Radiation Therapy Services Inc Sample Contracts

Radiation Therapy Services Inc – RADIATION THERAPY SERVICES, INC. SHAREHOLDERS APPROVE MERGER AGREEMENT (February 7th, 2008)

Fort Myers, Florida - February 6, 2008 - Radiation Therapy Services, Inc. (NASDAQ: RTSX) (the “Company”) announced today that at the special meeting of shareholders held today its shareholders voted to approve the Agreement and Plan of Merger dated as of October 19, 2007 among the Company, Radiation Therapy Services Holdings, Inc. and RTS MergerCo, Inc. (the “Merger Agreement”). Holders of 18,057,310 shares, representing approximately 99.7% of the total number of shares of common stock that voted on the matter, voted in favor of approval of the Merger Agreement. Upon completion of the merger, each outstanding share of the Company’s common stock (other than certain shares as described in the Merger Agreement) will be converted into the right to receive $32.50 in cash, without interest. Radiation Therapy Services Holdings, Inc. is owned by an affiliate of Vestar Capital Partners, a leading int

Radiation Therapy Services Inc – LEASE (November 9th, 2007)

THIS LEASE (“Lease”) is made and entered into as of the 17th day of August, 2007, by and between, Marco Island Radiation Enterprise, LLC whose business address is 2234 Colonial Blvd. Fort Myers, FL 33907 (“Landlord”), and 21st Century Oncology, Inc. whose business address is 2234 Colonial Blvd. Fort Myers, FL 33907 (“Tenant”).

Radiation Therapy Services Inc – LIMITED WAIVER TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (November 9th, 2007)

THIS LIMITED WAIVER TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (the “Agreement”), is made and effective as of November 1, 2007 among RADIATION THERAPY SERVICES, INC., a Florida corporation (the “Borrower”), each SUBSIDIARY GUARANTOR party to a Subsidiary Guaranty pursuant to the terms of the Credit Agreement (as defined below), BANK OF AMERICA, N.A., as Administrative Agent (the “Administrative Agent”), and the Lenders party hereto. Unless the context otherwise requires, capitalized terms used but not defined herein have the meanings ascribed thereto in the Credit Agreement.

Radiation Therapy Services Inc – AMENDMENT AGREEMENT NO. 3 TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (November 9th, 2007)

THIS AMENDMENT AGREEMENT NO. 3 TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (the “Amendment Agreement”), is made and effective as of September 28, 2007 among RADIATION THERAPY SERVICES, INC., a Florida corporation (the “Borrower”), each SUBSIDIARY GUARANTOR party to a Subsidiary Guaranty pursuant to the terms of the Credit Agreement (as defined below), BANK OF AMERICA, N.A., as Administrative Agent (the “Administrative Agent”), and the Lenders party hereto. Unless the context otherwise requires, capitalized terms used but not defined herein have the meanings ascribed thereto in the Credit Agreement.

Radiation Therapy Services Inc – AGREEMENT AND PLAN OF MERGER among RADIATION THERAPY SERVICES, INC., RADIATION THERAPY SERVICES HOLDINGS, INC., RTS MERGERCO, INC., and for purposes of Section 7.2 only RADIATION THERAPY INVESTMENTS, LLC dated as of October 19, 2007 (October 22nd, 2007)

This AGREEMENT AND PLAN OF MERGER, dated as of October 19, 2007 (this “Agreement”), among Radiation Therapy Services, Inc., a Florida corporation (the “Company”), Radiation Therapy Services Holdings, Inc., a Delaware corporation (“Parent”), RTS MergerCo, Inc., a Florida corporation and a direct wholly owned subsidiary of Parent (“Merger Sub”), and for purposes of Section 7.2 only, Radiation Therapy Investments, LLC, a Delaware limited liability company (“Holdings”).

Radiation Therapy Services Inc – AMENDMENT TO AMENDED AND RESTATED BYLAWS OF RADIATION THERAPY SERVICES, INC. (October 22nd, 2007)

Pursuant to a Unanimous Written Consent in Lieu of a Special Meeting of the Board of Directors of Radiation Therapy Services, Inc., a Florida corporation (the “Corporation”), the Board of Directors adopted the following amendment to the Amended and Restated Bylaws (the “Bylaws”) of the Corporation.

Radiation Therapy Services Inc – PRESS RELEASE (August 6th, 2007)

Same practice treatments per day and revenue per treatment at freestanding centers increased 3.8% and 9.1%, respectively, from second quarter 2006

Radiation Therapy Services Inc – PLANNING MANAGEMENT SERVICES AGREEMENT (August 3rd, 2007)

THIS CONSTRUCTION MANAGEMENT SERVICES AGREEMENT (this “Agreement”) is made and entered into as of this 15TH day of June, 2007 to be effective as of June 15th, 2007 (the “Effective Date”) by and between Theriac Enterprises of Lakewood Ranch, LLC, a limited liability company (“Owner”) and Devoto Construction of Southwest Florida, Inc., a Florida corporation (“Devoto”).

Radiation Therapy Services Inc – PURCHASING AGREEMENT (August 3rd, 2007)

THIS PURCHASING AGREEMENT (this “Agreement”) is made and entered into as of this 15th day of June, 2007 to be effective as of June 15th , 2007 (the “Effective Date”) by and between Theriac Enterprises of Jacksonville, LLC a Florida limited liability company (“Owner”) and Devoto Construction of Southwest Florida, Inc. (“Devoto”).

Radiation Therapy Services Inc – PURCHASING AGREEMENT (August 3rd, 2007)

THIS PURCHASING AGREEMENT (this “Agreement”) is made and entered into as of this 15th day of June, 2007 to be effective as of June 15th, 2007 (the “Effective Date”) by and between Theriac Enterprises of Rancho Mirage, LLC, a California limited liability company (“Owner”) and Devoto Construction of Southwest Florida, Inc. (“Devoto”).

Radiation Therapy Services Inc – PURCHASING AGREEMENT (August 3rd, 2007)

THIS PURCHASING AGREEMENT (this “Agreement”) is made and entered into as of this 15th day of June, 2007 to be effective as of June 15th, 2007 (the “Effective Date”) by and between Theriac Enterprises of Lakewood Ranch, LLC, a Florida limited liability company (“Owner”) and Devoto Construction of Southwest Florida, Inc. (“Devoto”).

Radiation Therapy Services Inc – THIRD ADDENDUM TO MANAGEMENT SERVICES AGREEMENT (August 3rd, 2007)

This Third Addendum (the “Addendum”) is entered into as of August 1, 2007, by and between CALIFORNIA RADIATION THERAPY MANAGEMENT SERVICES, INC., a California corporation (“Manager”) and 21ST CENTURY ONCOLOGY OF CALIFORNIA A MEDICAL CORPORATION, a California medical corporation (“Medical Group”). This Addendum amends Sections 1.(a) of the Management Services Agreement dated May 1, 2006, as set forth below.

Radiation Therapy Services Inc – PLANNING MANAGEMENT SERVICES AGREEMENT (August 3rd, 2007)

THIS CONSTRUCTION MANAGEMENT SERVICES AGREEMENT (this “Agreement”) is made and entered into as of this 15TH day of June, 2007 to be effective as of June 15th, 2007 (the “Effective Date”) by and between Theriac Enterprises of Rancho Mirage, LLC, a limited liability company (“Owner”) and Devoto Construction of Southwest Florida, Inc., a Florida corporation (“Devoto”).

Radiation Therapy Services Inc – PRESS RELEASE (August 2nd, 2007)

FORT MYERS, FL, August 2, 2007 - Radiation Therapy Services, Inc. (Nasdaq: RTSX), a leading operator of radiation therapy centers, announced today it has acquired a radiation therapy treatment center in Redding, California. The acquisition provides the Company with entry into the Northern California local market, its second new local market entry of 2007.

Radiation Therapy Services Inc – PRESS RELEASE (May 25th, 2007)

This release may contain forward-looking statements about the Company's future plans, expectations and objectives, including, but not limited to, the Company's expected financial results and estimates for 2007. Words such as "may," "will," "expect," "intend," "anticipate," "plan," "believe," "seek," "could" and "estimate" and variations of these words and similar expressions are intended to identify forward- looking statements. These forward-looking statements are not historical facts and are subject to risks and uncertainties that could cause the actual results to differ materially from those projected in these forward-looking statements including, but not limited to the Company's actual financial results, those risk factors described in the "Risk Factors" section and other information in the Company's most recently filed annual report on Form 10-K, as well as the Company's other filings wi

Radiation Therapy Services Inc – PURCHASING AGREEMENT (May 4th, 2007)

THIS PURCHASING AGREEMENT (this “Agreement”) is made and entered into as of this 26th day of April, 2007 to be effective as of April 26th, 2007 (the “Effective Date”) by and between Theriac Enterprises of Hammonton, a New Jersey limited liability company (“Owner”) and Devoto Construction of Southwest Florida, Inc. (“Devoto”).

Radiation Therapy Services Inc – RADIATION THERAPY SERVICES AGREEMENT (May 4th, 2007)

This RADIATION THERAPY SERVICES AGREEMENT (“Agreement”), effective as of February 1, 2007 (“Effective Date”), is entered into by and between Roger Williams Radiation Therapy, LLC, a Rhode Island limited liability company (“RWR”) and Massachusetts Oncology Services, P.C., a Massachusetts company (“Contractor”).

Radiation Therapy Services Inc – EXECUTIVE EMPLOYMENT AGREEMENT (May 4th, 2007)

THIS EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”), dated effective April 2, 2007, is by and between RADIATION THERAPY SERVICES, INC., a Florida corporation, (“Company”), and David N.T. Watson (“Executive”).

Radiation Therapy Services Inc – PURCHASING AGREEMENT (May 4th, 2007)

THIS PURCHASING AGREEMENT (this “Agreement”) is made and entered into as of this 26th day of April, 2007 to be effective as of April 26th, 2007 (the “Effective Date”) by and between Theriac Enterprises of Avondale, LLC, a Arizona limited liability company (“Owner”) and Devoto Construction of Southwest Florida, Inc. (“Devoto”).

Radiation Therapy Services Inc – LEASE (May 4th, 2007)

THIS LEASE (“Lease”) is made and entered into as of the 7th day of February, 2007, by and between, Theriac Enterprises of Littlestown, LLC, whose business address is 2234 Colonial Boulevard, Fort Myers, FL 33907 (“Landlord”), and 21st Century Oncology of Pennsylvania, Inc. whose business address is 2234 Colonial Boulevard, Fort Myers, FL 33907(“Tenant”).

Radiation Therapy Services Inc – AMENDMENT NO. 2 TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT AND AMENDMENT TO SECURITY AGREEMENT (May 4th, 2007)

THIS AMENDMENT NO. 2 TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT AND AMENDMENT TO SECURITY AGREEMENT (the “Amendment Agreement”), is made and effective as of January 8, 2007 among RADIATION THERAPY SERVICES, INC., a Florida corporation (the “Borrower”), each SUBSIDIARY GUARANTOR party to a Subsidiary Guaranty pursuant to the terms of the Credit Agreement (as defined below), BANK OF AMERICA, N.A., as Administrative Agent (the “Administrative Agent”), and the Lenders party hereto. Unless the context otherwise requires, capitalized terms used but not defined herein have the meanings ascribed thereto in the Credit Agreement.

Radiation Therapy Services Inc – PURCHASING AGREEMENT (May 4th, 2007)

THIS PURCHASING AGREEMENT (this “Agreement”) is made and entered into as of this 26th day of April, 2007 to be effective as of April 26th, 2007 (the “Effective Date”) by and between Theriac Enterprises of Peoria, LLC, a Arizona limited liability company (“Owner”) and Devoto Construction of Southwest Florida, Inc. (“Devoto”).

Radiation Therapy Services Inc – PURCHASING AGREEMENT (May 4th, 2007)

THIS PURCHASING AGREEMENT (this “Agreement”) is made and entered into as of this 26th day of April, 2007 to be effective as of April 26th, 2007 (the “Effective Date”) by and between Theriac Enterprises of Happy Valley, LLC, a Arizona limited liability company (“Owner”) and Devoto Construction of Southwest Florida, Inc. (“Devoto”).

Radiation Therapy Services Inc – RE: EXECUTIVE EMPLOYMENT AGREEMENT (May 4th, 2007)

In conjunction with our discussions concerning the delay in the start date of your employment to April 9, 2007, this will confirm our agreement that the previously executed Executive Employment Agreement dated April 2, 2007 between Radiation Therapy Services, Inc. and you shall be deemed to be amended such that all references to the date of April 2nd contained in such Executive Employment Agreement shall be deemed to be changed to April 9th. If you are in agreement with the foregoing, please sign and return one copy of this letter which thereupon will constitute our agreement with respect to the amendment of the Executive Employment Agreement.

Radiation Therapy Services Inc – PURCHASING AGREEMENT (May 4th, 2007)

THIS PURCHASING AGREEMENT (this “Agreement”) is made and entered into as of this 26th day of April, 2007 to be effective as of April 26th, 2007 (the “Effective Date”) by and between Theriac Enterprises of Gilbert, LLC a Arizona limited liability company (“Owner”) and Devoto Construction of Southwest Florida, Inc. (“Devoto”).

Radiation Therapy Services Inc – MANAGEMENT SERVICES AND LEASED PERSONNEL AGREEMENT (May 4th, 2007)

MANAGEMENT SERVICES and LEASED PERSONNEL AGREEMENT (the “Agreement”) made as of the 1st day of March, 2007 between 21st Century Oncology of New Jersey, Inc., a New Jersey corporation (“Manager”) and New Jersey Oncology Services, P.C., a New Jersey professional corporation (the “P.C.”).

Radiation Therapy Services Inc – LEASE (May 4th, 2007)

THIS LEASE (“Lease”) is made and entered into as of the 12th day of March, 2007, by and between, Theriac Enterprises of Casa Grande, LLC, whose business address is 2234 Colonial Boulevard, Fort Myers, Florida 33907 (“Landlord”), and Arizona Radiation Therapy Management Services Inc. whose business address is 2234 Colonial Blvd. Fort Myers, Florida 33907 (“Tenant”).

Radiation Therapy Services Inc – PURCHASING AGREEMENT (May 4th, 2007)

THIS PURCHASING AGREEMENT (this “Agreement”) is made and entered into as of this 26th day of April, 2007 to be effective as of April 26th, 2007 (the “Effective Date”) by and between Theriac Enterprises of Yucca Valley, a California limited liability company (“Owner”) and Devoto Construction of Southwest Florida, Inc. (“Devoto”).

Radiation Therapy Services Inc – Standard Form of Agreement Between Owner and Contractor Where the basis for payment is the COST OF THE WORK PLUS A FEE with a negotiated Guaranteed Maximum Price This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. This document is not intended for use in competitive bidding. AIA Document A201-1997, General Conditions of the Contract for Construction, is adopted in this document by reference. This document has been approved and endorsed by The Associated General Contractors of America. AGREEMENT made as of t (February 15th, 2007)

CAUTION: You should sign an original AIA document or a licensed reproduction. Originals contain the AIA logo printed in red; licensed reproductions are those produced in accordance with the instructions to this document.

Radiation Therapy Services Inc – Standard Form of Agreement Between Owner and Contractor Where the basis for payment is the COST OF THE WORK PLUS A FEE with a negotiated Guaranteed Maximum Price AGREEMENT made as of the 5th day of June in the year 2006 (In words, indicate day, month and year) BETWEEN the Owner: (Name, address, and other information) 3680 Broadway Building Associates 3680 Broadway Fort Myers, FL 33907 and the Contractor: (Name, address, and other information) Devoto Construction of Southwest Florida, Inc. 2234 Colonial Blvd. Fort Myers, FL 33907 The Project is: (Name and address) FMO—SHELL 3680 Broadway Fort M (February 15th, 2007)

4.3 The Contractor shall achieve Substantial Completion of the entire Work not later than 365 days from the date of commencement, or as follows:

Radiation Therapy Services Inc – CONSTRUCTION MANAGEMENT SERVICES AGREEMENT (February 15th, 2007)

THIS CONSTRUCTION MANAGEMENT SERVICES AGREEMENT (this “Agreement”) is made and entered into as of this 1st day of February, 2007 to be effective as of October 1st, 2006 (the “Effective Date”) by and between Theriac of Littlestown, LLC, a limited liability company (“Owner”) and Devoto Construction of Southwest Florida, Inc., a Florida corporation (“Devoto”).

Radiation Therapy Services Inc – PURCHASING AGREEMENT (February 15th, 2007)

THIS PURCHASING AGREEMENT (this “Agreement”) is made and entered into as of this 16th day of January, 2007 to be effective as of October 1st , 2006 (the “Effective Date”) by and between Theriac Enterprises of Scottsdale, LLC, a Arizona limited liability company (“Owner”) and Devoto Construction of Southwest Florida, Inc. (“Devoto”).

Radiation Therapy Services Inc – ADDENDUM TO ADMINISTRATIVE SERVICES AGREEMENT (February 15th, 2007)

This Addendum (the “Addendum”) is entered into as of January 1, 2007, by and among MARYLAND RADIATION THERAPY MANAGEMENT SERVICES, INC., a Maryland corporation (”MANAGEMENT SERVICES”) and KATIN RADIATION THERAPY, P.A., a Maryland professional corporation (the “PA”). This Addendum amends Section 3.1 of the Administrative Services Agreement dated October 31, 1998 between the parties (the “Agreement”) to adjust the monthly Service Fee of $12,500.00 paid in 2006 to a monthly Service Fee of $16,667.67, and replaces the Addendum of that same Section dated January 1, 2006. From and after the date hereof, Section 3.1 shall read as follows:

Radiation Therapy Services Inc – ADDENDUM TO ADMINISTRATIVE SERVICES AGREEMENT (February 15th, 2007)

This Addendum (the “Addendum”) is entered into as of January 1, 2007, by and between NEW ENGLAND RADIATION THERAPY MANAGEMENT SERVICES, INC., a Massachusetts corporation (”MANAGEMENT SERVICES”) and MASSACHUSETTS ONCOLOGY SERVICES, P.C., a Massachusetts professional corporation (the “PC”). This Addendum amends Section 3.1 of the Administrative Services Agreement dated June 1, 2005 between the parties (the “Agreement”) to adjust the monthly Service Fee of $133,333.33 paid in 2006 to Seventy-Seven percent (77%) of monthly net collections for radiation therapy services. From and after the date hereof, Section 3.1 shall read as follows:

Radiation Therapy Services Inc – ADDENDUM TO ADMINISTRATIVE SERVICES AGREEMENT (February 15th, 2007)

This Addendum (the “Addendum”) is entered into as of January 1, 2007, by and among NEW YORK RADIATION THERAPY MANAGEMENT SERVICES, INC., a New York corporation (”MANAGEMENT SERVICES”) and YONKERS RADIATION MEDICAL PRACTICE, P.C., a New York professional corporation (the “PC”). This Addendum amends Section 3.1 of the Administrative Services Agreement dated January 1, 1999 between the parties (the “Agreement”) to adjust the monthly Service Fee of $583,150.00 paid in 2006 to a monthly Service Fee of $476,483.33, and replaces the Addendum of that same Section dated January 1, 2006. From and after the date hereof, Section 3.1 shall read as follows: