REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 12th, 1997 • American Dental Partners Inc • Delaware
EXHIBIT 10(T) AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT DATED AS OF DECEMBER 4, 1998Revolving Credit Agreement • March 9th, 1999 • American Dental Partners Inc • Services-misc health & allied services, nec • Massachusetts
BETWEENServices Agreement • March 23rd, 1998 • American Dental Partners Inc • Services-misc health & allied services, nec • Wisconsin
EXHIBIT 10(R) SERVICE AGREEMENTService Agreement • March 23rd, 1998 • American Dental Partners Inc • Services-misc health & allied services, nec • Minnesota
REGISTRATION RIGHTS AGREEMENT ----------------------------- This agreement is made effective November 11, 1996, among American Dental Partners, Inc., a Delaware corporation (the "Company"), and the individuals and entities identified on the Schedule...Registration Rights Agreement • November 12th, 1997 • American Dental Partners Inc • Delaware
INDEX -----Preferred Stock Purchase Agreement • November 12th, 1997 • American Dental Partners Inc • Delaware
S)7. Confidentiality; Noncompetition. The Employee shall not, directly ------------------------------- or indirectly, at any time (whether during the term of this agreement or thereafter), disclose any Confidential Information (defined below) to any...Employment Agreement • November 12th, 1997 • American Dental Partners Inc • Massachusetts
EXHIBIT 2 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 24th, 1999 • American Dental Partners Inc • Services-misc health & allied services, nec • Massachusetts
AMERICAN DENTAL PARTNERS, INC. and , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OFCommon Stock Warrant Agreement • June 23rd, 2009 • American Dental Partners Inc • Services-misc health & allied services, nec • New York
This Common Stock Warrant Agreement (this “Agreement”), dated as of [ ], is entered into by and between American Dental Partners, Inc., a Delaware corporation (the “Company”) and [ ], a [corporation] [national banking association] organized and existing under the laws of [ ] and having a corporate trust office in [ ], as warrant agent (the “Warrant Agent”).
EXHIBIT 1 2,300,000 Shares AMERICAN DENTAL PARTNERS, INC. Common Stock ($0.01 Par Value) UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • December 31st, 1997 • American Dental Partners Inc • Services-misc health & allied services, nec • Maryland
AMONGAsset Purchase Agreement • February 18th, 1999 • American Dental Partners Inc • Services-misc health & allied services, nec • Arizona
REGISTRATION RIGHTS AGREEMENT ----------------------------- This agreement is made effective October 1, 1997, among American Dental Partners, Inc., a Delaware corporation (the "Company"), and Karl H. Biewald, D.D.S., J.E. Cutliffe, D.D.S., Timothy J....Registration Rights Agreement • November 12th, 1997 • American Dental Partners Inc • Delaware
AMONGAsset Purchase Agreement • December 31st, 1997 • American Dental Partners Inc • Services-misc health & allied services, nec • Massachusetts
EMPLOYMENT AND NON-COMPETITION AGREEMENT AGREEMENT, dated and entered into as of the eighth day of January, 1996, by and between American Dental Partners, Inc., a Delaware corporation (the "Company"), and Gregory A. Serrao, a resident of Ohio (the...Employment and Non-Competition Agreement • November 12th, 1997 • American Dental Partners Inc • Massachusetts
EXHIBIT 10(K) EMPLOYMENT AND NONCOMPETITION AGREEMENT --------------------------------------- This agreement is made effective October 21, 1998, between American Dental Partners, Inc., a Delaware corporation (the "Company"), and Lee S. Feldman (the...Employment and Noncompetition Agreement • March 9th, 1999 • American Dental Partners Inc • Services-misc health & allied services, nec • Massachusetts
Exhibit 10(r) AMENDED AND RESTATED SERVICE AGREEMENTService Agreement • March 9th, 1999 • American Dental Partners Inc • Services-misc health & allied services, nec • Minnesota
REGISTRATION RIGHTS AGREEMENT ----------------------------- This agreement is made effective March 31, 1997, among American Dental Partners, Inc., a Delaware corporation (the "Company"), and Lakeside Dental Group, a Louisiana general partnership...Registration Rights Agreement • November 12th, 1997 • American Dental Partners Inc • Delaware
EMPLOYMENT AGREEMENT -------------------- This agreement is made effective April 22, 1996, between American Dental Partners, Inc., a Delaware corporation (the "Company"), and Ronald M. Levenson (the "Employee"), who hereby agree as follows: (S)1....Employment Agreement • November 12th, 1997 • American Dental Partners Inc • Massachusetts
REGISTRATION RIGHTS AGREEMENT ----------------------------- This agreement is made effective December 13, 1996, among American Dental Partners, Inc., a Delaware corporation (the "Company") and Les L. Crane, D.D.S. (the "Shareholder"). Background...Registration Rights Agreement • November 12th, 1997 • American Dental Partners Inc • Delaware
REGISTRATION RIGHTS AGREEMENT ----------------------------- This agreement is made effective July 1, 1997, between American Dental Partners, Inc., a Delaware corporation (the "Company"), and John M. Werwie, D.D.S., James F. Ruzicka, D.D.S., and Jon J....Registration Rights Agreement • November 12th, 1997 • American Dental Partners Inc • Delaware
REGISTRATION RIGHTS AGREEMENT ----------------------------- This agreement is made effective May 22, 1997, between American Dental Partners, Inc., a Delaware corporation (the "Company"), and Abel J. Soster, DMD ("Dr. Soster"). Background Information...Registration Rights Agreement • November 12th, 1997 • American Dental Partners Inc • Delaware
REGISTRATION RIGHTS AGREEMENT ----------------------------- This agreement is made effective December 23, 1996, among American Dental Partners, Inc., a Delaware corporation (the "Company"), and the individuals and entities identified on the Schedule...Registration Rights Agreement • November 12th, 1997 • American Dental Partners Inc • Delaware
PRELIMINARY STATEMENTS:Credit Agreement • February 14th, 2012 • American Dental Partners Inc • Services-misc health & allied services, nec • New York
EXHIBIT 10(g) AMENDED AND RESTATED EMPLOYMENT AND NON-COMPETITION AGREEMENT This Amended and Restated Employment and Non-Competition Agreement (the "Agreement") is made effective January 2, 2001, between American Dental Partners, Inc., a Delaware...Employment and Non-Competition Agreement • March 23rd, 2001 • American Dental Partners Inc • Services-misc health & allied services, nec • Massachusetts
SECOND AMENDED AND RESTATED SERVICE AGREEMENT BETWEEN AMERICAN DENTAL PARTNERS OF WISCONSIN, LLC AND WISCONSIN DENTAL GROUP, S.C. Effective Date: October 24, 2011Service Agreement • November 4th, 2011 • American Dental Partners Inc • Services-misc health & allied services, nec • Wisconsin
This Second Amended and Restated Service Agreement (the “Agreement”) is made effective October [__], 2011 (the “Effective Date”), between Wisconsin Dental Group, S.C., a Wisconsin service corporation, dba Forward Dental (“Provider”), and American Dental Partners of Wisconsin, LLC, a Delaware limited liability company (“Service Company”).
TERM LOAN AGREEMENT dated as of September 25, 2007 among AMERICAN DENTAL PARTNERS, INC., as Borrower THE LENDING INSTITUTIONS NAMED HEREIN, as Lenders and KBCM BRIDGE LLC, as the Sole Lead Arranger, Sole Syndication Agent and Administrative Agent...Term Loan Agreement • November 9th, 2007 • American Dental Partners Inc • Services-misc health & allied services, nec • Ohio
WHEREAS, pursuant to a Stock Purchase Agreement dated August 30, 2007 (“Metro Acquisition Agreement”), among the Borrower, Metropolitan Dental Holdings, Inc., a Delaware corporation (the “Target”), the selling stockholders listed in the Metro Acquisition Agreement and Metro Dentalcare, PLC, the Borrower agreed to acquire all outstanding stock of the Target (the “Metro Acquisition”);
FORM OF CREDIT AGREEMENT dated as of August [21], 2009 among AMERICAN DENTAL PARTNERS, INC., as Borrower THE LENDING INSTITUTIONS NAMED HEREIN, as Lenders, and KEYBANK NATIONAL ASSOCIATION, as a Co-Lead Arranger and Administrative Agent and RBS...Credit Agreement • August 18th, 2009 • American Dental Partners Inc • Services-misc health & allied services, nec • Ohio
THIS CREDIT AGREEMENT is entered into as of August [ ], 2009 among the following: (i) AMERICAN DENTAL PARTNERS, INC., a Delaware corporation (the “Borrower”); (ii) the lenders from time to time party hereto (each a “Lender” and collectively, the “Lenders”); (iii) KEYBANK NATIONAL ASSOCIATION, as a co-lead arranger, sole bookrunner and administrative agent (the “Administrative Agent”); (iv) KBCM BRIDGE LLC, a Delaware limited liability company, as a Lender and the Swing Line Lender (as hereinafter defined); (v) RBS SECURITIES INC., as a co-lead arranger; (vi) BANK OF AMERICA, N.A., as documentation agent and a Lender; (vii) BANC OF AMERICA SECURITIES LLC, as a co-lead arranger, and (viii) RBS CITIZENS, N.A., as syndication agent and a Lender.
AMERICAN DENTAL PARTNERS, INC. NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • July 18th, 2005 • American Dental Partners Inc • Services-misc health & allied services, nec
American Dental Partners, Inc., a Delaware corporation (the “Company”), has granted to (the “Participant”) an option (the “Option”) to purchase shares of the Company’s common stock, $.01 par value (the “Shares”), for a purchase price of $ per Share (the “Option Price”). The Option has been granted pursuant to the American Dental Partners, Inc. 2005 Equity Incentive Plan, as amended (the “Plan”), and shall include and be subject to all provisions of the Plan, which are hereby incorporated herein by reference. The Option shall also be subject to the following provisions of this agreement:
EXHIBIT 10(i) ------------- AMENDED AND RESTATED -------------------- EMPLOYMENT AND NONCOMPETITION AGREEMENT --------------------------------------- This agreement is made effective May 15, 2001 (the "Commencement Date"), between PDHC, Ltd., a...American Dental Partners Inc • August 13th, 2001 • Services-misc health & allied services, nec • Minnesota
AMENDED AND RESTATED FORBEARANCE AGREEMENT AND AMENDMENT NO. 4 TO CREDIT AGREEMENTForbearance Agreement • January 14th, 2008 • American Dental Partners Inc • Services-misc health & allied services, nec • Ohio
THIS AMENDED AND RESTATED FORBEARANCE AGREEMENT AND AMENDMENT NO. 4 TO CREDIT AGREEMENT (as the same may from time to time be amended, restated or otherwise modified, this “Agreement”) is made as of January 11, 2008, and entered into by and among AMERICAN DENTAL PARTNERS, INC., a Delaware corporation (the “Borrower”), the Subsidiary Guarantors (as defined in the Credit Agreement referred to below), the lending institutions party to the Credit Agreement, as hereinafter defined (the “Lenders”), and KEYBANK NATIONAL ASSOCIATION, a national banking association, as a Lender and as administrative agent for the Lenders (the “Administrative Agent”).
CREDIT AGREEMENT dated as of May 7, 2010 among AMERICAN DENTAL PARTNERS, INC., as Borrower THE LENDING INSTITUTIONS NAMED HEREIN, as Lenders, and BANK OF AMERICA, N.A., as Administrative Agent, Letter of Credit Issuer and Swing Line Lender and BANC OF...Pledge and Security Agreement • August 5th, 2010 • American Dental Partners Inc • Services-misc health & allied services, nec • New York
THIS CREDIT AGREEMENT is entered into as of May 7, 2010, among (a) AMERICAN DENTAL PARTNERS, INC., a Delaware corporation (the “Borrower”); (b) the Subsidiaries (as hereinafter defined) of the Borrower from time to time party hereto as Subsidiary Guarantors (as hereinafter defined); (c) the lenders from time to time party hereto (each a “Lender” and collectively, the “Lenders”); (d) BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”), and as the Letter of Credit Issuer and the Swing Line Lender (as each such term is hereinafter defined); (e) BANC OF AMERICA SECURITIES LLC, RBS SECURITIES INC., and KEYBANK NATIONAL ASSOCIATION, as co-lead arrangers and co-book managers (collectively, in such capacities, the “Co-Lead Arrangers”); (f) WELLS FARGO BANK, NATIONAL ASSOCIATION and TD SECURITIES (USA) LLC, as co-documentation agents (collectively, in such capacity, the “Co-Documentation Agents”) and (g) RBS CITIZENS, N.A. and KEYBANK NATIONAL ASSOCIATI
AGREEMENT AND PLAN OF MERGER by and among JLL CROWN HOLDINGS, LLC, JLL CROWN MERGER SUB, INC. and AMERICAN DENTAL PARTNERS, INC. Dated as of November 4, 2011Agreement and Plan of Merger • November 7th, 2011 • American Dental Partners Inc • Services-misc health & allied services, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of November 4, 2011, by and among JLL Crown Holdings, LLC, a Delaware limited liability company (the “Buyer”), JLL Crown Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of the Buyer (the “Transitory Subsidiary”), and American Dental Partners, Inc., a Delaware corporation (the “Company”).
FORBEARANCE AGREEMENTForbearance Agreement • December 19th, 2007 • American Dental Partners Inc • Services-misc health & allied services, nec • Ohio
THIS FORBEARANCE AGREEMENT (as the same may from time to time be amended, restated or otherwise modified, this “Agreement”) is made as of December 18, 2007, and entered into by and among AMERICAN DENTAL PARTNERS, INC., a Delaware corporation (the “Borrower”), the Subsidiary Guarantors (as defined in the Credit Agreement referred to below), the lending institutions party to the Credit Agreement, as hereinafter defined (“Lenders”), and KEYBANK NATIONAL ASSOCIATION, a national banking association, as a Lender and as administrative agent for the Lenders (the “Administrative Agent”).
BUSINESS ASSOCIATE ADDENDUMBusiness Associate Addendum • March 12th, 2010 • American Dental Partners Inc • Services-misc health & allied services, nec
This Business Associate Addendum (the “Addendum”) is made effective January 1, 2010 among Northland Dental Partners, PLLC, a Minnesota professional limited liability company (“Northland”), its wholly owned subsidiaries, Family Periodontic Specialists, P.L.C., Family Oral Surgery Specialists, PLC, and Family Endodontic Specialists, PLC, all Minnesota professional limited liability companies (the “Subsidiaries,” and collectively with Northland, “Provider”), and American Dental Partners of Minnesota, LLC, a Delaware limited liability company (“Business Associate”).
AMERICAN DENTAL PARTNERS, INC. SUBORDINATED DEBENTURE PURCHASE AGREEMENT Dated as of January 8, 1996 AMERICAN DENTAL PARTNERS, INC. SUBORDINATED DEBENTURE PURCHASE AGREEMENT Dated as of January 8, 1996Subordinated Debenture Purchase Agreement • November 12th, 1997 • American Dental Partners Inc • Delaware
