REGISTRATION RIGHTS AGREEMENT by and among Radiation Therapy Services, Inc. Guarantors Listed on Schedule I hereto and Bernardo Dosoretz Dated as of March 1, 2011Registration Rights Agreement • March 7th, 2011 • Radiation Therapy Services Holdings, Inc. • Services-offices & clinics of doctors of medicine • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 1, 2011, by and among Radiation Therapy Services, Inc., a Florida corporation (the “Company”), the guarantors named in Schedule I hereto (collectively, the “Guarantors”), and Bernardo Dosoretz, an individual and citizen of the Republic of Argentina (the “Purchaser”), who has agreed to receive an aggregate principal amount of $16,250,000 of the Company’s 97/8% Senior Subordinated Notes due 2017 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”), as consideration pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG RADIATION THERAPY SERVICES INTERNATIONAL, INC., RADIATION THERAPY SERVICES, INC., RADIATION THERAPY INVESTMENTS, LLC, EDUARDO CHEHTMAN, AS THE SELLER’S REPRESENTATIVE, AND BERNARDO DOSORETZMembership Interest Purchase Agreement • March 7th, 2011 • Radiation Therapy Services Holdings, Inc. • Services-offices & clinics of doctors of medicine • Florida
MEMBERSHIP INTEREST PURCHASE AGREEMENT (the “Agreement”), dated as of March 1, 2011, by and among Radiation Therapy Services International, Inc., a Florida corporation (“Buyer”), Radiation Therapy Services, Inc., a Delaware corporation (“RTS”), Radiation Therapy Investments, LLC, a Delaware limited liability company (“RTI”), Bernardo Dosoretz, an individual and citizen of the Republic of Argentina (“Seller”) and Eduardo Chehtman, an individual and citizen of the Republic of Argentina, as the Seller’s Representative. Buyer and Seller shall be individually referred to in this Agreement as a “Party” and, collectively, as the “Parties”.
CONTRIBUTION AGREEMENTContribution Agreement • March 7th, 2011 • Radiation Therapy Services Holdings, Inc. • Services-offices & clinics of doctors of medicine • Delaware
This CONTRIBUTION AGREEMENT (this “Agreement”), dated as of March 1, 2011, is entered into by and between Radiation Therapy Investments, LLC, a Delaware limited liability company (the “Company”), and Alejandro Dosoretz (the “Investor”). Capitalized terms not defined herein shall have the meaning ascribed to such terms in that certain Second Amended and Restated Limited Liability Company Agreement of the Company (the “LLC Agreement”), dated as of March 25, 2008.
RADIATION THERAPY SERVICES, INC. (a Florida corporation) 97/8% Senior Subordinated Notes due 2017 PURCHASE AGREEMENTPurchase Agreement • March 7th, 2011 • Radiation Therapy Services Holdings, Inc. • Services-offices & clinics of doctors of medicine • New York
Radiation Therapy Services, Inc., a Florida corporation (the “Company”), proposes to issue and sell to the several purchasers named in Schedule I hereto (the “Purchasers”), $50,000,000 aggregate principal amount of its 97/8% Senior Subordinated Notes due 2017 (the “Notes”), which will be unconditionally guaranteed on a senior subordinated basis as to principal, premium, if any, and interest (the “Guarantees”) by the guarantors named in Schedule II hereto (each individually, a “Guarantor” and collectively, the “Guarantors”). The Notes will be issued pursuant to that certain Indenture, dated as of April 20, 2010, by and among the Company, the Guarantors and Wells Fargo Bank, National Association, as Trustee (the “Trustee”), as amended pursuant to the First Supplemental Indenture thereto, dated June 24, 2010, as further amended pursuant to the Second Supplemental Indenture, dated September 29, 2010, as further amended pursuant to the third supplemental indenture (the “Third Supplemental I
ContractThird Supplemental Indenture • March 7th, 2011 • Radiation Therapy Services Holdings, Inc. • Services-offices & clinics of doctors of medicine • New York
THIRD SUPPLEMENTAL INDENTURE, dated as of March 1, 2011 (this “Supplemental Indenture”), among Radiation Therapy Services, Inc., a Florida corporation (the “Company,” which term includes its successors and assigns), each other then existing Guarantor under the Indenture referred to below (the “Guarantors”), and Wells Fargo Bank, National Association, as trustee (“the Trustee”) under the Indenture referred to below.
MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG RADIATION THERAPY SERVICES INTERNATIONAL, INC., RADIATION THERAPY SERVICES, INC., MAIN FILM B.V., RADIATION THERAPY INVESTMENTS, LLC, AND ALEJANDRO DOSORETZMembership Interest Purchase Agreement • March 7th, 2011 • Radiation Therapy Services Holdings, Inc. • Services-offices & clinics of doctors of medicine • Florida
MEMBERSHIP INTEREST PURCHASE AGREEMENT (the “Agreement”), dated as of March 1, 2011, by and among Radiation Therapy Services International, Inc., a Florida corporation (“Buyer”), Main Film B.V., a Dutch B.V. (“Dutch Buyer”, together with Buyer, “Buyers”), Radiation Therapy Services, Inc., a Delaware corporation (“RTS”), Radiation Therapy Investments, LLC, a Delaware limited liability company (“RTI”), Alejandro Dosoretz, an individual and citizen of the Republic of Argentina (“Seller”) and Claudia Elena Kaplan Browntein de Dosoretz, an individual and citizen of the Republic of Argentina who is the spouse of Seller (“Spouse”). Buyer and Seller shall be individually referred to in this Agreement as a “Party” and, collectively, as the “Parties”.
REGISTRATION RIGHTS AGREEMENT by and among Radiation Therapy Services, Inc. Guarantors Listed on Schedule I hereto and The Purchasers Listed on Schedule II hereto Dated as of March 1, 2011Registration Rights Agreement • March 7th, 2011 • Radiation Therapy Services Holdings, Inc. • Services-offices & clinics of doctors of medicine • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 1, 2011, by and among Radiation Therapy Services, Inc., a Florida corporation (the “Company”), the guarantors named in Schedule I hereto (collectively, the “Guarantors”), and the purchasers named in Schedule II hereto (each, a “Purchaser” and, collectively, the “Purchasers”), each of whom has severally agreed to purchase its pro rata share of $50.0 million aggregate principal amount of the Company’s 97/8% Senior Subordinated Notes due 2017 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
ContractGlobal Note • March 7th, 2011 • Radiation Therapy Services Holdings, Inc. • Services-offices & clinics of doctors of medicine • New York
THIS GLOBAL NOTE IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS NOTE) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (I) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 2.06 OF THE INDENTURE, (II) THIS GLOBAL NOTE MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.06(a) OF THE INDENTURE, (III) THIS GLOBAL NOTE MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 2.11 OF THE INDENTURE AND (IV) THIS GLOBAL NOTE MAY BE TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF THE COMPANY.
