FORM OF STOCK OPTION AGREEMENTStock Option Agreement • March 4th, 2009 • Hca Inc/Tn • Services-general medical & surgical hospitals, nec • Delaware
THIS AGREEMENT, dated as of , 2009 (the “Grant Date”) is made by and between HCA Inc., a Delaware corporation (hereinafter referred to as the “Company”), and the individual whose name is set forth on the signature page hereof, who is an employee of the Company or a Subsidiary or Affiliate of the Company, hereinafter referred to as the “Optionee”. Any capitalized terms herein not otherwise defined in Article I shall have the meaning set forth in the 2006 Stock Incentive Plan for Key Employees of HCA Inc. and its Affiliates (the “Plan”).
AMENDMENT NO. 1, dated as of March 2, 2009 (this “Amendment”), to the Credit Agreement, dated as of November 17, 2006 as amended and restated as of June 20, 2007 among HCA INC., a Delaware corporation (“HCA”), the Subsidiary Borrowers party thereto,...Credit Agreement • March 4th, 2009 • Hca Inc/Tn • Services-general medical & surgical hospitals, nec • New York
CREDIT AGREEMENT, dated as of November 17, 2006, as amended and restated on June 20, 2007 (the “Agreement”), among HCA Inc., a Delaware corporation (“HCA” or the “Parent Borrower”), the Subsidiary Borrowers party hereto, the lending institutions from time to time parties hereto (each a “Lender” and, collectively, the “Lenders”), BANK OF AMERICA, N.A., as Administrative Agent, Swingline Lender and Letter of Credit Issuer (such terms and each other capitalized term used but not defined in this introductory statement having the meaning provided in Section 1), JPMORGAN CHASE BANK, N.A. and CITICORP NORTH AMERICA, INC., as co-syndication agents (in such capacity, the “Co-Syndication Agents”), BANC OF AMERICA SECURITIES LLC, J.P. MORGAN SECURITIES INC., CITIGROUP GLOBAL MARKETS INC. and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as joint lead arrangers (in such capacity, the “Joint Lead Arrangers”) and bookrunners (in such capacity, the “Bookrunners”), DEUTSCHE BANK SECURITIES INC.
AMENDED AND RESTATED PLEDGE AGREEMENTPledge Agreement • March 4th, 2009 • Hca Inc/Tn • Services-general medical & surgical hospitals, nec • New York
PLEDGE AGREEMENT dated as of November 17, 2006 and amended and restated as of March 2, 2009 among HCA Inc., a Delaware corporation (the “Company”), each of the Subsidiaries of the Company listed on the signature pages hereto or that becomes a party hereto pursuant to Section 9 hereof (each such Subsidiary being a “Subsidiary Pledgor” and, collectively, the “Subsidiary Pledgors”; the Subsidiary Pledgors and the Company are referred to collectively as the “Pledgors”) and Bank of America, N.A., as Collateral Agent (in such capacity, the “Collateral Agent”) for the benefit of the First Lien Secured Parties (as defined below).
ContractCredit Agreement • March 4th, 2009 • Hca Inc/Tn • Services-general medical & surgical hospitals, nec • New York
AMENDMENT No. 2, dated as of March 2, 2009 (this “Amendment”), to the Credit Agreement, dated as of November 17, 2006 (as amended on February 16, 2007, the “Credit Agreement”), among HCA Inc. (the “Company” or the “Parent Borrower”), HCA UK Capital Limited (the “European Subsidiary Borrower” and, collectively with the Parent Borrower, the “Borrowers”), the lending institutions from time to time parties thereto (each a “Lender” and, collectively, the “Lenders”), Bank of America, N.A., as Administrative Agent, Swingline Lender and Letter of Credit Issuer, JPMorgan Chase Bank, N.A. and Citicorp North America, Inc., as Co-Syndication Agents, Banc of America Securities LLC, J.P. Morgan Securities Inc., Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Joint Lead Arrangers and Bookrunners, Deutsche Bank Securities Inc. and Wachovia Capital Markets LLC, as Joint Bookrunners, and Merrill Lynch Capital Corporation, as Documentation Agent. Capitalized terms
AMENDED AND RESTATED EMPLOYMENT AGREEMENT Jack O. Bovender, Jr.Employment Agreement • March 4th, 2009 • Hca Inc/Tn • Services-general medical & surgical hospitals, nec • Tennessee
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) dated October 27, 2008 is entered into by and between HCA Inc. (“HCA” or the “Company”) and Jack O. Bovender, Jr. (the “Executive”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 4th, 2009 • Hca Inc/Tn • Services-general medical & surgical hospitals, nec
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”) is made by and between Richard M. Bracken (the “Executive”) and HCA Inc., a Delaware corporation (the “Company”), effective as of January 1, 2009.
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • March 4th, 2009 • Hca Inc/Tn • Services-general medical & surgical hospitals, nec • New York
THIS SECURITY AGREEMENT dated as of November 17, 2006 and amended and restated as of March 2, 2009, among HCA Inc., a Delaware corporation (the “Company”), each of the Subsidiaries of the Company listed on the signature pages hereto or that becomes a party hereto pursuant to Section 8.13 (each such entity being a “Subsidiary Grantor” and, collectively, the “Subsidiary Grantors”; the Subsidiary Grantors and the Company are referred to collectively as the “Grantors”), and Bank of America, N.A., as Collateral Agent (in such capacity, the “Collateral Agent”) for the benefit of the First Lien Secured Parties.
