AMENDED AND RESTATED RIGHTS AGREEMENTRights Agreement • May 7th, 2002 • Hearx LTD • Retail-retail stores, nec • Delaware
This Amended and Restated Rights Agreement, dated as of December 14, 1999 and amended and restated as of , 2002 (the “Rights Agreement”), is entered into between HEARx Ltd., a Delaware corporation (the “Company”), and The Bank of New York, a New York banking corporation (the “Rights Agent”).
CREDIT AGREEMENT BY AND AMONG HELIX HEARING CARE OF AMERICA CORP. AND EACH OF ITS DIRECT AND INDIRECT SUBSIDIARIES AND HEARx LTD. Executed and Effective as of April 30, 2002Credit Agreement • May 7th, 2002 • Hearx LTD • Retail-retail stores, nec • New York
THIS CREDIT AGREEMENT (as defined in Article 8, along with all other defined terms, this “Agreement”) is made and effective as of April 30, 2002, by and among HELIX HEARING CARE OF AMERICA CORP. (“Helix”) and each direct and indirect Subsidiary of Helix (which either are listed on Schedule A with the consent of Lender or are hereafter added as borrowing Subsidiaries pursuant to the terms hereof) (as more fully defined in Article 8, Helix and each such Subsidiary are referred to individually as a “Borrower” and collectively as the “Borrowers”), and HEARx LTD. (as more fully defined in Article 8, “Lender”)
OWNERS’ EQUITY PLEDGE AND SECURITY AGREEMENTOwners’ Equity Pledge and Security Agreement • May 7th, 2002 • Hearx LTD • Retail-retail stores, nec • New York
THIS OWNERS’ EQUITY PLEDGE AND SECURITY AGREEMENT (as defined in Article 6 hereof, along with all other defined terms, this “Pledge Agreement”) is made and effective as of May , 2002 by STEVE FORGET (as more fully defined below, a “Pledgor”), and COUSINEAU, DOUCET, PARENT, FORGET AUDIOPROTHÉSISTES s.e.n.c. (as more fully defined below, “Pledged Share Issuer”), in favor of HEARx LTD. (as more fully defined below, “Lender”).
MASTER SECURITY AGREEMENT, COLLATERAL ASSIGNMENT AND EQUITY PLEDGEMaster Security Agreement • May 7th, 2002 • Hearx LTD • Retail-retail stores, nec • New York
THIS MASTER SECURITY AGREEMENT, COLLATERAL ASSIGNMENT AND EQUITY PLEDGE (as defined in Article 6 hereof, along with all other defined terms, this “Security Agreement”) is made and effective as of May , 2002, by EACH “GRANTOR” THAT IS FROM TIME TO TIME LISTED ON SCHEDULE 1 HERETO OR OTHERWISE ADDED AS A SIGNATORY HERETO (each, as more fully defined below, a “Grantor”; collectively, the “Grantors”), in favor of HEARx LTD. (including any successor, participant, assignee, pledgee or transferee thereof, “Lender”).
