0001193125-16-572674 Sample Contracts

RESTRICTED STOCK AWARD AGREEMENT Quorum Health Corporation
Restricted Stock Award Agreement • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • Delaware

THIS AGREEMENT between you and Quorum Health Corporation, a Delaware corporation (the “Company”) governs an Award of the Company’s Restricted Stock in the amount and on the date specified in your Award notification (the “Date of Grant”).

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • Delaware

INDEMNIFICATION AGREEMENT, dated as of [●], 201[●], by and among Quorum Health Corporation, a Delaware corporation (the “Company”), and the director and/or officer of the Company whose name appears on the signature page of this Agreement (“Indemnitee”).

SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN COMMUNITY HEALTH SYSTEMS, INC. AND QUORUM HEALTH CORPORATION DATED AS OF APRIL 29, 2016
Separation and Distribution Agreement • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • Delaware

THIS SEPARATION AND DISTRIBUTION AGREEMENT, dated as of April 29, 2016, is by and between COMMUNITY HEALTH SYSTEMS, INC., a Delaware corporation (“CHS”), and QUORUM HEALTH CORPORATION, a Delaware corporation (“QHC”).

EMPLOYEE SERVICE CENTER/HRIS TRANSITION SERVICES AGREEMENT
Transition Services Agreement • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • Tennessee

THIS EMPLOYEE SERVICE CENTER/HRIS TRANSITION SERVICES AGREEMENT (this “Agreement”) is made and entered into as of 29th day of April, 2016 (the “Effective Date”), by and between CHSPSC, LLC, a Delaware limited liability company (“CHSPSC”), and QHCCS, LLC, a Delaware limited liability company (“QHCCS”).

TAX MATTERS AGREEMENT
Tax Matters Agreement • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • Delaware

This TAX MATTERS AGREEMENT dated as of April 29, 2016, is by and between COMMUNITY HEALTH SYSTEMS, INC., a Delaware corporation (“CHS”), and QUORUM HEALTH CORPORATION, a Delaware corporation (“Spinco” and, together with CHS, the “Parties”, and each individually, a “Party”).

RECEIVABLES COLLECTION AGREEMENT
Receivables Collection Agreement • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • Tennessee

THIS RECEIVABLES COLLECTION AGREEMENT (the “Agreement”) is made and entered into effective as of the 29th day of April, 2016, by and between Professional Account Services, Inc., a Tennessee corporation (“PASI”), and QHCCS, LLC, a Delaware limited liability company (“QHCCS”).

BILLING AND COLLECTION AGREEMENT
Billing and Collection Agreement • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • Tennessee

THIS BILLING AND COLLECTION AGREEMENT (the “Agreement”) is made and entered into effective as of the 29th day of April, 2016, by and between PHYSICIAN PRACTICE SUPPORT, LLC, a Delaware limited liability company (“PPS”), and QHCCS, LLC, a Delaware limited liability company (“QHCCS”).

CREDIT AGREEMENT dated as of April 29, 2016 among QUORUM HEALTH CORPORATION, THE LENDERS PARTY HERETO and CREDIT SUISSE AG, as Administrative Agent and Collateral Agent CREDIT SUISSE SECURITIES (USA) LLC, UBS SECURITIES LLC, CITIGROUP GLOBAL MARKETS,...
Credit Agreement • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • New York

CREDIT AGREEMENT dated as of April 29, 2016 (this “Agreement”), among QUORUM HEALTH CORPORATION, a Delaware corporation (the “Borrower”), the Lenders (as defined in Article I), and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as administrative agent (in such capacity, the “Administrative Agent”) and as collateral agent (in such capacity, the “Collateral Agent”) for the Lenders.

Quorum Health Corporation $400,000,000 11.625% Senior Notes due 2023 REGISTRATION RIGHTS JOINDER
Registration Rights Agreement • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec

Reference is made to the Registration Rights Agreement (the “Registration Rights Agreement”) dated April 22, 2016, among Quorum Health Corporation, a Delaware corporation (the “Issuer” or the “Company”), and the several Initial Purchasers listed on Schedule A thereto (the “Initial Purchasers”), for whom Credit Suisse Securities (USA) LLC is acting as representative (in such capacity, the “Representative”), concerning certain registration rights provisions with respect to the $400,000,000 aggregate principal amount of 11.625% Senior Notes due 2023 issued by the Issuer. Capitalized terms used and not otherwise defined herein have the meanings ascribed to them in the Registration Rights Agreement. This agreement (this “Registration Rights Joinder”) is the “Registration Rights Joinder” referred to in the Registration Rights Agreement.

SHARED SERVICE CENTERS TRANSITION SERVICES AGREEMENT
Shared Service Centers • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • Tennessee

THIS SHARED SERVICE CENTERS TRANSITION SERVICES AGREEMENT (this “Agreement”) is made and entered into as of 29th day of April, 2016 (the “Effective Date”), by and between REVENUE CYCLE SERVICE CENTER, LLC, a Delaware limited liability company (“RCSC”), and QHCCS, LLC, a Delaware limited liability company (“CLIENT”).

ELIGIBILITY SCREENING SERVICES AGREEMENT
Eligibility Screening Services Agreement • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • Tennessee

This Services Agreement (this “Agreement”) entered into this 29th day of April, 2016 by and between Eligibility Screening Services, LLC, a Delaware limited liability company (“Vendor”), and QHCCS, LLC, a Delaware limited liability company (“Client”).

Supplemental Indenture
Supplemental Indenture • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • New York

SUPPLEMENTAL INDENTURE, (this “Supplemental Indenture”) dated as of April 29, 2016, by and among Quorum Health Corporation, a Delaware corporation (“Issuer”), the parties that are signatories hereto as Guarantors (each a “Guaranteeing Subsidiary”) and Regions Bank, as Trustee under the Indenture referred to below.

COMPUTER AND DATA PROCESSING TRANSITION SERVICES AGREEMENT
Computer and Data Processing • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • Tennessee

This COMPUTER AND DATA PROCESSING TRANSITION SERVICES AGREEMENT (this “Agreement”) dated as of 29th day of April, 2016, is by and between CHSPSC, LLC, a Delaware limited liability company (“CHSPSC”), and QHCCS, LLC, a Delaware limited liability company (together with its successors and permitted assigns, hereinafter sometimes referred to as “Customer”).

SHORT-TERM TRANSITION SERVICES AGREEMENT
Term Transition Services Agreement • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • Tennessee

THIS SHORT-TERM TRANSITION SERVICES AGREEMENT, dated as of April 29, 2016, is by and between CHSPSC, LLC, a Delaware limited liability company (“CHSPSC”), an indirect wholly owned subsidiary of CHS (as defined below), and QUORUM HEALTH CORPORATION, a Delaware corporation (“QHC”).

SUPPLEMENTAL MEDICAID SERVICES TRANSITION SERVICES AGREEMENT
Supplemental Medicaid Services Transition Services Agreement • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • Tennessee

THIS SUPPLEMENTAL MEDICAID SERVICES TRANSITION SERVICES AGREEMENT, dated as of April 29, 2016, is by and between CHSPSC, LLC, a Delaware limited liability company (“CHSPSC”), an indirect wholly owned subsidiary of CHS (as defined below), and QUORUM HEALTH CORPORATION, a Delaware corporation (“QHC”).

ABL CREDIT AGREEMENT dated as of April 29, 2016 among QUORUM HEALTH CORPORATION, as Borrower THE LENDERS PARTY HERETO and UBS AG, STAMFORD BRANCH, as Administrative Agent, Collateral Agent and Swingline Lender UBS SECURITIES LLC, CITIBANK, N.A., BANK...
Abl Intercreditor Agreement • May 2nd, 2016 • Quorum Health Corp • Services-general medical & surgical hospitals, nec • New York

ABL CREDIT AGREEMENT dated as of April 29, 2016 (this “Agreement”), among QUORUM HEALTH CORPORATION, a Delaware corporation (the “Borrower”), the Lenders (as defined in Article I), and UBS AG, STAMFORD BRANCH, as administrative agent (in such capacity, the “Administrative Agent”), and as collateral agent (in such capacity, the “Collateral Agent”) for the Lenders.

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