TLC Vision (USA) Corporation 16305 Swingley Ridge Road, Suite 300 Chesterfield, MO 63017 Attention: Michael Gries Re: Consent and Amendment No. 2 to Limited Waiver and Amendment No. 2 to Credit Agreement Ladies and Gentlemen:Limited Waiver and Amendment to Credit Agreement • June 3rd, 2009 • TLC Vision Corp • Services-specialty outpatient facilities, nec • New York
We refer to the Limited Waiver and Amendment No. 2 to Credit Agreement, dated as of March 31, 2009, among TLC Vision (USA) Corporation (the “Borrower”), TLC Vision Corporation (“Parent”), as Guarantor, CIT Healthcare LLC, as Issuing Bank, Collateral Agent and Administrative Agent, and the Required Lenders party thereto (as amended, “the Limited Waiver”). Capitalized terms used but not defined in this Consent and Amendment No. 2 to Limited Waiver and Amendment No. 2 to Credit Agreement (this “Amendment No. 2 to Limited Waiver”) have the same meanings herein as in the Limited Waiver.
