AMENDMENT NO. 2 TO NOTE PURCHASE AGREEMENT AND LIMITED WAIVERNote Purchase Agreement • November 12th, 2013 • Amedisys Inc • Services-home health care services • New York
This AMENDMENT NO. 2 TO NOTE PURCHASE AGREEMENT AND LIMITED WAIVER (this “Agreement”) is made as of September 4, 2013 by and among AMEDISYS, INC., a Delaware corporation (the “Company”), and AMEDISYS HOLDING, L.L.C., a Louisiana limited liability company (“Holding”; and together with the Company, the “Issuers”), and the holders of Notes (as defined below) signatory hereto (the “Noteholders”).
FIRST AMENDMENT TO CREDIT AGREEMENT AND LIMITED WAIVERCredit Agreement • November 12th, 2013 • Amedisys Inc • Services-home health care services • New York
THIS FIRST AMENDMENT TO CREDIT AGREEMENT AND LIMITED WAIVER (this “Agreement”) dated as of September 4, 2013 (the “Effective Date”), is entered into by and among AMEDISYS HOLDING, L.L.C., a Louisiana limited liability company (the “Co-Borrower”), AMEDISYS, INC., a Delaware corporation (the “Lead Borrower”, together with the Co-Borrower, the “Borrowers”), each of the Subsidiaries of the Borrowers listed on the signature pages hereof (the “Guarantors”), each of the Lenders (as such term is hereafter defined) party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent for the Lenders (the “Agent”).
SECURITY AND PLEDGE AGREEMENT dated as of November 11, 2013, among AMEDISYS, INC., AMEDISYS HOLDING, L.L.C., THE GUARANTORS PARTY HERETO, and JPMORGAN CHASE BANK, N.A., not in its individual capacity, but solely as Administrative AgentSecurity and Pledge Agreement • November 12th, 2013 • Amedisys Inc • Services-home health care services • New York
THIS SECURITY AND PLEDGE AGREEMENT (this “Agreement”) dated as of November 11, 2013, is among AMEDISYS HOLDING, L.L.C. (“Co-Borrower”), AMEDISYS, INC. (the “Lead Borrower”, together with the Co-Borrower, the “Borrowers”), the Guarantors party hereto (together with the Borrowers, the “Debtors”), and JPMORGAN CHASE BANK, N.A., not in its individual capacity, but solely as collateral agent for the Lenders and the other Secured Parties (as such terms are defined herein) (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 12th, 2013 • Amedisys Inc • Services-home health care services • New York
Consolidated Capital Expenditures (not to exceed $30,000,000) minus Taxes based on income that are paid in cash, all for the four-Fiscal Quarter period then ending, to (ii) scheduled payments of principal on Indebtedness of Borrower and its Subsidiaries (other than such payments in respect of the Senior Notes) plus Consolidated Cash Interest Expense plus Consolidated Rent, all for such four-Fiscal Quarter period.
