SECOND AMENDMENT dated as of April 3, 2012 to the CREDIT AGREEMENT dated as of April 19, 2007 among USPI HOLDINGS, INC., as Holdings UNITED SURGICAL PARTNERS INTERNATIONAL, INC., as the Borrower AND THE LENDERS, AGENTS AND OTHER PARTIES THERETO J.P....Credit Agreement • August 24th, 2012 • Shoreline Real Estate Partnership, LLP • Blank checks • New York
Pursuant to the Agreement and Plan of Merger dated as of January 7, 2007 (the “Merger Agreement”), by and among the Borrower, Holdings and UNCN Acquisition Corp., a Delaware corporation (“Acquisition Corp.”), Acquisition Corp. merged with and into the Borrower (the “Merger”), with the Borrower surviving the Merger.
JOINDER TO REGISTRATION RIGHTS AGREEMENT April 3, 2012Joinder to Registration Rights Agreement • August 24th, 2012 • Shoreline Real Estate Partnership, LLP • Blank checks • New York
Reference is hereby made to the Registration Rights Agreement, dated as of April 3, 2012 (the “Registration Rights Agreement”), by and among USPI Finance Corp. (“USPI Finance”) and the Initial Purchasers named therein concerning the sale by USPI Finance to the Initial Purchasers of $440,000,000 aggregate principal amount of USPI Finance’s 9.000% Senior Notes due 2020 (the “Securities”). Unless otherwise defined herein, terms defined in the Registration Rights Agreement and used herein shall have the meanings given them in the Registration Rights Agreement.
SUPPLEMENTAL INDENTURESupplemental Indenture • August 24th, 2012 • Shoreline Real Estate Partnership, LLP • Blank checks • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 3, 2012, among United Surgical Partners International, Inc., a Delaware corporation (the “Company”), each of the Guarantors listed on the signature pages hereto, (each a “Guaranteeing Subsidiary” and, collectively, the “Guaranteeing Subsidiaries”), and U.S. Bank National Association, as trustee (the “Trustee”).
USPI FINANCE CORP. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 24th, 2012 • Shoreline Real Estate Partnership, LLP • Blank checks • New York
USPI Finance Corp., a corporation organized under the laws of Delaware (the “USPI Finance”), proposes to issue and sell to certain purchasers (the “Initial Purchasers”), for whom you (the “Representative”) are acting as representative, its 9.000% Senior Notes due 2020 (the “Notes”), upon the terms set forth in the Purchase Agreement between the Company and the Representative dated March 20, 2012 (the “Purchase Agreement”), and after giving effect to the Joinder Agreement referred to therein, USPI (as defined below), relating to the initial placement (the “Initial Placement”) of the Securities. Upon consummation of the Merger (as defined in the Purchase Agreement) with and into United Surgical Partners International, Inc. (“USPI”), with USPI as the surviving entity (the “Merger”), USPI and the Guarantors (as defined below) will execute and deliver a Joinder Agreement hereto substantially in the form attached as Exhibit II hereto (the “Joinder Agreement”) and shall hereby join this Agree
AMENDED AND RESTATED OPERATING AGREEMENT TITAN HEALTH OF MOUNT LAUREL, LLCOperating Agreement • August 24th, 2012 • Shoreline Real Estate Partnership, LLP • Blank checks
This Amended and Restated Operating Agreement (“Operating Agreement”) is an amendment and restatement in full of the initial operating agreement of Titan Health of Mount Laurel, LLC (the “Company”) and is entered into as of September 1, 2011 by Titan Health Corporation, the Sole Member (“Member”) of the Company.
LIMITED LIABILITY PARTNERSHIP AGREEMENT SHORELINE REAL ESTATE PARTNERS, LLP a Texas limited liability partnershipLimited Liability Partnership Agreement • August 24th, 2012 • Shoreline Real Estate Partnership, LLP • Blank checks
This Limited Liability Partnership Agreement is entered into as of July 3, 2006, by and between USP Corpus Christi, Inc., a Texas corporation (“USP”), and CS/USP Surgery Centers, LP, a Texas limited partnership (“CS/USP”), as follows:
INCREMENTAL FACILITY AMENDMENTIncremental Facility Amendment • August 24th, 2012 • Shoreline Real Estate Partnership, LLP • Blank checks • New York
INCREMENTAL FACILITY AMENDMENT, dated as of April 3, 2012 (this “Agreement”), among USPI HOLDINGS, INC., (“Holdings”), UNITED SURGICAL PARTNERS INTERNATIONAL, INC. (the “Borrower”), the Incremental Lender (as defined below), and JPMORGAN CHASE BANK, N.A., as administrative agent (the “Administrative Agent”).
OPERATING AGREEMENT OF SURGICAL HEALTH PARTNERS, LLCOperating Agreement • August 24th, 2012 • Shoreline Real Estate Partnership, LLP • Blank checks • Tennessee
This Operating Agreement of Surgical, LLC, effective as of June 14, 2001 (this “Agreement”), is entered into by Women’s Health Partners, Inc., a Delaware corporation, as the sole member (the “Member”).
