0001047469-14-005098 Sample Contracts

MASTER FUNDING AND DEVELOPMENT AGREEMENT BETWEEN MPT OPERATING PARTNERSHIP, L.P. (“MPT”) AND FIRST CHOICE ER, LLC (“FIRSTCHOICE”) DATED AS OF JUNE 11, 2013
Master Funding and Development Agreement • May 21st, 2014 • Adeptus Health Inc. • Services-hospitals • Delaware

THIS MASTER FUNDING AND DEVELOPMENT AGREEMENT (this “Agreement”) is made and entered into as of June 11, 2013 by and between MPT OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (“MPT”); and FIRST CHOICE ER, LLC, a Texas limited liability company (“FirstChoice”).

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REGISTRATION RIGHTS AGREEMENT by and among Adeptus Health Inc. and the other parties hereto Dated as of [ ], 2014
Registration Rights Agreement • May 21st, 2014 • Adeptus Health Inc. • Services-hospitals • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2014, is by and among Adeptus Health Inc., a Delaware corporation (the “Company”), and each Stockholder party hereto as listed on the signature pages to this Agreement or becomes a party hereto pursuant to Section 12(c) (each, individually, a “Stockholder” and together, the “Stockholders.”

CREDIT AGREEMENT Dated as of October 31, 2013 among FIRST CHOICE ER, LLC, as the Borrower, THE SUBSIDIARIES OF THE BORROWER IDENTIFIED HEREIN, as the Guarantors, FIFTH STREET FINANCE CORP., as Administrative Agent and L/C Arranger, and THE OTHER...
Credit Agreement • May 21st, 2014 • Adeptus Health Inc. • Services-hospitals • New York

This CREDIT AGREEMENT is entered into as of October 31, 2013 among, FIRST CHOICE ER, LLC, a Texas limited liability company (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein) and FIFTH STREET FINANCE CORP. (“FSFC”), as Administrative Agent and L/C Arranger.

STOCKHOLDERS AGREEMENT DATED AS OF [ ], 2014 AMONG ADEPTUS HEALTH INC. AND THE OTHER PARTIES HERETO
Shareholder Agreement • May 21st, 2014 • Adeptus Health Inc. • Services-hospitals • Delaware

This Stockholders Agreement is entered into as of [ ], 2014 by and among Adeptus Health Inc., a Delaware corporation (the “Company”), and each of the other parties identified on the signature pages hereto (the “Investor Parties”).

ADVISORY SERVICES AGREEMENT
Advisory Services Agreement • May 21st, 2014 • Adeptus Health Inc. • Services-hospitals • Delaware

THIS ADVISORY SERVICES AGREEMENT (this “Agreement”) is effective as of September 30, 2011, (the “Effective Date”), by and between First Choice ER, LLC, a Texas limited liability company (the “Company”) and Sterling Fund Management, LLC, a Delaware limited liability company (“SFM”).

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