FOURTH AMENDMENT
Exhibit 10.1
EXECUTION VERSION
FOURTH AMENDMENT
FOURTH AMENDMENT, dated as of August 7, 2014 (this “Amendment”), to (i) the Credit Agreement, dated as of November 15, 2010 (as amended from time to time, the “Credit Agreement”), among UNIVERSAL HEALTH SERVICES, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions from time to time parties thereto (the “Lenders”), JPMORGAN CHASE BANK, N.A., as administrative agent (the “Administrative Agent”) and the other agents party thereto and (ii) the Collateral Agreement, dated as of November 15, 2010 (as amended from time to time, the “Collateral Agreement”), among, inter alia, the Borrower, certain affiliates of the Borrower and the Administrative Agent.
W I T N E S S E T H:
WHEREAS, the Borrower and the Administrative Agent are parties to the Credit Agreement and the Collateral Agreement;
WHEREAS, the Borrower has requested (i) the extension of the Revolving Commitments and Tranche A Loans and (ii) thereafter, certain amendments to the Credit Agreement and Collateral Agreement as set forth herein; and
WHEREAS, the Borrower and each party to this Amendment designated as a “Revolving Lender” on its signature page hereto (each a “Revolving Lender”) wish to extend the Revolving Commitments of such Revolving Lenders on the terms set forth herein, including providing that the maturity date of such extended Revolving Commitments shall be extended as set forth herein and on Exhibit A hereto;
WHEREAS, the Borrower and each party to this Amendment designated as a “Tranche A Lender” on its signature page hereto (each a “Tranche A Lender”) wish to extend the Tranche A Term Loans of such Tranche A Lenders on the terms set forth herein, including providing that the maturity date of such extended Tranche A Term Loans shall be extended as set forth herein and on Exhibit A hereto (and which shall constitute Replacement Term Loans (as defined in the Credit Agreement));
WHEREAS, each of the Revolving Lenders and each of the Tranche A Lenders are willing to consent to the requested amendments as set forth herein;
NOW THEREFORE, in consideration of the premises and the mutual covenants hereinafter set forth, the parties hereto hereby agree as follows:
1. Defined Terms. Unless otherwise defined herein, capitalized terms used herein which are defined in the Amended Credit Agreement (as defined below) are used herein as therein defined.
2. Amendments to the Credit Agreement. Upon the Extension (as defined below):
(a) the Credit Agreement is hereby amended to be in the form of Exhibit A attached hereto (as amended, the “Amended Credit Agreement”);
(b) Schedule 1.1A, Schedule 4.2, Schedule 4.6, Schedule 4.19(a), Schedule 7.2(d) and Schedule 7.3(f) to the Credit Agreement is each hereby amended to be in the form of Exhibit B attached hereto;
(c) the Collateral Agreement is hereby amended and restated to be in the form of Exhibit C attached hereto (as amended, the “Amended Collateral Agreement”) and will be executed by the parties thereto; and
(d) the definitions of “Borrower Obligations” and “Guarantor Obligations” in the Guarantee Agreement are hereby ameneded by adding “(other than with respect to Excluded Swp Obligations)” after each reference to “Specified Swap Agreement” set forth therein.
3. Tranche A Term Lenders. Each Tranche A Term Lender as set forth on Schedule 1.1A to the Amended Credit Agreement hereby agrees, on the terms and conditions set forth herein and in the Amended Credit Agreement, to make a Tranche A Term Loan to the Borrower on the Fourth Amendment Effective Date (as defined below) in accordance with Section 2.1 of the Amended Credit Agreement. Each Tranche A Term Lender shall, effective on the Fourth Amendment Effective Date, become a party to the Amended Credit Agreement as a “Tranche A Term Lender”. Each Tranche A Term Lender shall, effective on the Fourth Amendment Effective Date, have the rights and obligations of a “Tranche Term Lender” under the Amended Credit Agreement and the other Loan Documents.
4. Revolving Commitment Maturity Date Extension. Each Revolving Lender agrees (i) to convert 100% of its existing Revolving Commitment (as defined in Exhibit A hereto) and any Revolving Loans (as defined in Exhibit A hereto) outstanding thereunder into a Revolving Commitment and Revolving Loans, respectively, on the terms set forth in the Amended Credit Agreement and (ii) that as of the Fourth Amendment Effective Date the amount of its Revolving Commitment shall be as set forth in Exhibit B hereto under the heading “Revolving Commitment” as of the Fourth Amendment Effective Date.
5. Effectiveness. The extension of the Revolving Commitments and Tranche A Loans (the “Extension”) shall become effective as of the date (the “Fourth Amendment Effective Date”) on which each of the following conditions precedent shall have been satisfied:
(a) The Administrative Agent shall have received each of the following, dated as of the Fourth Amendment Effective Date (unless otherwise agreed to by the Administrative Agent), in form and substance satisfactory to the Administrative Agent:
(i) this Amendment, duly executed and delivered by the Borrower, the Guarantors, each of the Revolving Lenders and the Tranche A Term Lenders listed on Exhibit B hereto and the Administrative Agent;
(ii) the legal opinion of (A) the Borrower’s general counsel, or other counsel reasonably acceptable to the Administrative Agent and (B) Fulbright & Xxxxxxxx LLP, counsel to the Borrower and its Subsidiaries; and
(iii) the fee letter in connection with the Fourth Amendment executed by the Borrower and the Administrative Agent.
(b) Each of the representations and warranties made by any Loan Party in or pursuant to the Loan Documents shall be true and correct in all material respects on and as of the Fourth Amendment Effective Date, except to the extent such representations and warranties expressly relate to an earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date (except that any representation and warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects).
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(c) No Default or Event of Default has occurred and is continuing on the Fourth Amendment Effective Date or after giving effect to the amendments contemplated herein and the extensions of credit requested to be made on the Fourth Amendment Effective Date.
(d) All governmental and third party approvals necessary in connection with the transactions contemplated hereby and by the Credit Agreement shall have been obtained and be in full force and effect, and all applicable waiting periods shall have expired without any action being taken or threatened by any competent authority that would restrain, prevent or otherwise impose adverse conditions on the financing contemplated hereby.
(e) The Lenders and the Administrative Agent shall have received all fees required to be paid, and all expenses for which invoices have been presented on or before the Fourth Amendment Effective Date.
(f) The Administrative Agent shall have received a solvency certificate from the chief financial officer of the Borrower, in form and substance reasonably acceptable to the Administrative Agent, certifying that the Borrower and its Subsidiaries, on a consolidated basis after giving effect to the incurrence of all Indebtedness in connection herewith on the Fourth Amendment Effective Date, are Solvent.
(g) The Administrative Agent shall have received, at least 5 days prior to the Fourth Amendment Effective Date, all documentation and other information required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including the PATRIOT Act, previously requested by the Administrative Agent.
(h) The Borrower shall have received a corporate rating and/or family rating from Xxxxx’x and S&P and the Tranche A Term Loans shall have received a credit rating from Xxxxx’x and S&P, in each case after giving effect to the incurrence of all Indebtedness in connection therewith and herewith on the Fourth Amendment Effective Date.
(i) The Borrower shall have received gross proceeds of $600,000,000 from the Senior Secured Notes (as defined in the Amended Credit Agreement).
6. Termination of Mortgages and Release of Liens on Mortgaged Property. Upon the Extension, (i) the Mortgages shall terminate and the rights and obligations of the parties thereunder shall terminate and (ii) the Administrative Agent shall cause the Collateral Agent to unconditionally reassign, release, discharge and terminate and agree to unconditionally reassign, release, discharge and terminate the Liens granted to the Collateral Agent under the Mortgages and to reassign to the Loan Parties all benefits, rights, title and interest in and to the Mortgaged Property and other property, rights, title and interest, and/or any other tangibles or intangibles which were assigned and/or granted to it by the Loan Parties, by way of security pursuant to the Mortgages without recourse or warranty. The Administrative Agent hereby covenants and agrees that it will from time to time (at the expense of the Loan Parties) cause the Collateral Agent to execute, sign, perfect, do and (if required) file, record, register and enrol with any applicable jurisdiction or with any applicable governmental authority, every further deed, assurance, agreement, instrument, act and thing which a Loan Party may reasonably require for the purposes of perfecting the termination, discharges and releases of the Mortgages and the Liens over the Mortgaged Property. For the purposes of this Section 6, the terms “Mortgages” and “Mortgaged Property” shall have the meaning ascribed to such terms in the Credit Agreement immediately prior to the amendment thereof pursuant to Section 2(a).
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7. Fees and Expenses. The Borrower hereby covenants and agrees to pay (i) to the Administrative Agent for the account of each Lender that consents to this Amendment on or prior to 5:00 p.m. (New York time), on August 6, 2014, a fee in Dollars equal to (i) in the case of a Lender prior to the Fourth Amendment Effective Date, 12.5 basis points of such Lender’s Commitments pursuant to the Revolving Commitments and the Tranche A Term Commitments prior to the Fourth Amendment Effective Date, (ii) to the extent not covered by clause (i), 25 basis points of such Lender’s Commitments pursuant to the Revolving Commitments and the Tranche A Term Commitments and (iii) all invoiced fees and accrued expenses of the Administrative Agent, including without limitation, the reasonable fees and expenses of legal counsel.
8. Ratification by Guarantors. Each of the Guarantors acknowledges that its consent to this Amendment is not required, but each of the undersigned nevertheless does hereby agree and consent to this Amendment and to the documents and agreements referred to herein. Each of the Guarantors agrees and acknowledges that (i) notwithstanding the effectiveness of this Amendment, such Guarantor’s guarantee shall remain in full force and effect without modification thereto and (ii) nothing herein shall in any way limit any of the terms or provisions of such Guarantor’s guarantee, the Collateral Agreement or any other Loan Document executed by such Guarantor (as the same may be amended from time to time), all of which are hereby ratified, confirmed and affirmed in all respects as of the Fourth Amendment Effective Date. Each of the Guarantors hereby agrees and acknowledges that no other agreement, instrument, consent or document shall be required to give effect to this Section 8. Each of the Guarantors hereby further acknowledges that the Borrower, the Administrative Agent and any Lender may from time to time enter into any further amendments, modifications, terminations and/or waivers of any provision of the Loan Documents without notice to or consent from such Guarantor and without affecting the validity or enforceability of such Guarantor’s guarantee or giving rise to any reduction, limitation, impairment, discharge or termination of such Guarantor’s guarantee.
9. Effect. Except as expressly amended hereby and which shall take effect only on and after the Extension, all of the representations, warranties, terms, covenants and conditions of the Loan Documents shall remain unamended and not waived and shall continue to be in full force and effect.
10. Counterparts. This Amendment may be executed by one or more of the parties to this Amendment on any number of separate counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instrument.
11. Severability. Any provision of this Amendment which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.
12. Integration. This Amendment and the other Loan Documents represent the agreement of the Loan Parties, the Administrative Agent and the Lenders with respect to the subject matter hereof, and there are no promises, undertakings, representations or warranties by the Administrative Agent or any Lender relative to the subject matter hereof not expressly set forth or referred to herein or in the other Loan Documents.
13. GOVERNING LAW. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed and delivered by their proper and duly authorized officers as of the day and year first above written.
UNIVERSAL HEALTH SERVICES, INC. | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Senior Vice President |
[Signature Page to Fourth Amendment]
ASCEND HEALTH CORPORATION | UHS OF HAMPTON, INC. | |||
ASSOCIATED CHILD CARE |
UHS OF XXXXXXXXX, INC. | |||
UHS OF LAKESIDE, LLC. | ||||
CCS/LANSING, INC. | UHS OF OKLAHOMA, INC. | |||
CHILDREN’S COMPREHENSIVE SERVICES, |
UHS OF PARKWOOD, INC. | |||
UHS OF PENNSYLVANIA, INC. | ||||
DEL AMO HOSPITAL, INC. | UHS OF PROVO CANYON, INC. | |||
FRONTLINE BEHAVIORAL HEALTH, INC. | UHS OF PUERTO RICO, INC. | |||
LANCASTER HOSPITAL CORPORATION | UHS OF RIVER PARISHES, INC. | |||
MCALLEN MEDICAL CENTER, INC. | UHS OF SPRING MOUNTAIN, INC. | |||
MERION BUILDING MANAGEMENT, INC. | UHS OF TEXOMA, INC. | |||
MERRIDELL ACHIEVEMENT CENTER, INC. | UHS OF TIMBERLAWN, INC. | |||
NORTHWEST TEXAS HEALTHCARE |
UHS OF TIMPANOGOS, INC. | |||
UHS OF WESTWOOD PEMBROKE, INC. | ||||
OAK PLAINS ACADEMY OF TENNESSEE, |
UHS OF WYOMING, INC. | |||
UHS SAHARA, INC. | ||||
PARK HEALTHCARE COMPANY | UHS-CORONA, INC. | |||
PENNSYLVANTA CLINICAL SCHOOLS, INC. | UNITED HEALTHCARE OF XXXXXX, INC. | |||
PSI SURETY, INC. | UNIVERSAL HEALTH SERVICES OF | |||
RIVER OAKS, INC. | ||||
SOUTHEASTERN HOSPITAL CORPORATION | UNNERSAL HEALTH SERVICES OF RANCHO | |||
SPARKS FAMILY HOSPITAL, INC. | ||||
STONINGTON BEHAVIORAL HEALTH, INC. | VALLEY HOSPITAL MEDICAL CENTER, INC. | |||
TEMECULA VALLEY HOSPITAL, INC. | WELLINGTON REGIONAL MEDICAL | |||
THE XXXXXX, INC. | ||||
THE BRIDGEWAY, INC. | WISCONSIN AVENUE PSYCHIATRIC | |||
TWO RIVERS PSYCHIATRIC HOSPITAL, INC. | ||||
UHS CHILDREN’S SERVICES, INC. | ||||
UHS HOLDING COMPANY, INC. | ||||
UHS OF XXXXXX, INC. | ||||
UHS OF CORNERSTONE, INC. | By: | /s/ Xxxxx Filton | ||
UHS OF CORNERSTONE HOLDINGS, INC. | Name: | Xxxxx Filton | ||
UHS OF D.C., INC. | Title: | Vice President | ||
UHS OF DELAWARE, INC. | ||||
UHS OF DENVER, INC. | ||||
UHS OF FAIRMOUNT, INC. | ||||
UHS OF XXXXXX, INC. | ||||
UHS OF GEORGIA, INC. | ||||
UHS OF GEORGIA HOLDINGS, INC. |
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ALLIANCE HEALTH CENTER, INC. | KIDS BEHAVIORAL HEALTH OF UTAH, INC. | |||
ALTERNATIVE BEHAVIORAL SERVICES, |
XXXXXX XXXX BEHAVIORAL HEALTH | |||
BENCHMARK BEHAVIORAL HEALTH |
MICHIGAN PSYCHIATRIC SERVICES, INC. | |||
NORTH SPRING BEHAVIORAL | ||||
BHC ALHAMBRA HOSPITAL, INC. | ||||
BHC BELMONT PINES HOSPITAL, INC. | PREMIER BEHAVIORAL SOLUTIONS OF | |||
BHC FAIRFAX HOSPITAL, INC. | ||||
BHC FOX RUN HOSPITAL, INC. | PREMIER BEHAVIORAL SOLUTIONS, INC. | |||
BHC FREMONT HOSPITAL, INC. | PSYCHIATRIC SOLUTIONS, INC. | |||
BHC HEALTH SERVICES OF NEVADA, INC. | PSYCHIATRIC SOLUTIONS OF VIRGINIA, | |||
BHC HERITAGE OAKS HOSPITAL, INC. | ||||
BHC HOLDINGS, INC. | RAMSAY YOUTH SERVICES OF GEORGIA, | |||
BHC INTERMOUNTAIN HOSPITAL, INC. | ||||
BHC MONTEVISTA HOSPITAL, INC. | RIVEREDGE HOSPITAL HOLDINGS, INC. | |||
BHC PINNACLE POINTE HOSPITAL, INC. | SPRINGFIELD HOSPITAL, INC. | |||
BHC SIERRA VISTA HOSPITAL, INC. | SUMMIT OAKS HOSPITAL, INC. | |||
BHC STREAMWOOD HOSPITAL, INC. | TEXAS HOSPITAL HOLDINGS, INC. | |||
BRENTWOOD ACQUISITION, INC. | WINDMOOR HEALTHCARE INC. | |||
BRENTWOOD ACQUISITION – SHREVEPORT, |
WINDMOOR HEALTHCARE OF PINELLAS | |||
XXXXX XXXX HOSPITAL, INC. | ||||
CANYON RIDGE HOSPITAL, INC. | ||||
CEDAR SPRINGS HOSPITAL, INC. | ||||
FIRST HOSPITAL CORPORATION OF |
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | |||
FIRST HOSPITAL PAN AMERICANO, INC. | Title: | Vice President | ||
GREAT PLAINS HOSPITAL, INC. | ||||
H. C. CORPORATION | ||||
HARBOR POINT BEHAVIORAL HEALTH |
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HAVENWYCK HOSPITAL INC. | ||||
HHC AUGUSTA, INC. | ||||
HHC XXXXXX INVESTMENT, INC. | ||||
HHC DELAWARE, INC. | ||||
HHC POPLAR SPRINGS, INC. | ||||
HHC RIVER PARK, INC. | ||||
HHC ST. XXXXXX, INC. | ||||
HORIZON HEALTH CORPORATION | ||||
HSA HILL CREST CORPORATION |
AIKEN REGIONAL MEDICAL CENTERS, LLC | ||||
LA AMISTAD RESIDENTIAL TREATMENT CENTER, LLC | ||||
TENNESSEE CLINICAL SCHOOLS, LLC | ||||
TURNING POINT CARE CENTER, LLC | ||||
UHS OF BOWLING GREEN, LLC | ||||
UHS OF GREENVILLE, LLC | ||||
UHS OF RIDGE, LLC | ||||
UHS OF ROCKFORD, LLC | ||||
UHSD, LLC | ||||
By: | Universal Health Services, Inc. | |||
Its sole member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Senior Vice President |
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FORT XXXXXX MEDICAL CENTER, L.P. | ||||
By: | For Xxxxxx Medical Center, Inc. | |||
Its general partner | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President | |||
By: | UHS of Fairmount, Inc. | |||
Its limited partner | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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FRONTLINE HOSPITAL, LLC | ||||
FRONTLINE RESIDENTIAL TREATMENT CENTER, LLC | ||||
By: | Frontline Behavioral Health, Inc. | |||
Its sole member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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KEYS GROUP HOLDINGS LLC | ||||
By: | UHS Children Services, Inc. | |||
Its sole member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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KEYSTONE/CCS PARTNERS LLC | ||||||
By: | Children’s Comprehensive Services, Inc. | |||||
Its Minority Member | ||||||
By: | KEYS Group Holdings LLC | |||||
Its Managing Member and sole member of the minority member | ||||||
By: | UHS Children Services, Inc. | |||||
Its sole member |
By: | /s/ Xxxxx Filton | |||||
Name: | Xxxxx Filton | |||||
Title: | Vice President |
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KEYSTONE CONTINUUM, LLC | ||||||||
KEYSTONE NPS LLC | ||||||||
KEYSTONE RICHLAND CENTER, LLC | ||||||||
By: | Keystone/CCS Partners LLC | |||||||
Its managing member | ||||||||
By: | Children’s Comprehensive Services, Inc. | |||||||
Its minority member | ||||||||
By: | KEYS Group Holdings LLC | |||||||
Its managing member and sole member of the minority member | ||||||||
By: | UHS Children Services, Inc. | |||||||
Its sole member |
By: | /s/ Xxxxx Filton | |||||||
Name: | Xxxxx Filton | |||||||
Title: | Vice President |
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KEYSTONE EDUCATION AND YOUTH SERVICES, L.L.C. | ||||
By: | KEYS Group Holdings, LLC | |||
Its sole member | ||||
By: | UHS Children Services, Inc. | |||
Its sole member |
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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KEYSTONE XXXXXX, LLC | ||||||
KEYSTONE MEMPHIS, LLC | ||||||
KEYSTONE NEWPORT NEWS, LLC | ||||||
KEYSTONE WSNC, L.L.C. | ||||||
By: | Keystone Education and Youth Services, LLC | |||||
Its sole member | ||||||
By: | KEYS Group Holdings LLC | |||||
Its sole member | ||||||
By: | UHS Children Services, Inc. | |||||
Its sole member |
By: | /s/ Xxxxx Filton | |||||
Name: | Xxxxx Filton | |||||
Title: | Vice President |
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MANATEE MEMORIAL HOSPITAL, L.P. | ||||
By: | Wellington Regional Medical Center, Incorporated | |||
Its general partner | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President | |||
By: | UHS of Pennsylvania, Inc. | |||
Its limited partner | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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MCALLEN HOSPITALS, L.P. | ||||
By: | McAllen Medical Center, Inc. | |||
Its general partner | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President | |||
By: | UHS of Georgia Holdings, Inc. | |||
Its limited partner | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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XXXXXXXXX METHODIST HOSPITAL, L.L.C. | ||||
By: | UHS of River Parishes, Inc. | |||
Its managing member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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UHS KENTUCKY HOLDINGS, L.L.C. | ||||
By: | UHS of Delaware, Inc. | |||
Its sole member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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UHS OF ANCHOR, L.P. | ||||
UHS OF LAUREL HEIGHTS, L.P. | ||||
UHS OF PEACHFORD, L.P. | ||||
By: | UHS of Georgia, Inc. | |||
Its general partner | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President | |||
By: | UHS of Georgia Holdings, Inc. | |||
Its limited partner | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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UHS OF CENTENNIAL PEAKS, L.L.C. | ||||
By: | UHS of Denver, Inc. | |||
Its sole member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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UHS OF DOVER, L.L.C. | ||||
By: | UHS of Rockford, LLC | |||
Its sole member | ||||
By: | Universal Health Services, Inc. | |||
Its sole member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Senior Vice President |
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UHS OF DOYLESTOWN, L.L.C. | ||||
By: | UHS of Pennsylvania, Inc. | |||
Its sole member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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UHS OF SALT LAKE CITY, L.L.C. | ||||
By: | UHS of Provo Canyon, Inc. | |||
Its sole member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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UHS OF SAVANNAH, L.L.C. | ||||
By: | UHS of Georgia Holdings, Inc. | |||
Its sole member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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UHS OKLAHOMA CITY LLC | ||||
UHS OF SPRINGWOODS, L.L.C. | ||||
By: | UHS of New Orleans, LLC | |||
Its sole member | ||||
By: | UHS of Delaware, LLC | |||
Its sole member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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UHS OF SUMMITRIDGE, LLC | ||||
By: | UHS of Peachford, L.P. | |||
Its managing member | ||||
By: | UHS of Georgia, Inc. | |||
Its general partner | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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PSYCHIATRIC SOLUTIONS HOSPITALS, LLC | ||||
By: | Psychiatric Solutions, Inc. | |||
Its Sole Member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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KMI ACQUISITION, LLC | ||||
ROLLING HILLS HOSPITAL, LLC | ||||
PSJ ACQUISITION, LLC | ||||
SHADOW MOUNTAIN BEHAVIORAL HEALTH SYSTEM, LLC | ||||
TBD ACQUISITION, LLC | ||||
By: | Psychiatric Solutions Hospitals, LLC | |||
Its Sole Member | ||||
By: | Psychiatric Solutions, Inc. | |||
Its Sole Member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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ATLANTIC SHORES HOSPITAL, L.L.C. | ||||
EMERALD COAST BEHAVIORAL HOSPITAL, LLC | ||||
OCALA BEHAVIORAL HEALTH, LLC | ||||
PALMETTO BEHAVIORAL HEALTH HOLDINGS, LLC | ||||
By: | Premier Behavioral Solutions, Inc. | |||
Its Sole Member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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PALMETTO BEHAVIORAL HEALTH SYSTEM, L.L.C. | ||||
By: | Palmetto Behavioral Health Holdings, LLC | |||
Its Sole Member | ||||
By: | Premier Behavioral Solutions, Inc. | |||
Its Sole Member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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PALMETTO LOWCOUNTRY BEHAVIORAL HEALTH, L.L.C. | ||||||
By: | Palmetto Behavioral Health System, L.L.C. | |||||
Its Sole Member | ||||||
By: | Palmetto Behavioral Health Holdings, LLC | |||||
Its Sole Member | ||||||
By: | Premier Behavioral Solutions, Inc. | |||||
Its Sole Member | ||||||
By: | /s/ Xxxxx Filton | |||||
Name: | Xxxxx Filton | |||||
Title: | Vice President |
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RAMSAY MANAGED CARE, LLC | ||||
SAMSON PROPERTIES, LLC | ||||
TBJ BEHAVIORAL CENTER, LLC | ||||
THREE RIVERS HEALTHCARE GROUP, LLC | ||||
ZEUS ENDEAVORS, LLC | ||||
WEKIVA SPRINGS CENTER, LLC | ||||
By: | Premier Behavioral Solutions, Inc. | |||
Its Sole Member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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SP BEHAVIORAL, LLC | ||||
UNIVERSITY BEHAVIORAL, LLC | ||||
By: | Ramsay Managed Care, LLC | |||
Its Sole Member | ||||
By: | Premier Behavioral Solutions, Inc. | |||
Its Sole Member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
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THREE RIVERS BEHAVIORAL HEALTH, LLC | ||||
By: | Three Rivers Healthcare Group, LLC | |||
Its Sole Member | ||||
By: | Premier Behavioral Solutions, Inc. | |||
Its Sole Member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
36
THE NATIONAL DEAF ACADEMY, LLC | ||||
By: | Zeus Endeavors, LLC | |||
Its Sole Member | ||||
By: | Premier Behavioral Solutions, Inc. | |||
Its Sole Member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
37
WILLOW SPRINGS, LLC | ||||
By: | BHC Health Services of Nevada, Inc. | |||
Its Sole Member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
38
BHC PROPERTIES, LLC | ||||
By: | Behavioral Healthcare LLC | |||
Its Sole Member | ||||
By: | BHC Holdings, Inc. | |||
Its Sole Member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
39
BHC MESILLA VALLEY HOSPITAL, LLC | ||||||
By: | BHC Properties, LLC | |||||
Its Sole Member | ||||||
By: | Behavioral Healthcare LLC | |||||
Its Sole Member | ||||||
By: | BHC Holdings, Inc. | |||||
Its Sole Member | ||||||
By: | /s/ Xxxxx Filton | |||||
Name: | Xxxxx Filton | |||||
Title: | Vice President |
40
BHC NORTHWEST PSYCHIATRIC HOSPITAL, LLC | ||||||
By: | BHC Properties, LLC | |||||
Its Sole Member | ||||||
By: | Behavioral Healthcare LLC | |||||
Its Sole Member | ||||||
By: | BHC Holdings, Inc. | |||||
Its Sole Member | ||||||
By: | /s/ Xxxxx Filton | |||||
Name: | Xxxxx Filton | |||||
Title: | Vice President |
41
XXXXX XXXX HOSPITAL, LLC | ||||
By: | Behavioral Healthcare LLC | |||
Its Sole Member | ||||
By: | BHC Holdings, Inc. | |||
Its Sole Member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
42
CUMBERLAND HOSPITAL PARTNERS, LLC | ||||||
By: | BHC Properties, LLC | |||||
Its Sole Member | ||||||
By: | Behavioral Healthcare LLC | |||||
Its Sole Member | ||||||
By: | BHC Holdings, Inc. | |||||
Its Sole Member | ||||||
By: | /s/ Xxxxx Filton | |||||
Name: | Xxxxx Filton | |||||
Title: | Vice President |
43
CUMBERLAND HOSPITAL, LLC | ||||||
By: | Cumberland Hospital Partners, LLC | |||||
Its Managing Member | ||||||
By: | BHC Properties, LLC | |||||
Its Minority Member and Sole Member of the Managing Member | ||||||
By: | Behavioral Healthcare LLC | |||||
Its Sole Member | ||||||
By: | BHC Holdings, Inc. | |||||
Its Sole Member | ||||||
By: | /s/ Xxxxx Filton | |||||
Name: | Xxxxx Filton | |||||
Title: | Vice President |
44
COLUMBUS HOSPITAL PARTNERS, LLC | ||||
LEBANON HOSPITAL PARTNERS, LLC | ||||
NORTHERN INDIANA PARTNERS, LLC | ||||
XXXXX VISTA HOSPITAL PARTNERS, LLC | ||||
By: | Behavioral Healthcare LLC | |||
Its Sole Member | ||||
By: | BHC Holdings, Inc. | |||
Its Sole Member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
45
XXXXX VISTA, LLC | ||||||||
By: | BHC of Indiana, General Partnership | |||||||
Its Sole Member | ||||||||
By: | Columbus Hospital Partners, LLC | |||||||
Its General Partner | ||||||||
By: | Lebanon Hospital Partners, LLC | |||||||
Its General Partner | ||||||||
By: | Northern Indiana Partners, LLC | |||||||
Its General Partner | ||||||||
By: | Xxxxx Vista Hospital Partners, LLC | |||||||
Its General Partner | ||||||||
By: | Behavioral Healthcare LLC | |||||||
The Sole Member of each of the above General Partners | ||||||||
By: | BHC Holdings, Inc. | |||||||
Its Sole Member | ||||||||
By: | /s/ Xxxxx Filton | |||||||
Name: | Xxxxx Filton | |||||||
Title: | Vice President |
46
XXXXXXXXX REGIONAL HOSPITAL ACQUISITION, LLC | ||||||
By: | Xxxxxxxxx Holdings, Inc. | |||||
Its Minority Member | ||||||
By: | Behavioral Healthcare LLC | |||||
Its Managing Member and Sole Member of the Minority Member | ||||||
By: | BHC Holdings, Inc. | |||||
Its Sole Member | ||||||
By: | /s/ Xxxxx Filton | |||||
Name: | Xxxxx Filton | |||||
Title: | Vice President |
47
BEHAVIORAL HEALTHCARE, LLC | ||
By: | BHC Holdings, Inc. | |
Its Sole Member | ||
By: | /s/ Xxxxx Filton | |
Name: Xxxxx Filton | ||
Title: Vice President |
48
HORIZON HEALTH HOSPITAL SERVICES, LLC | ||
HORIZON MENTAL HEALTH MANAGEMENT, LLC | ||
SUNSTONE BEHAVIORAL HEALTH, LLC | ||
By: | Horizon Health Corporation | |
Its Sole Member | ||
By: | /s/ Xxxxx Filton | |
Name: Xxxxx Filton | ||
Title: Vice President |
49
KINGWOOD PINES HOSPITAL, LLC | ||||
HHC PENNSYLVANIA, LLC | ||||
TOLEDO HOLDING CO., LLC | ||||
By: | Horizon Health Hospital Services, LLC | |||
Its Sole Member | ||||
By: | Horizon Health Corporation | |||
Its Sole Member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
00
XXXXXXX XXXXX HOSPITAL, L.P. | ||||||
NEURO INSTITUTE OF AUSTIN, L.P. | ||||||
TEXAS CYPRESS CREEK HOSPITAL, L.P. | ||||||
TEXAS XXXXXX XXXXX HOSPITAL, L.P. | ||||||
TEXAS OAKS PSYCHIATRIC HOSPITAL, L.P. | ||||||
TEXAS SAN MARCOS TREATMENT CENTER, L.P. | ||||||
TEXAS WEST OAKS HOSPITAL, L.P. | ||||||
By: | Texas Hospital Holdings, LLC | |||||
Its General Partner | ||||||
By: | Psychiatric Solutions Hospitals, LLC | |||||
Its Sole Member | ||||||
By: | Psychiatric Solutions, Inc. | |||||
Its Sole Member | ||||||
By: | /s/ Xxxxx Filton | |||||
Name: | Xxxxx Filton | |||||
Title: | Vice President | |||||
By: | Texas Hospital Holdings, Inc. | |||||
Its Limited Partner | ||||||
By: | /s/ Xxxxx Filton | |||||
Name: | Xxxxx Filton | |||||
Title: | Vice President |
51
SHC-KPH, LP | ||||||
By: | HHC Kingwood Investment, LLC | |||||
Its General Partner | ||||||
By: | Kingwood Pines Hospital, LLC | |||||
Its Limited partner | ||||||
By: | Horizon Health Hospital Services, LLC | |||||
The Sole Member of the above Limited and General Partner | ||||||
By: | Horizon Health Corporation | |||||
Its sole member | ||||||
By: | /s/ Xxxxx Filton | |||||
Name: | Xxxxx Filton | |||||
Title: | Vice President |
52
H.C. PARTNERSHIP | ||
By: | H.C. Corporation | |
Its General Partner | ||
By: | /s/ Xxxxx Filton | |
Name: Xxxxx Filton | ||
Title: Vice President | ||
By: | HSA Hill Crest Corporation | |
Its General Partner | ||
By: | /s/ Xxxxx Filton | |
Name: Xxxxx Filton | ||
Title: Vice President |
53
BHC OF INDIANA, GENERAL PARTNERSHIP | ||||||
By: | Columbus Hospital Partners, LLC | |||||
Its General Partner | ||||||
By: | Lebanon Hospital Partners, LLC | |||||
Its General Partner | ||||||
By: | Northern Indiana Partners, LLC | |||||
Its General Partner | ||||||
By: | Xxxxx Vista Hospital Partners, LLC | |||||
Its General Partner | ||||||
By: | BHC Healthcare, LLC | |||||
The Sole Member of each of the above General Partners | ||||||
By: | BHC Holdings, Inc. | |||||
Its Sole Member | ||||||
By: | /s/ Xxxxx Filton | |||||
Name: | Xxxxx Filton | |||||
Title: | Vice President |
54
XXXXXX XXXXXX OF FLORIDA, LLC | ||||||
By: | Horizon Health Hospital Services, LLC | |||||
Its sole member | ||||||
By: | Horizon Health Corporation | |||||
Its sole member | ||||||
By: | /s/ Xxxxx Filton | |||||
Name: |
Xxxxx Filton | |||||
Title: |
Vice President |
55
UHS OF NEW ORLEANS, LLC | ||||
UHSL, LLC | ||||
By: | UHS of Delaware, Inc. | |||
Its sole member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Senior Vice President |
56
INDEPENDENCE PHYSICIAN MANAGEMENT, LLC | ||||
By: | UHS of Fairmount, Inc. | |||
Its sole member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
57
BEHAVIORAL HEALTH MANAGEMENT, LLC | ||||
BEHAVIORAL HEALTH REALTY, LLC | ||||
CAT REALTY, LLC | ||||
CAT SEATTLE, LLC | ||||
PSYCHIATRIC REALTY, LLC | ||||
SALT LAKE BEHAVIORAL HEALTH, LLC | ||||
SALT LAKE PSYCHIATRIC REALTY, LLC | ||||
UBH OF PHOENIX, LLC | ||||
UBH OF PHOENIX REALTY, LLC | ||||
UNIVERSITY BEHAVIORAL HEALTH OF EL PASO | ||||
By: | Ascend Health Corporation | |||
Its sole member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
00
XXXXXXXX XXXX HOSPITAL, LLC | ||||
By: | UHS of Xxxxxxxxx, Inc. | |||
Its sole member | ||||
By: | /s/ Xxxxx Filton | |||
Name: | Xxxxx Filton | |||
Title: | Vice President |
59
JPMORGAN CHASE BANK, N.A., as Administrative Agent, a Tranche A Term Lender, a Revolving Lender and as Swingline Lender | ||||
By: | /s/ Xxxx XxxXxx | |||
Name: | Xxxx XxxXxx | |||
Title: | Executive Director |
60
Bank of America, N.A., as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxxx Xxxxx | |||
Name: | Xxxxxxx Xxxxx | |||
Title: | Senior Vice President |
61
Bank of America, N.A., as a Revolving Lender | ||||
By: | /s/ Xxxxxxx Xxxxx | |||
Name: | Xxxxxxx Xxxxx | |||
Title: | Senior Vice President |
62
SunTrust Bank, as a Tranche A Term Lender | ||||
By: | /s/ Xxxx X. Xxxx | |||
Name: | Xxxx X. Xxxx | |||
Title: | Vice President |
63
SunTrust Bank, as Revolving Lender | ||||
By: | /s/ Xxxx X. Xxxx | |||
Name: | Xxxx X. Xxxx | |||
Title: | Vice President |
64
THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Tranche A Term Lender | ||||
By: | /s/ Xxxxx XxXxxx | |||
Name: | Xxxxx XxXxxx | |||
Title: | Vice President |
65
THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Revolving Lender | ||||
By: | /s/ Xxxxx XxXxxx | |||
Name: | Xxxxx XxXxxx | |||
Title: | Vice President |
66
Mizuho Bank, Ltd. (f/k/a Mizuho Corporate Bank, Ltd.), as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxxx X. Xxxx | |||
Name: | Xxxxxxx X. Xxxx | |||
Title: | Authorized Signatory |
67
Mizuho Bank, Ltd. (f/k/a Mizuho Corporate Bank, Ltd.), as a Revolving Lender | ||||
By: | /s/ Xxxxxxx X. Xxxx | |||
Name: | Xxxxxxx X. Xxxx | |||
Title: | Authorized Signatory |
68
CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Revolving Lender | ||||
By: | /s/ Xxxxxx Xxxxxxxx | |||
Name: | Xxxxxx Xxxxxxxx | |||
Title: | Managing Director | |||
By: | /s/ Xxxx Xxxxxx | |||
Name: | Xxxx Xxxxxx | |||
Title: | Managing Director |
69
CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxx Xxxxxxxx | |||
Name: | Xxxxxx Xxxxxxxx | |||
Title: | Managing Director | |||
By: | /s/ Xxxx Xxxxxx | |||
Name: | Xxxx Xxxxxx | |||
Title: | Managing Director |
70
DEUTSCHE BANK AG NEW YORK BRANCH, as a Revolving Lender | ||||
By: | /s/ Xxxxxxx Xxxxxxx | |||
Name: | Xxxxxxx Xxxxxxx | |||
Title: | Vice President | |||
By: | /s/ Xxxx X. Xxxxxxxx | |||
Name: | Xxxx X. Xxxxxxxx | |||
Title: | Vice President |
71
DEUTSCHE BANK AG NEW YORK BRANCH, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxxx Xxxxxxx | |||
Name: | Xxxxxxx Xxxxxxx | |||
Title: | Vice President | |||
By: | /s/ Xxxx X. Xxxxxxxx | |||
Name: | Xxxx X. Xxxxxxxx | |||
Title: | Vice President |
72
Royal Bank of Canada, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxxx Xxxxxxxxx | |||
Name: | Xxxxxxx Xxxxxxxxx | |||
Title: | Authorized Signatory |
73
Royal Bank of Canada, as a Revolving Lender | ||||
By: | /s/ Xxxxxxx Xxxxxxxxx | |||
Name: | Xxxxxxx Xxxxxxxxx | |||
Title: | Authorized Signatory |
74
XXXXXXX XXXXX BANK USA, as a Revolving Lender | ||||
By: | /s/ Xxxx Xxxxxx | |||
Name: | Xxxx Xxxxxx | |||
Title: | Authorized Signatory |
75
XXXXXXX SACHS BANK USA, as a Tranche A Term Lender | ||||
By: | /s/ Xxxx Xxxxxx | |||
Name: | Xxxx Xxxxxx | |||
Title: | Authorized Signatory |
76
Sumitomo Mitsui Banking Corporation, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxx X. Xxx | |||
Name: | Xxxxx X. Xxx | |||
Title: | Managing Director |
77
Sumitomo Mitsui Banking Corporation, as a Revolving Lender | ||||
By: | /s/ Xxxxx X. Xxx | |||
Name: | Xxxxx X. Xxx | |||
Title: | Managing Director |
78
Xxxxx Fargo Bank, National Association, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxx X. Xxxx | |||
Name: | Xxxxxx X. Xxxx | |||
Title: | Director |
79
Xxxxx Fargo Bank, National Association, as a Revolving Lender | ||||
By: | /s/ Xxxxxx X. Xxxx | |||
Name: | Xxxxxx X. Xxxx | |||
Title: | Director |
80
Fifth Third Bank, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxxx X. Xxxxxxxx | |||
Name: | Xxxxxxx X. Xxxxxxxx | |||
Title: | Senior Vice President |
81
Fifth Third Bank, as a Revolving Lender | ||||
By: | /s/ Xxxxxxx X. Xxxxxxxx | |||
Name: | Xxxxxxx X. Xxxxxxxx | |||
Title: | Senior Vice President |
82
PNC Bank NA, as a Revolving Lender | ||||
By: | /s/ Xxxxxx X. Xxxxxxxx | |||
Name: | Xxxxxx X. Xxxxxxxx | |||
Title: | Senior Vice President |
83
PNC Bank NA, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxx X. Xxxxxxxx | |||
Name: | Xxxxxx X. Xxxxxxxx | |||
Title: | Senior Vice President |
84
TD Bank, N.A., as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxx Xxxx | |||
Name: | Xxxxxx Xxxx | |||
Title: | Senior Vice President |
85
TD Bank, N.A., as a Revolving Lender | ||||
By: | /s/ Xxxxxx Xxxx | |||
Name: | Xxxxxx Xxxx | |||
Title: | Senior Vice President |
86
Santander Bank, N.A., as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxxx X. Xxxxxxxx | |||
Name: | Xxxxxxx X. Xxxxxxxx | |||
Title: | Senior Vice President |
87
Santander Bank, N.A., as a Revolving Lender | ||||
By: | /s/ Xxxxxxx X. Xxxxxxxx | |||
Name: | Xxxxxxx X. Xxxxxxxx | |||
Title: | Senior Vice President |
88
KeyBank National Association, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxx Xxxxxx | |||
Name: | Xxxxx Xxxxxx | |||
Title: | Senior Vice President |
89
KeyBank National Association, as a Revolving Lender | ||||
By: | /s/ Xxxxx Xxxxxx | |||
Name: | Xxxxx Xxxxxx | |||
Title: | Senior Vice President |
90
Capital One, N.A., as a Tranche A Term Lender | ||||
By: | /s/ Xxxx Xxxxxxx | |||
Name: | Xxxx Xxxxxxx | |||
Title: | Vice President |
91
Capital One, N.A., as a Revolving Lender | ||||
By: | /s/ Xxxx Xxxxxxx | |||
Name: | Xxxx Xxxxxxx | |||
Title: | Vice President |
92
SIEMENS FINANCIAL SERVICES, INC., as a Tranche A Term Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | Vice President | |||
By: | /s/ Xxxxxxx X. Xxxx | |||
Name: | Xxxxxxx X. Xxxx | |||
Title: | Vice President |
93
SIEMENS FINANCIAL SERVICES, INC., as a Revolving Lender | ||||
By: | /s/ Xxxxx Xxxx | |||
Name: | Xxxxx Xxxx | |||
Title: | Vice President | |||
By: | /s/ Xxxxxxx X. Xxxx | |||
Name: | Xxxxxxx X. Xxxx | |||
Title: | Vice President |
94
AZB Funding, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxxx Xxxxxxxxx | |||
Name: | Xxxxxxx Xxxxxxxxx | |||
Title: | Authorized Signatory |
95
BOKF, N.A. dba BANK OF OKLAHOMA, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxx X. Xxxxxx | |||
Name: | Xxxxx X. Xxxxxx | |||
Title: | Vice President |
96
Cadence Bank, N.A., as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxxx X. Xxxxxxxx | |||
Name: | Xxxxxxx X. Xxxxxxxx | |||
Title: | Executive Vice President |
97
CADENCE BANK, N.A., as a Revolving Lender | ||||
By: | /s/ Xxxxxxx X. Xxxxxxxx | |||
Name: | Xxxxxxx X. Xxxxxxxx | |||
Title: | Executive Vice President |
98
Banco Popular de Puerto Rico, New York Branch, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxx X. Xxxxxxxx | |||
Name: | Xxxxxx X. Xxxxxxxx | |||
Title: | Vice President |
99
First Niagara Bank, N.A., as a Tranche A Term Lender | ||||
By: | /s/ Xxx Xxxxxxx | |||
Name: | Xxx Xxxxxxx | |||
Title: | Managing Director |
100
First Niagara Bank, N.A., as a Revolving Lender | ||||
By: | /s/ Xxx Xxxxxxx | |||
Name: | Xxx Xxxxxxx | |||
Title: | Managing Director |
101
FIRSTMERIT BANK, N.A., as a Tranche A Term Lender | ||||
By: | /s/ Xxxxx X. Xxxxxxxx | |||
Name: | Xxxxx X. Xxxxxxxx | |||
Title: | Senior Vice President |
000
Xxxxx Xxxxxxxxxx Xxxx, Xxx Xxxx Branch, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxx Xxx | |||
Name: | Xxxxx Xxx | |||
Title: | Senior Vice President & General Manager |
103
MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD., LOS ANGELES BRANCH, as a Tranche A Term Lender | ||||
By: | /s/ XxXxxx Xx | |||
Name: | XxXxxx Xx | |||
Title: | VP & General Manager |
104
MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD., LOS ANGELES BRANCH, as a Revolving Lender | ||||
By: | /s/ XxXxxx Xx | |||
Name: | XxXxxx Xx | |||
Title: | VP & General Manager |
000
Xxxxxxxxx Xxxxxxxxxxxx X.X., as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxxxxx Xxxxxxx | |||
Name: | Xxxxxxxxx Xxxxxxx | |||
Title: | Corporate Loan Officer | |||
By: | /s/ Xxxx Xxxxxx | |||
Name: | Xxxx Xxxxxx | |||
Title: | Vice President |
106
Xxxxx Xxx Commercial Bank, Ltd., Los Angeles Branch, as a Tranche A Term Lender | ||||
By: | /s/ Xxxx Xxxx | |||
Name: | Xxxx Xxxx | |||
Title: | Vice President & General Manager |
107
Xxxxx Xxx Commercial Bank, Ltd., Los Angeles Branch, as a Revolving Lender | ||||
By: | /s/ Xxxx Xxxx | |||
Name: | Xxxx Xxxx | |||
Title: | Vice President & General Manager |
108
Manufacturers Bank, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxx Xxx | |||
Name: | Xxxxx Xxx | |||
Title: | Vice President |
109
MANUFACTURERS BANK, as a Lender | ||||
By: | /s/ Xxxxx Xxx | |||
Name: | Xxxxx Xxx | |||
Title: | Vice President |
110
Kingsland III, Ltd., as a Tranche A Term Lender | ||||
By: | Kingsland Capital Management, LLC, as Manager | |||
By: | /s/ Xxxxxxxxx Xxx | |||
Name: | Xxxxxxxxx Xxx | |||
Title: | Authorized Signatory |
111
Sumitomo Mitsui Trust Bank, Limited, New York Branch, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxx X. Xxx XX | |||
Name: | Xxxxxx X. Xxx XX | |||
Title: | Vice President |
112
CTBC Bank Co., Ltd., New York Branch, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxx Xx | |||
Name: | Xxxxx Xx | |||
Title: | SVP & Branch General Manager |
113
FAR EAST NATIONAL BANK, as a Tranche A Term Lender | ||||
By: | /s/ Xxxxxx Xxxxxx | |||
Name: | Xxxxxx Xxxxxx | |||
Title: | Vice President and Manager |
114
National Penn Bank, as a Tranch A Term Lender | ||||
By: | /s/ Xxxx X. Xxxxxxx | |||
Name: | Xxxx X. Xxxxxxx | |||
Title: | Vice President |
115
Kingsland II, Ltd., as a Tranche A Term Lender | ||||
By: | Kingsland Capital Management, LLC, as Manager | |||
By: | /s/ Xxxxxxxxx Xxx | |||
Name: | Xxxxxxxxx Xxx | |||
Title: | Authorized Signatory |
116
XXXXXXXX FUNDING LTD., as a Tranche A Term Lender | ||||
By | Silvermine Capital Management LLC, | |||
As Collateral Manager | ||||
By: | /s/ Xxxxx Xxxxx | |||
Name: | Xxxxx Xxxxx | |||
Title: | Principal |
117
UNITED COMMUNITY BANK, as a Revolving Lender | ||||
By: | /s/ Xxxxxx Xxxxxx | |||
Name: | Xxxxxx Xxxxxx | |||
Title: | Senior Vice President |
118
BMO XXXXXX BANK, N.A., as a Revolving Lender | ||||
By: | /s/ Xxxx Xxxxxxxxxxx | |||
Name: | Xxxx Xxxxxxxxxxx | |||
Title: | Director |
119
UBS AG, STAMFORD BRANCH, as a Revolving Lender | ||||
By: | /s/ Xxxx Xxxxx | |||
Name: | Xxxx Xxxxx | |||
Title: | Director | |||
By: | /s/ Xxxxxxxx Xxxxxxxx | |||
Name: | Xxxxxxxx Xxxxxxxx | |||
Title: | Associate Director |
120
Exhibit A
Amended Credit Agreement
See attached.
Exhibit B
Schedules
See attached.
Exhibit C
Amended Collateral Agreement
See attached.