CREDIT AGREEMENT among NIGHTHAWK RADIOLOGY HOLDINGS, INC., VARIOUS LENDERS and MORGAN STANLEY SENIOR FUNDING, INC., as ADMINISTRATIVE AGENTCredit Agreement • April 9th, 2007 • NightHawk Radiology Holdings Inc • Services-misc health & allied services, nec
GUARANTY AND COLLATERAL AGREEMENT dated as of April 5, 2007 among NIGHTHAWK RADIOLOGY HOLDINGS, INC., THE SUBSIDIARIES OF NIGHTHAWK RADIOLOGY HOLDINGS, INC. IDENTIFIED HEREIN and MORGAN STANLEY & CO. INCORPORATED, as COLLATERAL AGENTGuaranty and Collateral Agreement • April 9th, 2007 • NightHawk Radiology Holdings Inc • Services-misc health & allied services, nec • New York
GUARANTY AND COLLATERAL AGREEMENT (this “Agreement”) dated as of April 5, 2007, among NIGHTHAWK RADIOLOGY HOLDINGS, INC., a Delaware corporation (the “Borrower”), the Subsidiaries of the Borrower from time to time party hereto (whether as original signatories or as additional parties as contemplated by Section 7.14 hereof) identified herein and MORGAN STANLEY & CO. INCORPORATED, as Collateral Agent.
STOCK AND PARTNERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG NIGHTHAWK RADIOLOGY HOLDINGS, INC. THE RADLINX GROUP, LTD. RADLINX GROUP MANAGEMENT COMPANY, LLC HEALTHLINX, INC. DW HEALTHCARE PARTNERS, L.P. GREGORY A. LOWENSTEIN MARK J. BAKKEN M. WAYNE...Stock and Partnership Interest Purchase Agreement • April 9th, 2007 • NightHawk Radiology Holdings Inc • Services-misc health & allied services, nec • Delaware
THIS STOCK AND PARTNERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of April 5, 2007 (the “Execution Date”) by and among Nighthawk Radiology Holdings, Inc., a Delaware corporation (“Buyer”), The Radlinx Group, Ltd., a Texas limited partnership (the “Company”), Radlinx Management Company, LLC, a Texas limited liability company (the “General Partner”), Healthlinx, Inc, a Delaware corporation (“Blocker Corp.”), DW Healthcare Partners, LP, a Delaware limited partnership (“DWHP”), Gregory A. Lowenstein (“GL”), Mark J. Bakken (“MB”), M. Wayne Somers (“MS”), Mark Pantenburg (“MP”) , Calvin B. Hall (“CH,” and together with MS and MP, the “Series B Holders” and the Series B Holders together with MB, GL, the General Partner and DWHP, each a “Partner” and collectively, the “Partners”) and Gregory A. Lowenstein as Partner Representative (as such term is hereinafter defined). Capitalized terms used and not otherwise defined in this Agreement shall have the meanings
