LEASE AGREEMENT BURTON HILLS IV AND SYMBION, INC.Lease Agreement • May 31st, 2002 • Symbion Inc/Tn • Tennessee
RECITALS:Credit Agreement • February 4th, 2004 • Symbion Inc/Tn • Services-offices & clinics of doctors of medicine • Tennessee
EXHIBIT 10.13 THIS NOTE (OR ITS PREDECESSOR) HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHIN THE UNITED STATES OR TO,...Securities Purchase Agreement • November 17th, 2003 • Symbion Inc/Tn • Services-offices & clinics of doctors of medicine • New York
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 31st, 2002 • Symbion Inc/Tn • Delaware
Exhibit 4.2 UNIPHY HEALTHCARE, INC. AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT TABLE OF CONTENTSRights Agreement • May 31st, 2002 • Symbion Inc/Tn • California
LESSOR: LESSEE:Lease Agreement • May 31st, 2002 • Symbion Inc/Tn
EXHIBIT 10.14 CREDIT AGREEMENT Dated as of July 18, 2003Credit Agreement • November 17th, 2003 • Symbion Inc/Tn • Services-offices & clinics of doctors of medicine • Tennessee
ESCROW AGREEMENT by and among SYMBION, INC.,Escrow Agreement • May 31st, 2002 • Symbion Inc/Tn • Delaware
RECITALS:Employment Agreement • May 31st, 2002 • Symbion Inc/Tn • Tennessee
RECITALSLoan Agreement • May 31st, 2002 • Symbion Inc/Tn • Tennessee
EXHIBIT 10 AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 21, 2005Credit Agreement • March 25th, 2005 • Symbion Inc/Tn • Services-offices & clinics of doctors of medicine • New York
RECITALSLoan and Security Agreement • May 31st, 2002 • Symbion Inc/Tn • Tennessee
W I T N E S S E T H:Lease • May 31st, 2002 • Symbion Inc/Tn
RECITALSLoan and Security Agreement • May 31st, 2002 • Symbion Inc/Tn • Tennessee
EXHIBIT 4.5 RIGHTS AGREEMENTRights Agreement • February 6th, 2004 • Symbion Inc/Tn • Services-offices & clinics of doctors of medicine • Delaware
RECITALSLoan and Security Agreement • May 31st, 2002 • Symbion Inc/Tn • Tennessee
BY AND AMONG MEMBERS OFPurchase Agreement • August 2nd, 2005 • Symbion Inc/Tn • Services-offices & clinics of doctors of medicine • California
BY AND AMONGPurchase Agreement • March 28th, 2005 • Symbion Inc/Tn • Services-offices & clinics of doctors of medicine • Missouri
EXHIBIT 4.6 AMENDMENT NO. 2 TO AMENDED AND RESTATED VOTING AGREEMENT THIS AMENDMENT NO. 2 TO AMENDED AND RESTATED VOTING AGREEMENT (the "Amendment") is made and entered into as of April 1, 2002, by and among Symbion, Inc., a Tennessee corporation...Voting Agreement • May 31st, 2002 • Symbion Inc/Tn • California
EXHIBIT 10.19 FIRST AMENDMENT TO LEASE AGREEMENT This First Amendment to Lease Agreement (the "First Amendment") is made this 9th day of February 2004 by and between BURTON HILLS IV PARTNERS, a Tennessee general partnership (hereinafter called...Lease Agreement • March 26th, 2004 • Symbion Inc/Tn • Services-offices & clinics of doctors of medicine
SYMBION, INC.Symbion Inc/Tn • February 4th, 2004 • Services-offices & clinics of doctors of medicine • New York
AMENDMENT NO. 2 TO AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT THIS AMENDMENT NO. 2 TO AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT ("Amendment") is made and entered into as of April 1, 2002, by and among SYMBION, INC., a Tennessee...Investors' Rights Agreement • May 31st, 2002 • Symbion Inc/Tn • California
RECITALSLoan and Security Agreement • July 8th, 2002 • Symbion Inc/Tn • Services-offices & clinics of doctors of medicine • Tennessee
EXHIBIT 4.8 AMENDMENT NO. 1 TO AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT ("Amendment") is made and entered into as of August 11, 1999, by...-Sale Agreement • May 31st, 2002 • Symbion Inc/Tn
EXHIBIT 4.5 AMENDMENT NO. 1 TO AMENDED AND RESTATED VOTING AGREEMENT THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED VOTING AGREEMENT ("Amendment") is made and entered into as of August 11, 1999, by and among SYMBION, INC., a Tennessee corporation...Voting Agreement • May 31st, 2002 • Symbion Inc/Tn
EXHIBIT 10.35 FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS FIRST AMENDMENT (this "Amendment"), made as of December 31, 2001, is by and among Bank of America, N.A., (the "Bank"), Jacksonville Beach Surgery Center, L.P., a Tennessee limited...Loan and Security Agreement • May 31st, 2002 • Symbion Inc/Tn • Tennessee
EXHIBIT 10.64 SAN FELIPE PLAZA HOUSTON, TEXAS STANDARD FORM OFFICE LEASEOffice Lease Agreement • May 31st, 2002 • Symbion Inc/Tn
EXHIBIT 10.54 DVI LIMITED GUARANTY AND SURETYSHIP AGREEMENT LOGOGuaranty and Suretyship Agreement • May 31st, 2002 • Symbion Inc/Tn • Pennsylvania
EXHIBIT 10.62 AMENDMENT NO. 4 TO LEASE THIS AMENDMENT NO. 4 TO LEASE, entered into this 1st day of November, 1999, by and between W. FRED WILLIAMS, TRUSTEE FOR THE BENEFIT OF HIGHWOODS/ TENNESSEE HOLDINGS, L.P. (Successor-in-interest to...Symbion Inc/Tn • May 31st, 2002
EXHIBIT 10.52 GUARANTY AND SURETYSHIP AGREEMENT FOR VALUE RECEIVED and intending to be legally bound, in consideration of credit given, or to be given, advances made or to be made, or other financial accommodations from time to time afforded or to be...Guaranty and Suretyship Agreement • May 31st, 2002 • Symbion Inc/Tn • Tennessee
SYMBION, INC. and each of the Guarantors party hereto 8.00% SENIOR SECURED NOTES DUE 2016 INDENTURE Dated as of June 14, 2011 U.S. Bank National Association, as Trustee and Collateral AgentIndenture • June 20th, 2011 • Symbion Inc/Tn • Services-offices & clinics of doctors of medicine • New York
INDENTURE dated as of June 14, 2011 by and among SYMBION, INC., a Delaware corporation (the “Issuer”), the Guarantors (as defined), and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”) and as notes collateral agent (the “Collateral Agent”).
EXHIBIT 10.9 EMPLOYEE STOCK PURCHASE AGREEMENT This Agreement is made as of the 30th day of December, 1996, by and among UniPhy Healthcare, Inc., a Tennessee corporation (the "Corporation"), and R. Dale Kennedy (the "Purchaser"). 1. PURCHASES OF...Employee Stock Purchase Agreement • May 31st, 2002 • Symbion Inc/Tn • Tennessee
EXHIBIT 10.61 AMENDMENT NO. 3 TO LEASE THIS AMENDMENT NO. 3 TO LEASE, entered into this 9th day of May, 1997 by and between HIGHWOODS/FORSYTH LIMITED PARTNERSHIP (Successor-in-interest to 3401 Associates, L.P.), as Lessor, and UNIPHY HEALTHCARE, INC.,...Symbion Inc/Tn • May 31st, 2002
RECITALSLoan and Security Agreement • May 31st, 2002 • Symbion Inc/Tn • Tennessee
Registration Rights Agreement Dated As of June 14, 2011 among SYMBION, INC., THE GUARANTORS LISTED ON SCHEDULE A HERETO and MORGAN STANLEY & CO. LLC, BARCLAYS CAPITAL INC. and JEFFERIES & COMPANY, INC.Registration Rights Agreement • June 20th, 2011 • Symbion Inc/Tn • Services-offices & clinics of doctors of medicine • New York
This Agreement is made pursuant to the Purchase Agreement, dated as of June 7, 2011, by and among the Company, the Guarantors and the Initial Purchasers (the “Purchase Agreement”), which provides for, among other things, the sale by the Company to the Initial Purchasers of an aggregate of $350,000,000 principal amount of the Company’s 8.00% Senior Secured Notes due 2016 (the “Notes”). The Notes are issued under an indenture, dated as of the date hereof between the Company, the Guarantors and U.S. Bank National Association, as trustee (the “Trustee”) (the “Indenture”). Pursuant to the Purchase Agreement and the Indenture, the Guarantors are required to guarantee (collectively, the “Guarantees”) the Issuer’s obligations under the Notes and the Indenture. References to the “Securities” shall mean, collectively, the Notes and, when issued, the Guarantees. References to the “Issuer” refer to the Company. In order to induce the Initial Purchasers to enter into the Purchase Agreement, the Iss
