Aurora Diagnostics Holdings LLC Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • June 4th, 2015 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • Florida

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into this 19th day of October 2009, by and between Aurora Diagnostics, LLC, a Delaware limited liability corporation (the “Company”), and Bruce Walton (“Employee”).

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THIRD AMENDMENT TO FINANCING AGREEMENT
Financing Agreement • July 20th, 2015 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

THIRD AMENDMENT, dated as of July 14, 2015 (this “Amendment”), to the Financing Agreement, dated as of July 31, 2014, as amended, restated, supplemented or otherwise modified from time to time (as so amended, the “Financing Agreement”), by and among Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (the “Parent”), Aurora Diagnostics, LLC, a Delaware limited liability company (the “Borrower”), each subsidiary of the Parent listed as a “Guarantor” on the signature pages thereto (together with the Parent and each other Person that executes a joinder agreement and becomes a “Guarantor” thereunder or otherwise guaranties all or any part of the Obligations (as thereinafter defined), each a “Guarantor” and collectively, the “Guarantors”), the lenders from time to time party thereto (each a “Lender” and collectively, the “Lenders”), Cerberus Business Finance, LLC, a Delaware limited liability company (“Cerberus”), as collateral agent for the Lenders (in such capacity, toge

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Contract
Warrant Agreement • May 26th, 2017 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • Delaware

THIS WARRANT WAS ORIGINALLY ISSUED ON MAY 25, 2017, AND NEITHER THIS WARRANT NOR THE COMMON UNITS OBTAINABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR APPLICABLE STATE SECURITIES LAWS (“STATE ACTS”). THE TRANSFER OF THIS WARRANT IS SUBJECT TO THE CONDITIONS SPECIFIED IN SECTION 5 HEREOF AND THE APPLICABLE CONDITIONS SET FORTH IN THE SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF AURORA DIAGNOSTICS HOLDINGS, LLC, DATED AS OF JULY 6, 2011, AS AMENDED AND MODIFIED FROM TIME TO TIME (THE “LLC AGREEMENT”). THE COMPANY RESERVES THE RIGHT TO REFUSE THE TRANSFER OF THIS WARRANT UNTIL SUCH CONDITIONS HAVE BEEN FULFILLED WITH RESPECT TO SUCH TRANSFER. A COPY OF THE LLC AGREEMENT AS IN EFFECT AS OF THE DATE HEREOF IS ATTACHED AS ANNEX 1 HERETO.

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WAIVER TO FINANCING AGREEMENT
Waiver to Financing Agreement • April 3rd, 2015 • Aurora Diagnostics Holdings LLC • Services-medical laboratories

WAIVER, dated as of March 31, 2015 (this "Waiver"), to the Financing Agreement, dated as of July 31, 2014, as amended, restated, supplemented or otherwise modified from time to time (as so amended, the "Financing Agreement"), by and among Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (the "Parent"), Aurora Diagnostics, LLC, a Delaware limited liability company (the "Borrower"), each subsidiary of the Parent listed as a "Guarantor" on the signature pages thereto (together with the Parent and each other Person that executes a joinder agreement and becomes a "Guarantor" thereunder or otherwise guaranties all or any part of the Obligations (as thereinafter defined), each a "Guarantor" and collectively, the "Guarantors"), the lenders from time to time party thereto (each a "Lender" and collectively, the "Lenders"), Cerberus Business Finance, LLC, a Delaware limited liability company ("Cerberus"), as collateral agent for the Lenders (in such capacity, together with i

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FOURTH AMENDMENT TO FINANCING AGREEMENT
Financing Agreement • September 21st, 2015 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

FOURTH AMENDMENT, dated as of September 18, 2015 (this "Amendment"), to the Financing Agreement, dated as of July 31, 2014, as amended, restated, supplemented or otherwise modified from time to time (as so amended, the "Financing Agreement"), by and among Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (the "Parent"), Aurora Diagnostics, LLC, a Delaware limited liability company (the "Borrower"), each subsidiary of the Parent listed as a "Guarantor" on the signature pages thereto (together with the Parent and each other Person that executes a joinder agreement and becomes a "Guarantor" thereunder or otherwise guaranties all or any part of the Obligations (as thereinafter defined), each a "Guarantor" and collectively, the "Guarantors"), the lenders from time to time party thereto (each a "Lender" and collectively, the "Lenders"), Cerberus Business Finance, LLC, a Delaware limited liability company ("Cerberus"), as collateral agent for the Lenders (in such capacity

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SIXTH AMENDMENT TO FINANCING AGREEMENT
Financing Agreement • March 31st, 2017 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

SIXTH AMENDMENT, dated as of March 27, 2017 (this "Amendment"), to the Financing Agreement, dated as of July 31, 2014, as amended, restated, supplemented or otherwise modified from time to time (as so amended, the "Financing Agreement"), by and among Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (the "Parent"), Aurora Diagnostics, LLC, a Delaware limited liability company (the "Borrower"), each subsidiary of the Parent listed as a "Guarantor" on the signature pages thereto (together with the Parent and each other Person that executes a joinder agreement and becomes a "Guarantor" thereunder or otherwise guaranties all or any part of the Obligations (as thereinafter defined), each a "Guarantor" and collectively, the "Guarantors"), the lenders from time to time party thereto (each a "Lender" and collectively, the "Lenders"), Cerberus Business Finance, LLC, a Delaware limited liability company ("Cerberus"), as collateral agent for the Lenders (in such capacity, tog

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AURORA DIAGNOSTICS HOLDINGS, LLC THIRD AMENDMENT TO THE SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT
Limited Liability Company Agreement • May 26th, 2017 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • Delaware

THIS THIRD AMENDMENT (this “Third Amendment”) to the Second Amended and Restated Limited Liability Company Agreement, dated as of July 6, 2011, as amended (the “LLC Agreement”) of Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (“Holdings LLC”) is made by the undersigned, constituting the Majority Summit Investors, Majority KRG Investors, and Majority Management Investors, and is effective as of May 25, 2017. Unless otherwise indicated, capitalized words and phrases used in this Third Amendment shall have the same meaning as set forth in the LLC Agreement.

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AMENDMENT NO. 3 TO CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • May 15th, 2013 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

AMENDMENT NO. 3 TO CREDIT AND GUARANTY AGREEMENT (this “Amendment”), dated as of April 24, 2013 (this “Amendment”), is entered into by and among AURORA DIAGNOSTICS, LLC, a Delaware limited liability company, (the “Borrower”), AURORA DIAGNOSTICS HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), and certain subsidiaries and affiliates of Borrower identified on the signature pages hereto as “Guarantors” (such subsidiaries and affiliates, together with Holdings, are each referred to individually as a “Guarantor”, and collectively, jointly and severally, as “Guarantors”), BARCLAYS BANK PLC (“Barclays Bank”), as administrative agent (in such capacity, the “Administrative Agent”) and as collateral agent (in such capacity, the “Collateral Agent”), and the undersigned Lenders (as defined below). Capitalized terms not otherwise defined in this Amendment have the same meanings as specified in the Credit Agreement (as defined below).

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EIGHTH SUPPLEMENTAL INDENTURE
Supplemental Indenture • March 21st, 2016 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

Eighth Supplemental Indenture (this “Supplemental Indenture”), dated as of November 11, 2015, among Consultants in Laboratory Medicine of Greater Toledo, Inc., an Ohio corporation (the “Additional Subsidiary Guarantor”), Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (the “Company”), Aurora Diagnostics Financing, Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”) and the existing guarantors party hereto (the “Subsidiary Guarantors”) and U.S. Bank National Association (the “Trustee”).

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SIXTH SUPPLEMENTAL INDENTURE
Supplemental Indenture • June 4th, 2015 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

Sixth Supplemental Indenture (this “Supplemental Indenture”), dated as of October 10, 2014, among Richard Bernert, LLC, an Arizona limited liability company (the “Additional Subsidiary Guarantor”), Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (the “Company”), Aurora Diagnostics Financing, Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”) and the existing guarantors party hereto (the “Subsidiary Guarantors”) and U.S. Bank National Association (the “Trustee”).

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FIRST AMENDMENT TO THE AMENDED AND RESTATED REGISTRATION AGREEMENT
Registration Agreement • May 26th, 2017 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • Delaware

THIS FIRST AMENDMENT TO THE AMENDED AND RESTATED REGISTRATION AGREEMENT (this “First Amendment”) is entered into as of May 25, 2017, by and among Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (the “Company”), the Majority Summit Investors and the Majority KRG Investors. Capitalized terms used but not defined herein have the meanings set forth in the Registration Agreement (as defined below).

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AMENDMENT NO. 2 TO CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • November 13th, 2012 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

AMENDMENT NO. 2 TO CREDIT AND GUARANTY AGREEMENT (this “Amendment”), dated as of October 26, 2012 (this “Amendment”), is entered into by and among AURORA DIAGNOSTICS, LLC, a Delaware limited liability company, (the “Borrower”), AURORA DIAGNOSTICS HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), and certain subsidiaries and affiliates of Borrower identified on the signature pages hereto as “Guarantors” (such subsidiaries and affiliates, together with Holdings, are each referred to individually as a “Guarantor”, and collectively, jointly and severally, as “Guarantors”), BARCLAYS BANK PLC (“Barclays Bank”), as administrative agent (in such capacity, the “Administrative Agent”) and as collateral agent (in such capacity, the “Collateral Agent”), and the undersigned Lenders (as defined below). Capitalized terms not otherwise defined in this Amendment have the same meanings as specified in the Credit Agreement (as defined below).

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SEVENTH AMENDMENT TO FINANCING AGREEMENT
Financing Agreement • April 25th, 2017 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

SEVENTH AMENDMENT, dated as of April 20, 2017 (this “Amendment”), to the Financing Agreement, dated as of July 31, 2014, as amended, restated, supplemented or otherwise modified from time to time (as so amended, the “Financing Agreement”), by and among Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (the “Parent”), Aurora Diagnostics, LLC, a Delaware limited liability company (the “Borrower”), each subsidiary of the Parent listed as a “Guarantor” on the signature pages thereto (together with the Parent and each other Person that executes a joinder agreement and becomes a “Guarantor” thereunder or otherwise guaranties all or any part of the Obligations (as thereinafter defined), each a “Guarantor” and collectively, the “Guarantors”), the lenders from time to time party thereto (each a “Lender” and collectively, the “Lenders”), Cerberus Business Finance, LLC, a Delaware limited liability company (“Cerberus”), as collateral agent for the Lenders (in such capacity, t

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TENTH SUPPLEMENTAL INDENTURE
Supplemental Indenture • May 8th, 2017 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

TENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 5, 2017, among Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (the “Company”), Aurora Diagnostics Financing, Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the subsidiary Guarantors party hereto (the “Subsidiary Guarantors”), and U.S. Bank National Association (the “Trustee”).

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FIFTH SUPPLEMENTAL INDENTURE
Supplemental Indenture • June 4th, 2015 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

Fifth Supplemental Indenture (this “Supplemental Indenture”), dated as of July 31, 2014, among Mid-Atlantic Pathology Services, Inc., a Virginia corporation (the “Additional Subsidiary Guarantor”), Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (the “Company”), Aurora Diagnostics Financing, Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”) and the existing guarantors party hereto (the “Subsidiary Guarantors”) and U.S. Bank National Association (the “Trustee”).

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AMENDMENT TO CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • March 23rd, 2012 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

This AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT, dated as of December 20, 2010, is entered into by and among AURORA DIAGNOSTICS, LLC, a Delaware limited liability company (“Borrower”), AURORA DIAGNOSTICS HOLDINGS, LLC., a Delaware limited liability company (“Holdings”) and certain subsidiaries and affiliates of Borrower identified on the signature pages hereto as “Guarantors” (such subsidiaries and affiliates, together with Parent Entity (as hereinafter defined) are referred to individually as a “Guarantor”, and collectively, jointly and severally, as “Guarantors”), the Lenders party hereto from time to time, BARCLAYS BANK PLC (“Barclays Bank”), as Administrative Agent (in such capacity, “Administrative Agent”) and as Collateral Agent (in such capacity, “Collateral Agent”), BARCLAYS CAPITAL (a division of Barclays Bank), MORGAN STANLEY SENIOR FUNDING, INC. (“MSSF”) and UBS SECURITIES LLC (“UBS Securities”), as Joint Lead Arrangers (in such capacity, “Joint Lead Arrangers”) and

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SECOND AMENDMENT TO THE AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENT
Management Services Agreement • May 26th, 2017 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • Delaware

THIS SECOND AMENDMENT TO THE AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENT (this “Second Amendment”) is entered into as of May 25, 2017, by and among Aurora Diagnostics, LLC, a Delaware limited liability company (the “Company”), Summit Partners, L.P., a Delaware limited partnership (“Summit”), and KRG Capital Management, L.P., a Delaware limited partnership (“KRG”). Capitalized terms used but not defined herein have the meanings set forth in the Management Services Agreement (as defined below).

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FIRST AMENDMENT TO FINANCING AGREEMENT
Financing Agreement • June 4th, 2015 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

FIRST AMENDMENT, dated as of March 4, 2015 (this "Amendment"), to the Financing Agreement, dated as of July 31, 2014, as amended, restated, supplemented or otherwise modified from time to time (as so amended, the "Financing Agreement"), by and among Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (the "Parent"), Aurora Diagnostics, LLC, a Delaware limited liability company (the "Borrower"), each subsidiary of the Parent listed as a "Guarantor" on the signature pages thereto (together with the Parent and each other Person that executes a joinder agreement and becomes a "Guarantor" thereunder or otherwise guaranties all or any part of the Obligations (as thereinafter defined), each a "Guarantor" and collectively, the "Guarantors"), the lenders from time to time party thereto (each a "Lender" and collectively, the "Lenders"), Cerberus Business Finance, LLC, a Delaware limited liability company ("Cerberus"), as collateral agent for the Lenders (in such capacity, toge

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SECOND AMENDMENT TO AURORA DIAGNOSTICS, LLC AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENT
Management Services Agreement • June 4th, 2015 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • Delaware

THIS SECOND AMENDMENT TO THE AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENT (this “Second Amendment” ) is made as of July 31, 2014, by and among Summit Partners, L.P., a Delaware limited partnership (“Summit”), KRG Capital Management, L.P., a Delaware limited partnership (“KRG”), and Aurora Diagnostics, LLC, a Delaware limited liability company (the “Company”).

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FIRST AMENDMENT TO CONSULTING AGREEMENT
Consulting Agreement • March 25th, 2013 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • Florida

THIS FIRST AMENDMENT TO CONSULTING AGREEMENT (this “First Amendment”) is made as of March 1, 2013, by and between Aurora Diagnostics, LLC (the “Company”) and James C. New (“New”).

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SEVENTH SUPPLEMENTAL INDENTURE
Seventh Supplemental Indenture • June 4th, 2015 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

Seventh Supplemental Indenture (this “Supplemental Indenture”), dated as of November 10, 2014, among West Georgia Pathology, LLC, a Georgia limited liability company (the “Additional Subsidiary Guarantor”), Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (the “Company”), Aurora Diagnostics Financing, Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”) and the existing guarantors party hereto (the “Subsidiary Guarantors”) and U.S. Bank National Association (the “Trustee”).

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EMPLOYMENT AGREEMENT
Employment Agreement • March 31st, 2017 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • Florida

This EMPLOYMENT AGREEMENT (the “Agreement”) is dated as of June 1, 2016 by and between Aurora Diagnostics, LLC (the “Company”, “Aurora Diagnostics”, or “Aurora”), and F. Michael Walsh, FMW, MD, MBA, CPE, FCAP (“Employee”).

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SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT
Limited Liability Company Agreement • June 4th, 2015 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • Delaware

THIS SECOND AMENDMENT (this “Second Amendment”) to the Second Amended and Restated Limited Liability Company Agreement, dated as of July 6, 2011, as amended (the “LLC Agreement”) of Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (“Holdings LLC”) is made by the undersigned, constituting the Majority Summit Investors, Majority KRG Investors, and Majority Management Investors, and is effective as of July 31, 2014. Unless otherwise indicated, capitalized words and phrases used in this Second Amendment shall have the same meaning as set forth in the LLC Agreement.

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Aurora Diagnostics Holdings, LLC first Amendment to the SECOND Amended and Restated Limited Liability Company Agreement
Limited Liability Company Agreement • March 25th, 2014 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • Delaware

This first Amendment (this “First Amendment”) to the Second Amended and Restated Limited Liability Company Agreement (the “LLC Agreement”) of Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (“Holdings LLC”), dated July 6, 2011, is made by the undersigned, constituting the Majority Summit Investors and Majority KRG Investors, and is effective as of October 10, 2012. Unless otherwise indicated, capitalized words and phrases used in this First Amendment shall have the same meaning as set forth in the LLC Agreement.

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FIFTH AMENDMENT TO FINANCING AGREEMENT
Financing Agreement • April 13th, 2016 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

FIFTH AMENDMENT, dated as of April 8, 2016 (this "Amendment"), to the Financing Agreement, dated as of July 31, 2014, as amended, restated, supplemented or otherwise modified from time to time (as so amended, the "Financing Agreement"), by and among Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (the "Parent"), Aurora Diagnostics, LLC, a Delaware limited liability company (the "Borrower"), each subsidiary of the Parent listed as a "Guarantor" on the signature pages thereto (together with the Parent and each other Person that executes a joinder agreement and becomes a "Guarantor" thereunder or otherwise guaranties all or any part of the Obligations (as thereinafter defined), each a "Guarantor" and collectively, the "Guarantors"), the lenders from time to time party thereto (each a "Lender" and collectively, the "Lenders"), Cerberus Business Finance, LLC, a Delaware limited liability company ("Cerberus"), as collateral agent for the Lenders (in such capacity, toge

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March 8, 2013 Mr. Peter Connolly Chairman, Board of Managers Aurora Diagnostics Holdings, LLC 11025 RCA Center Drive, Suite 300 Palm Beach Gardens, Florida 33410 Re: Management and Financial Consultancy Dear Mr. Connolly,
Management and Financial Consultancy Agreement • May 15th, 2013 • Aurora Diagnostics Holdings LLC • Services-medical laboratories

This letter (“Letter Agreement” or the “Agreement”) outlines a proposal between Dynamic Healthcare Solutions, LLC (“DHS”) and the Aurora Diagnostics Holdings, LLC (the “Client”) of the objective, tasks, work product and fees for the engagement of DHS to provide interim management and financial consulting services to the Client.

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SECOND AMENDMENT TO FINANCING AGREEMENT
Financing Agreement • April 15th, 2015 • Aurora Diagnostics Holdings LLC • Services-medical laboratories • New York

SECOND AMENDMENT, dated as of April 10, 2015 (this "Amendment"), to the Financing Agreement, dated as of July 31, 2014, as amended, restated, supplemented or otherwise modified from time to time (as so amended, the "Financing Agreement"), by and among Aurora Diagnostics Holdings, LLC, a Delaware limited liability company (the "Parent"), Aurora Diagnostics, LLC, a Delaware limited liability company (the "Borrower"), each subsidiary of the Parent listed as a "Guarantor" on the signature pages thereto (together with the Parent and each other Person that executes a joinder agreement and becomes a "Guarantor" thereunder or otherwise guaranties all or any part of the Obligations (as thereinafter defined), each a "Guarantor" and collectively, the "Guarantors"), the lenders from time to time party thereto (each a "Lender" and collectively, the "Lenders"), Cerberus Business Finance, LLC, a Delaware limited liability company ("Cerberus"), as collateral agent for the Lenders (in such capacity, to

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