Paragraph Title Page --------- ----- ---- No. -- 1. Purchase and Sale of Assets 2 2. Purchase Price 5 3. Representations and Warranties of Sellers 16 4. Representations and Warranties of Buyer 23 5. Covenants of Sellers 27 6. Covenants of Buyer 30 7....Purchase Agreement • January 9th, 1997 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Massachusetts
1 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made as of this 15th day of July, 1998 by and between MHM SERVICES, INC., a Delaware corporation (the "Company"), and MICHAEL S. PINKERT and his heirs and assigns...Registration Rights Agreement • August 14th, 1998 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Virginia
1 PROMISSORY NOTEPromissory Note • August 14th, 1998 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Virginia
BACKGROUNDSettlement Agreement • August 14th, 1998 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Delaware
1 AGREEMENTAsset Purchase Agreement • January 13th, 1998 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Delaware
RECITALSSecurity Agreement • January 15th, 1999 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Delaware
RECITALSCredit and Security Agreement • August 14th, 1998 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Virginia
1 AGREEMENT OF SALE THIS AGREEMENT OF SALE (this "Agreement") is made and entered into by and among MHM SERVICES, INC., a Delaware corporation (hereinafter referred to as "Seller"), and POUDRE VALLEY HEALTH CARE, INC., a Colorado corporation...Agreement of Sale • May 5th, 1998 • MHM Services Inc • Services-general medical & surgical hospitals, nec
2 - 3 after receipt of such written objections (hereinafter referred to as the "Title Cure Period") in which Seller shall in good faith endeavor to satisfy or correct (but shall not be obligated to cure) all such valid title objections. In the event...Sale Agreement • May 5th, 1998 • MHM Services Inc • Services-general medical & surgical hospitals, nec
CONTRACT BETWEEN THE STATE OF TENNESSEE, DEPARTMENT OF CORRECTION AND MHM SERVICES, INC.Contract • August 16th, 2000 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Tennessee
1 Exhibit No. 10-1 ASSET PURCHASE AGREEMENT ARBOUR ELDER SERVICES, INC., d/b/a ARBOUR SENIORCARE ("Buyer") and MHM EXTENDED CARE SERVICES, INC. and its corporate parent, MHM SERVICES, INC. (collectively "seller") hereby agree as follows: Buyer desires...Asset Purchase Agreement • January 15th, 1999 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Massachusetts
PROFESSIONAL SERVICES AGREEMENTProfessional Services Agreement • January 13th, 1998 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Georgia
PROFESSIONAL SERVICES AGREEMENTProfessional Services • August 16th, 2000 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Georgia
2. Purchase of Warrant at the Option of Holder. If the Holder shall desire to sell all of the Holder's rights, title and interest in the Warrant upon the last day of the initial or extended term of the Warrant (the "Repurchase Date"), then the Holder...Repurchase Agreement • January 9th, 1997 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Delaware
1 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made as of this 15th day of July, 1998 by and between MHM SERVICES, INC., a Delaware corporation (the "Company"), and HEALTHCARE FINANCIAL PARTNERS, INC., a...Registration Rights Agreement • August 14th, 1998 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Maryland
I. PERSONNELClient Service Agreement • January 9th, 1997 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Texas
1 Exhibit No. 10-5 INTERIM MANAGEMENT AGREEMENT THIS Interim Management Agreement (this "MANAGEMENT AGREEMENT"), is made and entered into this 31st day of December, 1998, (the "CLOSING DATE"), by and between BHG of Pennsylvania, LLC, a Pennsylvania...Interim Management Agreement • January 15th, 1999 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Delaware
1 2 4. Representations and Warranties. The Guarantors hereby represent and warrant to ECS as follows:Guaranty Agreement • January 15th, 1999 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Delaware
RECITALS:Sublease Agreement • January 9th, 1997 • MHM Services Inc • Services-general medical & surgical hospitals, nec
1 Exhibit No. 10-2 ACQUISITION AGREEMENT PARADIGM HEALTH SERVICES, INC. ("Buyer") and MHM EXTENDED CARE SERVICES, INC. ("Seller") hereby agree as follows: Buyer desires to purchase and Seller desires to sell to Buyer certain assets and business...Acquisition Agreement • January 15th, 1999 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Tennessee
THIS WARRANT AND THE SHARES OF COMMON STOCK (OR OTHER SECURITIES) ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAW AND MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF...Purchase Warrant • January 9th, 1997 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Delaware
RECITALSAsset Acquisition Agreement • January 15th, 1999 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Delaware
1 Exhibit No. 10-3 INTERIM MANAGEMENT AGREEMENT This Interim Management Agreement, made and entered into this 3rd day of December, 1998, (the "Closing Date"), by and between Paradigm Health Services of Ohio, Inc. ("Manager" or "Buyer"), and MHM...Interim Management Agreement • January 15th, 1999 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Tennessee
1 SECURED BRIDGE NOTESecured Bridge Note • January 14th, 1999 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Maryland
EXHIBIT 2.2Amendment to Agreement Dated November 18, 1993 • October 11th, 1996 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Delaware
OF MENTAL HEALTH SERVICES CONTRACTMental Health Services Contract • January 13th, 1998 • MHM Services Inc • Services-general medical & surgical hospitals, nec
AGREEMENT TO PROVIDE MEDICAL AND MENTAL HEALTH SERVICES BETWEENAgreement to Provide Medical and Mental Health Services • August 16th, 2000 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Florida
1 EXHIBIT 4.6 CREDIT, SECURITY, AND GUARANTEE AGREEMENT This Agreement is made this 8 day of July, 1999, by and among MHM Correctional Services, Inc. ("Borrower"), MHM Services, Inc. ("MHM"), Michael S. and Eleanor Pinkert ("the Pinkerts", and William...Credit, Security, and Guarantee Agreement • December 29th, 1999 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Virginia
BETWEENAgreement to Provide Mental Health Services • August 16th, 2000 • MHM Services Inc • Services-general medical & surgical hospitals, nec • Florida
