • Delaware
FORM OF -------Indemnification Agreement • May 25th, 1999 • Novamed Eyecare Inc • Delaware
THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 13th, 2003 • Novamed Eyecare Inc • Services-management services
amongCredit Agreement • November 13th, 2001 • Novamed Eyecare Inc • Services-management services
NOVAMED, INC., ISSUER and LASALLE BANK NATIONAL ASSOCIATION, TRUSTEEIndenture • June 27th, 2007 • Novamed Inc • Services-misc health & allied services, nec • New York
INDENTURE, dated as of June 27, 2007, between NovaMed, Inc., a Delaware corporation (the “Company”), and Lasalle Bank National Association, a national banking association, as trustee (the “Trustee”):
SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 1st, 2002 • Novamed Eyecare Inc • Services-management services
Exhibit 10.25 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement"), is dated as of August 17, 2001, by and between NovaMed Eyecare Services, LLC, a Delaware limited liability company (the "Company"), and E. Michele Vickery ("Employee")....Employment Agreement • November 13th, 2001 • Novamed Eyecare Inc • Services-management services • Illinois
ANDManagement Services Agreement • August 12th, 1999 • Novamed Eyecare Inc • Services-management services • Illinois
RECITALS WHEREAS, the Borrower, the Agent and the Lenders have entered into that certain Second Amended and Restated Credit Agreement, dated as of October 23, 2001 (as the same may be further amended, supplemented, restated or otherwise modified from...Credit Agreement • May 14th, 2002 • Novamed Eyecare Inc • Services-management services • Illinois
Exhibit 10.24 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement"), is dated as of August 17, 2001, by and between NovaMed Eyecare Services, LLC, a Delaware limited liability company (the "Company"), and Stephen J. Winjum ("Employee")....Employment Agreement • November 13th, 2001 • Novamed Eyecare Inc • Services-management services • Illinois
AGREEMENT AND PLAN OF MERGER dated as of January 20, 2011, among SURGERY CENTER HOLDINGS, INC., WILDCAT MERGER SUB, INC. and NOVAMED, INC.Merger Agreement • January 26th, 2011 • Novamed Inc • Services-misc health & allied services, nec • Delaware
This Agreement and Plan of Merger dated as of January 20, 2011 (this “Agreement”), by and among Surgery Center Holdings, a Delaware corporation (“Parent”), Wildcat Merger Sub, a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and NovaMed, Inc., a Delaware corporation (the “Company”).
EXHIBIT 10.9 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the "Agreement"), dated as of April 12, 1999, by and between NovaMed Eyecare Management, LLC, a Delaware limited liability company (the "Company"), and J. Gary Jordan ("Employee"). PRELIMINARY...Employment Agreement • May 25th, 1999 • Novamed Eyecare Inc • Illinois
AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 15th, 2000 • Novamed Eyecare Inc • Services-management services
Shares/1/ NOVAMED EYECARE, INC. Common Stock UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • July 6th, 1999 • Novamed Eyecare Inc • Services-management services • New York
This will confirm that in consideration of the agreement by you (the "Investors") on the date hereof to purchase shares of the Series C Convertible --------- Preferred Stock (the "Series C Shares") of NovaMed Holdings Inc. (the ---------------...Registration Rights Agreement • May 25th, 1999 • Novamed Eyecare Inc • Illinois
RECITALSIndemnification Agreement • July 6th, 1999 • Novamed Eyecare Inc • Services-management services • Delaware
AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 15th, 2000 • Novamed Eyecare Inc • Services-management services
EMPLOYMENT AGREEMENTEmployment Agreement • August 4th, 2009 • Novamed Inc • Services-misc health & allied services, nec • Illinois
THIS EMPLOYMENT AGREEMENT (the “Agreement”), dated the 31st day of July, 2009, amends and restates that certain employment agreement dated as of December 19, 2008 (the “Prior Agreement”), by and between NovaMed Management Services, LLC, a Delaware limited liability company (the “Company”) and a wholly owned subsidiary of NovaMed, Inc., and Thomas S. Hall (“Employee”).
SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of August 31, 2009 by and among NOVAMED, INC. as the Borrower, CERTAIN COMMERCIAL LENDING INSTITUTIONS, as the Lenders, and NATIONAL CITY BANK, as the Agent for the Lenders, Sole Bookrunner and...Credit Agreement • September 1st, 2009 • Novamed Inc • Services-misc health & allied services, nec
; provided, however that if the Borrower shall have failed to deliver to the Lenders by the date required hereunder any certificate pursuant to Section 7.1.1(d), then from the date such certificate was required to be delivered until the date of such delivery the Applicable Margin shall be deemed to be Level V. Each change in the Applicable Margin shall take effect with respect to all outstanding Loans on the first Business Day of the month immediately succeeding the day on which such certificate is received by the Agent. Notwithstanding the foregoing, no reduction in the Applicable Margin shall be effected if a Default or an Event of Default shall have occurred and be continuing on the date when such change would otherwise occur, it being understood that on the first Business Day of the month immediately succeeding the day on which such Default or Event of Default is either waived or cured (assuming no other Default or Event of Default shall be then pending), the Applicable Margin shal
and DAVID MARSHBURN, D.O., NEAL SHINDEL, M.D., ABDUL ALAAMA, M.D., GARLAN LO, M.D., AND WILLIAM MAY, M.D.Asset Contribution and Exchange Agreement • August 19th, 2005 • Novamed Inc • Services-management services • Illinois
Exhibit 10.6 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement"), dated as of February 17, 1999, by and between NovaMed Eyecare Management, LLC, a Delaware limited liability company (the...Employment Agreement • July 6th, 1999 • Novamed Eyecare Inc • Services-management services • Illinois
EXHIBIT 10.10 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the "Agreement"), dated as of April 19, 1999, by and between NovaMed Eyecare Management, LLC, a Delaware limited liability company (the "Company"), and Robert A. Wallach ("Employee")....Employment Agreement • May 25th, 1999 • Novamed Eyecare Inc • Illinois
ANDManagement Services Agreement • August 12th, 1999 • Novamed Eyecare Inc • Services-management services • Illinois
Summit Technology NovaMed Agreement An Opportunity for Rapid Expansion into the Business of Laser Vision Correction CONFIDENTIAL INFORMATION --------------------------------------------- NovaMed/Summit Agreement as originally adopted October 2, 1998,...Novamed Agreement • August 12th, 1999 • Novamed Eyecare Inc • Services-management services • Massachusetts
RECITALSNovamed-Summit Agreement • May 15th, 2000 • Novamed Eyecare Inc • Services-management services
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 16th, 2010 • Novamed Inc • Services-misc health & allied services, nec • Illinois
THIS RESTRICTED STOCK AWARD AGREEMENT (“Agreement”), dated as of (“Grant Date”), is entered into between NovaMed, Inc., a Delaware corporation (the “Company”), and (“Participant”), an employee of NovaMed Management Services, LLC, a Delaware limited liability company (“Employer”), a wholly owned subsidiary of the Company.
FIFTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 29, 2006 by and among NOVAMED, INC. as the Borrower, CERTAIN COMMERCIAL LENDING INSTITUTIONS, as the Lenders, and NATIONAL CITY BANK OF THE MIDWEST, as the Agent for the Lenders with LASALLE...Credit Agreement • May 30th, 2007 • Novamed Inc • Services-misc health & allied services, nec • Illinois
; provided, however that if the Borrower shall have failed to deliver to the Lenders by the date required hereunder any certificate pursuant to Section 7.1.1(d), then from the date such certificate was required to be delivered until the date of such delivery the Applicable Margin shall be deemed to be Level I. Each change in the Applicable Margin shall take effect with respect to all outstanding Loans on the third Business Day immediately succeeding the day on which such certificate is received by the Agent. Notwithstanding the foregoing, no reduction in the Applicable Margin shall be effected if a Default or an Event of Default shall have occurred and be continuing on the date when such change would otherwise occur, it being understood that on the third Business Day immediately succeeding the day on which such Default or Event of Default is either waived or cured (assuming no other Default or Event of Default shall be then pending), the Applicable Margin shall be reduced (on a prospec
ASSET CONTRIBUTION AND EXCHANGE AGREEMENT dated as of July 31, 2004 by and between NOVAMED ACQUISITION COMPANY, INC., PALM BEACH OUTPATIENT SURGICAL CENTER, INC. and TOM M. COFFMAN, M.D. MADONNA COFFMANAsset Contribution and Exchange Agreement • August 13th, 2004 • Novamed Inc • Services-management services • Florida
THIS ASSET CONTRIBUTION AND EXCHANGE AGREEMENT (this “Agreement”) is dated effective as of 12:01 a.m. on July 31, 2004 (the “Closing Date”), by and among NovaMed Acquisition Company, Inc., a Delaware corporation (“NovaMed”), Palm Beach Outpatient Surgical Center, Inc., a Florida corporation (“Seller”), and Tom M. Coffman, M.D. and Madonna Coffman, as tenants by the entireties (each individually a “Shareholder” and collectively the “Shareholders”). NovaMed, Inc. (“Nova”), the owner of all of the issued and outstanding shares of NovaMed, shall be a party to this Agreement solely for the purpose of Nova’s agreement pursuant to Article X hereof. Visual Health and Surgical Center, Inc. and Eye Care and Surgery Center of Fort Lauderdale, Inc. shall be parties to this Agreement solely for the purposes of their respective agreements pursuant to Section 6.6 hereof. Certain capitalized terms have the meanings provided in Section 13.1.
EMPLOYMENT AGREEMENTEmployment Agreement • August 9th, 2006 • Novamed Inc • Services-management services • Illinois
THIS EMPLOYMENT AGREEMENT (the “Agreement”), is dated as of April 3, 2006, by and between NovaMed Management Services, LLC, a Delaware limited liability company (the “Company”) and a wholly owned subsidiary of NovaMed, Inc., and Jack Clark (“Employee”).
ASSET CONTRIBUTION AND EXCHANGE AGREEMENT dated as of July 19, 2006 by and among NOVAMED ACQUISITION COMPANY, INC., NOVAMED OF LAREDO, INC., CLEARVIEW SURGICAL INSTITUTE, LTD., CLEARVIEW SURGICAL INSTITUTE MANAGEMENT LLC AND MICHAEL A. HOCHMAN, M.D.Asset Contribution and Exchange Agreement • July 25th, 2006 • Novamed Inc • Services-management services • Illinois
This ASSET CONTRIBUTION AND EXCHANGE AGREEMENT (this “Agreement”) is dated effective as of 12:01 a.m. on July 19, 2006 (the “Closing Date”), by and among NovaMed Acquisition Company, Inc., a Delaware corporation (“NovaMed”), NovaMed of Laredo, Inc., a Delaware corporation (“NovaMed Laredo,” and together with NovaMed, “Buyer”), Clearview Surgical Institute, Ltd., a Texas limited partnership (“Clearview”), Clearview Surgical Institute Management LLC, a Texas limited liability company and the general partner of Clearview (“CSIM”), and Michael A. Hochman, M.D. (“Seller”). Clearview, CSIM and Seller shall sometimes be individually referred to herein as a “Selling Party” and collectively as the “Selling Parties.” Certain capitalized terms have the meanings provided in Section 13.1.
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • June 26th, 2006 • Novamed Inc • Services-management services • Illinois
THIS RESTRICTED STOCK AWARD AGREEMENT ("Agreement"), dated as of ____________ ("Grant Date"), is entered into between NovaMed, Inc., a Delaware corporation (the "Company"), and _________________ ("Participant"), an employee of NovaMed Management Services, LLC, a Delaware limited liability company, a wholly owned subsidiary of the Company.
ANDManagement Services Agreement • July 27th, 1999 • Novamed Eyecare Inc • Services-management services • Illinois
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 12th, 2005 • Novamed Inc • Services-management services
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”) is made and entered into as of July 15, 2005, by and between NovaMed Management Services, LLC (f/k/a NovaMed Eyecare Services, LLC), a Delaware limited liability company (the “Company”), and Scott T. Macomber (“Employee”).
