EXHIBIT 2(A) STOCK PURCHASE AGREEMENT By and Among NovaCare, Inc., NC Resources, Inc., Hanger Orthopedic Group, Inc.Stock Purchase Agreement • July 15th, 1999 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • Delaware
Contract Type FiledJuly 15th, 1999 Company Industry Jurisdiction
W I T N E S S E T H : - - - - - - - - - -Credit Agreement • June 27th, 1997 • Hanger Orthopedic Group Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
Contract Type FiledJune 27th, 1997 Company Industry Jurisdiction
AMONGSecurities Purchase Agreement • July 15th, 1999 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • Delaware
Contract Type FiledJuly 15th, 1999 Company Industry Jurisdiction
1 EXHIBIT 10(cccc) HANGER ORTHOPEDIC GROUP, INC. NON-QUALIFIED STOCK OPTION AGREEMENT THIS AGREEMENT is made as of June 14, 1995, by and between HANGER ORTHOPEDIC GROUP, INC., a Delaware corporation (the "Company"), and William J. McCulloch (the...Non-Qualified Stock Option Agreement • March 28th, 1996 • Hanger Orthopedic Group Inc • Orthopedic, prosthetic & surgical appliances & supplies
Contract Type FiledMarch 28th, 1996 Company Industry
EXHIBIT 2 AGREEMENT AND PLAN OF MERGER Dated as of July 29, 1996Merger Agreement • November 12th, 1996 • Hanger Orthopedic Group Inc • Orthopedic, prosthetic & surgical appliances & supplies • Georgia
Contract Type FiledNovember 12th, 1996 Company Industry Jurisdiction
Exhibit 10 AMENDMENT NO. 1 dated as of March 16, 2001 (this "Amendment"), to the Amended and Restated Credit Agreement dated as of March 29, 2000 (the "Credit Agreement"), among Hanger Orthopedic Group, Inc. (the "Borrower"), the lenders party thereto...Credit Agreement • May 15th, 2001 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • New York
Contract Type FiledMay 15th, 2001 Company Industry Jurisdiction
ASSETAsset Purchase Agreement • June 5th, 1997 • Hanger Orthopedic Group Inc • Orthopedic, prosthetic & surgical appliances & supplies • Florida
Contract Type FiledJune 5th, 1997 Company Industry Jurisdiction
EXHIBIT 10(llll) HANGER ORTHOPEDIC GROUP, INC. Incentive Stock Option Agreement THIS AGREEMENT is made as of February 21, 1996, by and between HANGER ORTHOPEDIC GROUP, INC., a Delaware corporation (the "Company"), and Richard A. Stein (the...Incentive Stock Option Agreement • March 28th, 1996 • Hanger Orthopedic Group Inc • Orthopedic, prosthetic & surgical appliances & supplies
Contract Type FiledMarch 28th, 1996 Company Industry
EMPLOYMENT AGREEMENT AGREEMENT dated as of the 2nd day of January 2002, by and between HANGER ORTHOPEDIC GROUP, INC., a Delaware corporation (the "Company"), and THOMAS F. KIRK (the "Executive"). WHEREAS, the Executive desires to be employed by the...Employment Agreement • April 1st, 2002 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • Delaware
Contract Type FiledApril 1st, 2002 Company Industry Jurisdiction
EXECUTION VERSION HANGER ORTHOPEDIC GROUP, INC. 10 3/8% Senior Notes due 2009 PURCHASE AGREEMENTPurchase Agreement • February 19th, 2002 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • New York
Contract Type FiledFebruary 19th, 2002 Company Industry Jurisdiction
EXHIBIT 10(a) CREDIT AGREEMENT dated as of June 16, 1999Credit Agreement • July 15th, 1999 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • New York
Contract Type FiledJuly 15th, 1999 Company Industry Jurisdiction
Exhibit 4(b) HANGER ORTHOPEDIC GROUP, INC. 10 3/8% SENIOR NOTES DUE 2009 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 19th, 2002 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • New York
Contract Type FiledFebruary 19th, 2002 Company Industry Jurisdiction
INDENTUREIndenture • July 15th, 1999 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • New York
Contract Type FiledJuly 15th, 1999 Company Industry Jurisdiction
EXHIBIT 10(u) ------------- EMPLOYMENT AGREEMENT -------------------- AGREEMENT dated as of the 17th day of May, 1999, by and between HANGER ORTHOPEDIC GROUP, INC., a Delaware corporation (the "Company"), and RICK TAYLOR (the "Executive"). WHEREAS,...Employment Agreement • August 12th, 1999 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • Delaware
Contract Type FiledAugust 12th, 1999 Company Industry Jurisdiction
3,300,000 Shares Hanger Orthopedic Group, Inc. Common Stock ($.01 Par Value) UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • June 11th, 1998 • Hanger Orthopedic Group Inc • Orthopedic, prosthetic & surgical appliances & supplies • Maryland
Contract Type FiledJune 11th, 1998 Company Industry Jurisdiction
Exhibit 10 CREDIT AGREEMENTCredit Agreement • February 19th, 2002 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec
Contract Type FiledFebruary 19th, 2002 Company Industry
AMONGInvestor Rights Agreement • July 15th, 1999 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • Delaware
Contract Type FiledJuly 15th, 1999 Company Industry Jurisdiction
WARRANTWarrant Agreement • November 12th, 1996 • Hanger Orthopedic Group Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
Contract Type FiledNovember 12th, 1996 Company Industry Jurisdiction
HANGER ORTHOPEDIC GROUP, INC. AND EACH OF THE SUBSIDIARY GUARANTORS PARTY HERETO 71/8% SENIOR NOTES DUE 2018Indenture • November 4th, 2010 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • New York
Contract Type FiledNovember 4th, 2010 Company Industry Jurisdiction
WITNESSETH:Employment Agreement • April 1st, 2002 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • Maryland
Contract Type FiledApril 1st, 2002 Company Industry Jurisdiction
Exhibit 4(c) HANGER ORTHOPEDIC GROUP, INC. Non-Qualified Stock Option Agreement THIS AGREEMENT is made as of January 2, 2002, by and between HANGER ORTHOPEDIC GROUP, INC., a Delaware corporation (the "Company"), and Thomas F. Kirk (the "Optionee"). W...Non-Qualified Stock Option Agreement • June 28th, 2002 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • Delaware
Contract Type FiledJune 28th, 2002 Company Industry Jurisdiction
RIGHTS AGREEMENT Dated as of February 28, 2016Rights Agreement • March 2nd, 2016 • Hanger, Inc. • Services-specialty outpatient facilities, nec • Delaware
Contract Type FiledMarch 2nd, 2016 Company Industry JurisdictionRIGHTS AGREEMENT, dated as of February 28, 2016 (the “Agreement”), by and between HANGER, INC., a Delaware corporation (the “Company”) and Computershare Inc. a Delaware corporation, as rights agent (the “Rights Agent”).
EXHIBIT 10(v) ------------- EMPLOYMENT AND NON-COMPETE AGREEMENT ------------------------------------ This Agreement is made as of August 1, 1998, between DOBI-SYMPLEX, INC., a Delaware corporation (the "Company"); and J.G. CAIRNS, JR. ("Employee")....Employment Agreement • October 27th, 1999 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec
Contract Type FiledOctober 27th, 1999 Company Industry
EXHIBIT 10(d) REGISTRATION RIGHTS AGREEMENT Dated as of June 16, 1999 By and Among HANGER ORTHOPEDIC GROUP, INC., THE GUARANTORS SIGNATORY HERETORegistration Rights Agreement • July 15th, 1999 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • New York
Contract Type FiledJuly 15th, 1999 Company Industry Jurisdiction
INDENTUREFirst Supplemental Indenture • August 12th, 1999 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • New York
Contract Type FiledAugust 12th, 1999 Company Industry Jurisdiction
AGREEMENTResignation Agreement • March 28th, 1996 • Hanger Orthopedic Group Inc • Orthopedic, prosthetic & surgical appliances & supplies
Contract Type FiledMarch 28th, 1996 Company Industry
Number of Amendment Date ------------------- ---- First November 17, 1993 Second December 22, 1993 Third April 15, 1994 Fourth May 3, 1994 Fifth August 12, 1994 Sixth September 13, 1994 Seventh March 24, 1995 Eighth October 2, 1995Financing and Security Agreement • March 28th, 1996 • Hanger Orthopedic Group Inc • Orthopedic, prosthetic & surgical appliances & supplies • Maryland
Contract Type FiledMarch 28th, 1996 Company Industry Jurisdiction
EXHIBIT 2 AGREEMENT OF JOINT FILING AlixPartners, LLC, Alix Partners Holdings, Inc. (formerly known as Jay Alix & Associates, Inc.), and Jay Alix hereby agree that the Schedule 13D to which this Agreement is attached as an exhibit may be filed on...Agreement of Joint Filing • August 30th, 2002 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec
Contract Type FiledAugust 30th, 2002 Company IndustryAlixPartners, LLC, Alix Partners Holdings, Inc. (formerly known as Jay Alix & Associates, Inc.), and Jay Alix hereby agree that the Schedule 13D to which this Agreement is attached as an exhibit may be filed on behalf of each such person.
Exhibit 4(b) HANGER ORTHOPEDIC GROUP, INC. Stock Option Agreement THIS AGREEMENT is made as of October 15, 2001, by and between HANGER ORTHOPEDIC GROUP, INC., a Delaware corporation (the "Company"), and George McHenry (the "Optionee"). W I T N E S S E...Stock Option Agreement • June 28th, 2002 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • Delaware
Contract Type FiledJune 28th, 2002 Company Industry Jurisdiction
WITNESSETH:Employment Agreement • August 12th, 1999 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • Maryland
Contract Type FiledAugust 12th, 1999 Company Industry Jurisdiction
amongSenior Subordinated Note Purchase Agreement • November 12th, 1996 • Hanger Orthopedic Group Inc • Orthopedic, prosthetic & surgical appliances & supplies • New York
Contract Type FiledNovember 12th, 1996 Company Industry Jurisdiction
CREDIT AGREEMENT among HANGER ORTHOPEDIC GROUP, INC., as Borrower, The Several Lenders from Time to Time Parties Hereto, LEHMAN BROTHERS INC. and CITIGROUP GLOBAL MARKETS INC., as Joint Lead Arrangers and Joint Book-Runners, CITICORP NORTH AMERICA,...Credit Agreement • August 4th, 2006 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • New York
Contract Type FiledAugust 4th, 2006 Company Industry JurisdictionCREDIT AGREEMENT, dated as of May 26, 2006, among HANGER ORTHOPEDIC GROUP, Inc., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), LEHMAN BROTHERS INC., as joint lead arranger and joint bookrunner, CITIGROUP GLOBAL MARKETS INC., as joint lead arranger and joint bookrunner, CITICORP NORTH AMERICA, INC., (“Citicorp”) as administrative agent (in such capacity, the “Administrative Agent”), LEHMAN COMMERCIAL PAPER INC. (“LCPI”), as syndication agent (in such capacity, the “Syndication Agent”), GENERAL ELECTRIC CAPITAL CORPORATION (“GECC”), as co–documentation agent, and LASALLE BANK, N.A. (“LaSalle”), as co-documentation agent (LaSalle in its capacity as co-documentation agent together with GECC in its capacity as co-documentation agent, collectively, the “Documentation Agents”).
FOURTH AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 8th, 2007 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • Delaware
Contract Type FiledNovember 8th, 2007 Company Industry JurisdictionFOURTH AMENDED AND RESTATED EMPLOYMENT AGREEMENT effective as of the 1st day of January, 2005 (“Agreement”), by and between HANGER PROSTHETICS & ORTHOTICS, INC., a Delaware corporation (the “Company”), and THOMAS F. KIRK (the “Executive”).
EXHIBIT 10(p) EMPLOYMENT AND NON-COMPETE AGREEMENT Agreement made as of November 1, 1996, between Hanger Orthopedic Group, Inc., a Delaware corporation (the "Company"), and H.E. Thranhardt ("Executive"). WITNESSETH: WHEREAS, Executive has great...Employment and Non-Compete Agreement • March 31st, 1997 • Hanger Orthopedic Group Inc • Orthopedic, prosthetic & surgical appliances & supplies • Maryland
Contract Type FiledMarch 31st, 1997 Company Industry Jurisdiction
HANGER ORTHOPEDIC GROUP, INC. 2,000,000 Shares Common Stock ($0.01 par value) UNDERWRITING AGREEMENTUnderwriting Agreement • December 13th, 2010 • Hanger Orthopedic Group Inc • Services-specialty outpatient facilities, nec • New York
Contract Type FiledDecember 13th, 2010 Company Industry JurisdictionAres Corporate Opportunities Fund, L.P. (the “Selling Stockholder”) proposes to sell 2,000,000 shares (the “Stock”) of common stock, par value $0.01 per share (the “Common Stock”), of Hanger Orthopedic Group, Inc., a Delaware corporation (the “Company”). This is to confirm the agreement concerning the purchase of the Stock from the Selling Stockholder by Barclays Capital Inc. ( the “Underwriter”).