CREDIT AND GUARANTY AGREEMENT Dated as of December 7, 2007 by and among THE PROVIDENCE SERVICE CORPORATION, as the Borrower, CIT HEALTHCARE LLC, as Administrative Agent, BANK OF AMERICA, N.A. AND SUNTRUST BANK, As Co- Documentation Agents, ING CAPITAL...Credit and Guaranty Agreement • December 12th, 2007 • Providence Service Corp • Services-social services • New York
This CREDIT AND GUARANTY AGREEMENT is dated as of December , 2007 among THE PROVIDENCE SERVICE CORPORATION, a Delaware corporation (the “Borrower”), the Guarantors (as hereinafter defined) from time to time party hereto, the Lenders (as hereinafter defined) from time to time party hereto, and CIT HEALTHCARE LLC, as Administrative Agent, BANK OF AMERICA, N.A. and SUNTRUST BANK, as Co-Documentation Agents, and ING CAPITAL LLC and ROYAL BANK OF CANADA, as Co-Syndication Agents.
AGREEMENT AND PLAN OF MERGER by and among CHARTER LCI CORPORATION, THE PROVIDENCE SERVICE CORPORATION, PRSC ACQUISITION CORPORATION and CLCI AGENT, LLC Dated as of November 6, 2007Merger Agreement • December 12th, 2007 • Providence Service Corp • Services-social services • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made as of November 6, 2007, by and among Charter LCI Corporation, a Delaware corporation (the “Company”), The Providence Service Corporation, a Delaware corporation (“Parent”), PRSC Acquisition Corporation, a Delaware corporation and a direct, wholly-owned subsidiary of Parent (“Merger Sub”), and, only with respect to those Sections of this Agreement expressly applicable to it, CLCI Agent, LLC, a Delaware limited liability company, as the representative of the Sellers and certain other persons identified in Section 9 hereof (the “Stockholders’ Representative”).
AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 12th, 2007 • Providence Service Corp • Services-social services • Delaware
This AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”), dated as of December 6, 2007, is by and between Charter LCI Corporation, a Delaware corporation (the “Company”), The Providence Service Corporation, a Delaware corporation (“Parent”), PRSC Acquisition Corporation, a Delaware corporation (“Merger Sub”), and CLCI Agent, LLC, a Delaware limited liability company (the “Stockholders’ Representative”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
EMPLOYMENT AGREEMENTEmployment Agreement • December 12th, 2007 • Providence Service Corp • Services-social services • Delaware
THIS EMPLOYMENT AGREEMENT (“Agreement”), is made as of this 6th day of November, 2007, by and between LOGISTICARE SOLUTIONS, LLC, a Delaware limited liability company, with its principal office located at 1800 Phoenix Boulevard, Suite 120, College Park, Georgia 30349, its successors and assigns (hereinafter collectively referred to as “Company”), and JOHN L. SHERMYEN, an individual residing at 11715 N.W. 1122nd Terrace, Alachua, Florida 32615 (“Employee” and together with the Company, the “parties”).
