TLC Vision (USA) Corporation 16305 Swingley Ridge Road, Suite 300 Chesterfield, MO 63017 Attention: Michael Gries Re: Limited Waiver Ladies and Gentlemen:Limited Waiver • October 5th, 2009 • TLC Vision Corp • Services-specialty outpatient facilities, nec • New York
Contract Type FiledOctober 5th, 2009 Company Industry JurisdictionWe refer to the Amended and Restated Credit Agreement, dated as of June 21, 2007 among TLC Vision (USA) Corporation, a Delaware corporation (the “Borrower”), TLC Vision Corporation, a New Brunswick corporation (“Parent”), as Guarantor, the Additional Guarantors, the Lenders, the Issuing Bank, and Wells Fargo Bank, National Association, as Collateral Agent and Administrative Agent, as amended by (i) Amendment No. 1 to Credit Agreement dated as of February 28, 2008, (ii) Limited Waiver and Amendment No. 2 to Credit Agreement dated as of March 31, 2009, (iii) Amendment to Limited Waiver and Amendment No. 2 to Credit Agreement, dated as of April 30, 2009, (iv) Consent and Amendment No. 2 to Limited Waiver and Amendment No. 2 to Credit Agreement, dated as of June 1, 2009, (v) Limited Waiver, Consent, and Amendment No. 3 to Credit Agreement, dated as of June 5, 2009, (vi) Limited Waiver and Amendment No. 4 to Credit Agreement, dated as of June 30, 2009, and (vii) Amendment to Limited Waiver