LIMITED LIABILITY COMPANY AGREEMENT OF VANGUARD HEALTH FINANCIAL COMPANY, LLCLimited Liability Company Agreement • March 3rd, 2010 • Central Texas Corridor Hospital Company, LLC • Hospital & medical service plans • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT, dated as of June 25, 2007 (this “Agreement”), of Vanguard Health Financial Company, LLC is entered into by and between Vanguard Health Management, Inc., as initially the sole or single member of the Company (the “Member”, and, collectively, along with all other additional future members of the Company, the “Members”), and Vanguard Health Financial Company, LLC (to be executed by said limited liability company after its formation effective July 1, 2007).
PLEDGE AGREEMENTPledge Agreement • March 3rd, 2010 • Central Texas Corridor Hospital Company, LLC • Hospital & medical service plans • New York
PLEDGE AGREEMENT (as amended, modified restated and/or supplemented from time to time, this “Agreement”), dated as of January 29, 2010 among each of the undersigned pledgors (each, a “Pledgor” and, together with any other entity that becomes a pledgor hereunder pursuant to Section 30 hereof, the “Pledgors”) and Bank of America, N.A., as Collateral Agent (together with any successor collateral agent, the “Pledgee”), for the benefit of the Secured Creditors. Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.
AMENDMENT NO. 3Limited Liability Company Operating Agreement • March 3rd, 2010 • Central Texas Corridor Hospital Company, LLC • Hospital & medical service plans • Delaware
This AMENDMENT NO. 3 (this “Amendment”), dated as of January 28, 2010, to AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT, dated as of September 23, 2004, as amended by Amendment No. 1 dated as of November 3, 2005 and Amendment No. 2 dated as of January 13, 2010 (collectively, the “Agreement”), concerning VHS Holdings LLC (the “Company”), a Delaware limited liability company, is entered into by and among the Company, the Investor Members (as defined in the Agreement) and the Management Members (as defined in the Agreement) signatory hereto.
SUBSIDIARIES GUARANTYSubsidiaries Guaranty • March 3rd, 2010 • Central Texas Corridor Hospital Company, LLC • Hospital & medical service plans • New York
SUBSIDIARIES GUARANTY (GENERAL), (as amended, modified or supplemented from time to time, this “Guaranty”), dated as of January 29, 2010, made by and among each of the undersigned guarantors (each a “Guarantor” and, together with any other entity that becomes a guarantor hereunder pursuant to Section 25 hereof, the “Guarantors”) in favor of Bank of America, N.A., as Administrative Agent (together with any successor administrative agent, the “Administrative Agent”), for the benefit of the Secured Creditors. Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.
SECURITY AGREEMENT among VANGUARD HEALTH HOLDING COMPANY I, LLC, CERTAIN SUBSIDIARIES OF VANGUARD HEALTH HOLDING COMPANY I, LLC and BANK OF AMERICA, N.A., as COLLATERAL AGENT Dated as of January 29, 2010Security Agreement • March 3rd, 2010 • Central Texas Corridor Hospital Company, LLC • Hospital & medical service plans • New York
SECURITY AGREEMENT, dated as of January 29, 2010, made by each of the undersigned assignors (each an “Assignor” and, together with any other entity that becomes an assignor hereunder pursuant to Section 10.13 hereof, the “Assignors”) in favor of Bank of America, N.A., as Collateral Agent (together with any successor Collateral Agent, the “Collateral Agent”), for the benefit of the Secured Creditors (as defined below). Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.
SUPPLEMENTAL INDENTURESupplemental Indenture • March 3rd, 2010 • Central Texas Corridor Hospital Company, LLC • Hospital & medical service plans • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 25, 2010, among Abrazo Medical Group Urgent Care, LLC, a Delaware limited liability company (“AMC”), Central Texas Corridor Hospital Company, LLC, a Delaware limited liability company (“CTCH”; AMC and CTCH, collectively, referred to herein as the “New Guarantors”), each of the New Guarantors being a subsidiary of Vanguard Health Holding Company II, LLC, a Delaware limited liability company (“VHS Holdco II”), Vanguard Holding Company II, Inc., a Delaware corporation and a wholly owned subsidiary of VHS Holdco II (together with VHS Holdco II, the “Issuers”), Vanguard Health Holding Company I, LLC, Vanguard Health Systems, Inc. and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
VANGUARD GUARANTYGuaranty • March 3rd, 2010 • Central Texas Corridor Hospital Company, LLC • Hospital & medical service plans • New York
VANGUARD GUARANTY (as amended, modified or supplemented from time to time, this “Guaranty”), dated as of January 29, 2010, made by and among the undersigned guarantor (the “Guarantor”) in favor of Bank of America, N.A., as Administrative Agent (together with any successor administrative agent, the “Administrative Agent”), for the benefit of the Secured Creditors. Except as otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as therein defined.
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF VHS SAN ANTONIO PARTNERS, LLCLimited Liability Company Agreement • March 3rd, 2010 • Central Texas Corridor Hospital Company, LLC • Hospital & medical service plans • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT, dated as of June 30, 2007 (this “Agreement”), of VHS San Antonio Partners, LLC is entered into by and between the person or persons listed on the signature pages hereto as member or members (collectively, the “Members”) and by VHS San Antonio Partners, LLC (the “Company”).
AMENDMENT NO. 2Limited Liability Company Operating Agreement • March 3rd, 2010 • Central Texas Corridor Hospital Company, LLC • Hospital & medical service plans • Delaware
This AMENDMENT NO. 2 (this “Amendment”), dated as of January 13, 2010, to AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT, dated as of September 23, 2004, as amended by Amendment No. 1 dated as of November 3, 2005 (collectively, the “Agreement”), concerning VHS Holdings LLC (the “Company”), a Delaware limited liability company, is entered into by and among the Investor Members (as defined in the Agreement) and the Management Members (as defined in the Agreement).
