0000950137-09-003546 Sample Contracts

Re: Amendment to Limited Waiver and Amendment No. 2 to Credit Agreement
Credit Agreement • May 4th, 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 (“the Limited Waiver”). Capitalized terms used but not defined in this Amendment to Limited Waiver and Amendment No. 2 to Credit Agreement (this “Amendment to Limited Waiver”) have the same meanings herein as in the Limited Waiver.

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