Healthtronics, Inc. Sample Contracts

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RECITALS
Asset Purchase Agreement • June 16th, 2000 • Healthtronics Inc /Ga • Electromedical & electrotherapeutic apparatus • New Jersey
HEALTHTRONICS, INC. AND OSSATRONICS, INC.
Agreement and Plan of Merger • November 9th, 1998 • Healthtronics Inc /Ga
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Agreement • November 9th, 1998 • Healthtronics Inc /Ga • Texas
ESCROW AGREEMENT
Escrow Agreement • April 27th, 1999 • Healthtronics Inc /Ga • Electromedical & electrotherapeutic apparatus • Georgia
PATENT LICENSE AGREEMENT
Patent License Agreement • November 9th, 1998 • Healthtronics Inc /Ga • Georgia
1 EXHIBIT 2.1 STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • May 24th, 2001 • Healthtronics Inc /Ga • Electromedical & electrotherapeutic apparatus • Georgia
1 AGREEMENT
1 Agreement • November 9th, 1998 • Healthtronics Inc /Ga
STOCK VOTING AGREEMENT
Stock Voting Agreement • May 12th, 1999 • Healthtronics Inc /Ga • Electromedical & electrotherapeutic apparatus
EXHIBIT 10.4(a) PATENT PURCHASE AGREEMENT
Patent Purchase Agreement • November 9th, 1998 • Healthtronics Inc /Ga
EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 8th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Texas

This Executive Employment Agreement (this “Agreement”) is by and between HealthTronics, Inc., a Georgia corporation (“Employer”), and Scott A. Herz, an individual (“Executive”), and shall be effective as of November __, 2009 (the “Effective Date”).

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2004 • Healthtronics Surgical Services Inc • Electromedical & electrotherapeutic apparatus • Georgia

This AMENDED AND RESTATED EMPLOYMENT AGREEMENT is made March 1, 2004, (the “Agreement”) between HealthTronics Surgical Services Inc., a Georgia corporation (the “Company”), and Ted S. Biderman (the “Executive”).

LEASE TERM: Beginning on the Commencement Date and ending on the last day of the 84th full calendar month thereafter.
1 Lease Agreement • May 15th, 2000 • Healthtronics Inc /Ga • Electromedical & electrotherapeutic apparatus
CREDIT AGREEMENT Dated as of December 11, 2001 among HEALTHTRONICS SURGICAL SERVICES, INC. as Borrower, and THE SUBSIDIARIES OF THE BORROWER FROM TIME TO TIME PARTY HERETO, as Guarantors, THE LENDERS FROM TIME TO TIME PARTY HERETO, BANK OF AMERICA,...
Credit Agreement • April 1st, 2002 • Healthtronics Surgical Services Inc • Electromedical & electrotherapeutic apparatus • North Carolina

THIS CREDIT AGREEMENT, dated as of December , 2001 (as amended, modified, restated or supplemented from time to time, the “Credit Agreement”), is by and among HEALTHTRONICS SURGICAL SERVICES, INC., a Georgia corporation (the “Borrower”), the Guarantors (as defined herein), the Lenders (as defined herein) and BANK OF AMERICA, N.A., as Agent for the Lenders (in such capacity, the “Agent”).

FORM OF SHAREHOLDER TENDER AGREEMENT
Shareholder Tender Agreement • May 6th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Delaware

SHAREHOLDER TENDER AGREEMENT (this “Agreement”), dated as of May 5, 2010 is by and among Endo Pharmaceuticals Holdings Inc., a Delaware corporation (“Parent”), HT Acquisition Corp., wholly-owned Subsidiary of Parent (“Merger Sub”) and (“Shareholder”).

HEALTHTRONICS SURGICAL SERVICES, INC. VOTING AGREEMENT
Voting Agreement • June 15th, 2004 • Healthtronics Surgical Services Inc • Electromedical & electrotherapeutic apparatus • Delaware

HEALTHTRONICS SURGICAL SERVICES, INC. VOTING AGREEMENT (this “Agreement”) dated as of June 11, 2004, by and among Prime Medical Services, Inc., a Delaware corporation (“Prime”), HealthTronics Surgical Services, Inc., a Georgia corporation (“HealthTronics”), and the other parties signatory hereto (each a “Stockholder” and collectively, the “Stockholders”).

AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • November 12th, 2009 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Texas

This Amended and Restated Executive Employment Agreement (this “Agreement”) is by and between HealthTronics, Inc., a Georgia corporation (“Employer”), and James S.B. Whittenburg, an individual (“Executive”), and shall be effective as of November 5, 2009 (the “Effective Date”).

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AGREEMENT AND RELEASE
Agreement and Release • April 10th, 2007 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • New York
EMPLOYMENT AGREEMENT
Employment Agreement • August 9th, 2004 • Healthtronics Surgical Services Inc • Electromedical & electrotherapeutic apparatus • Georgia

This EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into June 28, 2004, by and between HealthTronics Surgical Services Inc., a Georgia corporation (the “Company”), and Victoria Beck (the “Employee”).

CREDIT AGREEMENT dated as of March 23, 2005 among HEALTHTRONICS, INC. The Lenders From Time to Time Party Hereto and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent J. P. MORGAN SECURITIES INC., as Arranger BANK OF AMERICA, N.A., as...
Credit Agreement • November 8th, 2005 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • New York

SCHEDULES AND EXHIBITS: Exhibit A – Assignment and Assumption Exhibit B – Compliance Certificate Exhibit C-1 – Revolving Note Exhibit C-2 – Swingline Note Exhibit C-3 – Term Note B Schedule 2.01 – Commitments Schedule 3.12 – Consolidated Entities Schedule 6.01 – Existing Indebtedness Schedule 6.02 – Existing Liens Schedule 6.04 – Existing Investments Schedule 6.07 – Permitted Restricted Payments Schedule 6.08 – Permitted Transactions With Affiliates

ENDO PHARMACEUTICALS HOLDINGS, INC. EXECUTIVE EMPLOYMENT AGREEMENT
Release Agreement • May 19th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Delaware

THIS AGREEMENT (the “Agreement”) is hereby entered into as of May 5, 2010, by and between Endo Pharmaceuticals Holdings, Inc. (the “Company”) and James S.B. Whittenburg (“Executive”) (hereinafter collectively referred to as “the parties”).

HEALTHTRONICS, INC. DIRECTOR RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • March 8th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Georgia

This Director Restricted Stock Award Agreement (the “Agreement”), by and between HealthTronics, Inc. (the “Company”) and ______________ (the “Grantee”), evidences the grant by the Company of an Award of Restricted Stock (the “Award”) to the Grantee on the __ day of _______, 20__ (the “Grant Date”) and the Grantee’s acceptance of the Award in accordance with the provisions of the Company 2004 Equity Incentive Plan, as amended or restated from time to time (the “Plan”). The Company and the Grantee agree as follows:

ENDO PHARMACEUTICALS HOLDINGS, INC. EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • May 19th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Delaware

THIS AGREEMENT (the “Agreement”) is hereby entered into as of May 5, 2010, by and between Endo Pharmaceuticals Holdings, Inc. (the “Company”) and Scott Herz (“Executive”) (hereinafter collectively referred to as “the parties”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG ENDO PHARMACEUTICALS HOLDINGS INC. HT ACQUISITION CORP. AND HEALTHTRONICS, INC. DATED AS OF May 5, 2010
Agreement and Plan of Merger • May 6th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of May 5, 2010, is by and among Endo Pharmaceuticals Holdings Inc., a Delaware corporation (“Parent”), HT Acquisition Corp., a Georgia corporation and a direct, wholly owned Subsidiary of Parent (“Merger Sub”), and HealthTronics, Inc., a Georgia corporation (the “Company”).

TENDER AND VOTING AGREEMENT
Tender and Voting Agreement • June 8th, 2009 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Delaware

THIS TENDER AND VOTING AGREEMENT (this “Agreement”), dated as of June 7, 2009 (this “Agreement”), among HealthTronics, Inc., a Georgia corporation (“Parent”), and the persons listed on Schedule A hereto (each, a “Stockholder” and collectively, the “Stockholders”).

AGREEMENT AND PLAN OF MERGER By and Between PRIME MEDICAL SERVICES, INC. and HEALTHTRONICS SURGICAL SERVICES, INC. Dated as of June 11, 2004
Agreement and Plan of Merger • June 15th, 2004 • Healthtronics Surgical Services Inc • Electromedical & electrotherapeutic apparatus • Delaware

This Agreement and Plan of Merger (this “Agreement”) dated as of June 11, 2004, is by and between Prime Medical Services, Inc., a Delaware corporation (“Stone”), and HealthTronics Surgical Services, Inc., a Georgia corporation (“Wave”).

Contract
Healthtronics, Inc. • May 19th, 2010 • Electromedical & electrotherapeutic apparatus • Delaware
HEALTHTRONICS, INC. RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • March 8th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • Georgia

This Restricted Stock Award Agreement (the “Agreement”), by and between HealthTronics, Inc. (the “Company”) and ____________ (the “Grantee”), evidences the grant by the Company of an Award of Restricted Stock (the “Award”) to the Grantee on the __ day of _______, 20__ (the “Grant Date”) and the Grantee’s acceptance of the Award in accordance with the provisions of the Company 2004 Equity Incentive Plan, as amended or restated from time to time (the “Plan”). The Company and the Grantee agree as follows:

CREDIT AGREEMENT dated as of December 29, 2009 among HEALTHTRONICS, INC. The Lenders From Time to Time Party Hereto and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent J. P. MORGAN SECURITIES INC., as Arranger BANK OF AMERICA, N.A.,...
Credit Agreement • January 5th, 2010 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus • New York

CREDIT AGREEMENT (as amended, modified, restated, supplemented and in effect from time to time, herein called this “Agreement”) dated as of December 29, 2009 (the “Effective Date”), among HEALTHTRONICS, INC., a Georgia corporation, the LENDERS party hereto, BANK OF AMERICA, N.A., as Syndication Agent, and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent for the Lenders.

FIRST AMENDMENT TO INTEREST PURCHASE AGREEMENT
Interest Purchase Agreement • May 31st, 2007 • Healthtronics, Inc. • Electromedical & electrotherapeutic apparatus

THIS FIRST AMENDMENT TO INTEREST PURCHASE AGREEMENT (this “Amendment”), dated May 25, 2007, is by and among Lithotripters, Inc., a North Carolina corporation (“Buyer”), HealthTronics, Inc., a Georgia corporation (“HTRN”), and David Arsht, D.O. (“Arsht”), P. Kenneth Brownstein, M.D. (“Brownstein”), Larry E. Goldstein, M.D. (“Goldstein”) and Michael Dernoga (“Dernoga”).

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