UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • November 18th, 2002 • New Mountain Partners Lp • Services-educational services • New York
Exhibit 99.6 IRREVOCABLE PROXY THIS IRREVOCABLE PROXY is entered into as of the 14th day of January, 2004, by and among New Mountain Partners, L.P., a Delaware limited partnership (the "Stockholder"), and Bank of America, N.A. in its capacity as...New Mountain Partners Lp • January 14th, 2004 • Services-educational services
ARTICLE FIRSTAgreement • January 14th, 2004 • New Mountain Partners Lp • Services-educational services • New York
UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • March 11th, 2004 • New Mountain Partners Lp • Services-educational services • New York
New Mountain Partners, L.P. MidOcean Capital Investors, L.P. 712 Fifth Avenue 320 Park Avenue 23rd Floor 17th Floor New York, NY 10019 New York, NY 10022Preferred Stock Purchase Agreement • February 4th, 2004 • New Mountain Partners Lp • Services-educational services • New York
EXHIBIT 99.5 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 19th, 2004 • New Mountain Partners Lp • Insurance agents, brokers & service • New York
By and betweenShareholders' Agreement • March 26th, 2001 • New Mountain Partners Lp • Services-educational services • New York
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement shall be filed on behalf of each...Joint Filing Agreement • March 19th, 2004 • New Mountain Partners Lp • Insurance agents, brokers & service
This Agreement may be executed in counterparts and each of such counterparts taken together shall constitute one and the same instrument.
Exhibit 99.8 AMENDMENT AND JOINDER This Amendment and Joinder among New Mountain Partners, L.P. ("New Mountain"), MidOcean Capital Investors, L.P. (formerly DB Capital Investors, L.P.) ("MidOcean") and the New Mountain Strayer Trust (the "Trust") is...And • January 14th, 2004 • New Mountain Partners Lp • Services-educational services • New York
Exhibit 99.5 ESCROW AGREEMENT This ESCROW AGREEMENT, dated as of January 14, 2004 (the "Agreement"), among New Mountain Partners, L.P., a Delaware limited partnership (the "Fund"), Bank of America, N.A. as the intended trustee of a trust (the "Trust")...Escrow Agreement • January 14th, 2004 • New Mountain Partners Lp • Services-educational services • New York
March 15, 2004 New Mountain Partners, L.P. 712 Fifth Avenue, 23rd Floor New York, New York 10019 New Mountain Strayer Trust 712 Fifth Avenue, 23rd Floor New York, New York 10019 Ladies and Gentlemen: Reference is made to the Shareholders' Agreement...New Mountain Partners Lp • March 15th, 2004 • Services-educational services
EXHIBIT 99.6 MANAGEMENT RIGHTS LETTER March 19, 2004 New Mountain Partners, L.P. 712 Fifth Avenue New York, New York 10019 Dear Sirs: This letter will confirm our agreement that, in connection with your investment in National Medical Health Card...New Mountain Partners Lp • March 19th, 2004 • Insurance agents, brokers & service
STOCKHOLDER AGREEMENTStockholder Agreement • February 27th, 2008 • New Mountain Partners Lp • Insurance agents, brokers & service • Delaware
STOCKHOLDER AGREEMENT, dated as of February 25, 2008 (this “Agreement”), by and among SXC Health Solutions Corp., a corporation organized under the laws of Yukon Territory, Canada (“Parent”), New Mountain Partners, L.P., a Delaware limited partnership (the “Stockholder”), and National Medical Health Card Systems, Inc., a Delaware corporation (the “Company”).
EXHIBIT 99.2 AMENDED AND RESTATED PREFERRED STOCK PURCHASE AGREEMENT BY AND BETWEEN NATIONAL MEDICAL HEALTH CARD SYSTEMS, INC.,Preferred Stock Purchase Agreement • March 19th, 2004 • New Mountain Partners Lp • Insurance agents, brokers & service • New York
EXHIBIT 99.4 SUPPORT AGREEMENT AGREEMENT, dated as of October 30, 2003 by and among National Medical Health Card Systems, Inc., a Delaware corporation (the "Company"), the Persons listed as stockholders on Schedule A attached hereto (each a...Support Agreement • March 19th, 2004 • New Mountain Partners Lp • Insurance agents, brokers & service • New York
March 9, 2004 New Mountain Partners, L.P. 712 Fifth Avenue, 23rd Floor New York, New York 10019 MidOcean Capital Investors, L.P. 320 Park Avenue, 17th Floor New York, New York 10022 New Mountain Strayer Trust 712 Fifth Avenue, 23rd Floor New York, New...Preferred Stock Purchase Agreement • March 11th, 2004 • New Mountain Partners Lp • Services-educational services • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 27th, 2008 • New Mountain Partners Lp • Insurance agents, brokers & service • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of February 25, 2008 by and between SXC Health Solutions Corp., a corporation organized under the laws of Yukon Territory, Canada (“Parent”), New Mountain Partners, L.P., a Delaware limited partnership (“New Mountain Partners”), and New Mountain Affiliated Investors, L.P., a Delaware limited partnership (together with New Mountain Partners, the “Stockholders”).
AMENDMENTNew Mountain Partners Lp • January 14th, 2004 • Services-educational services • Maryland
JOINT FILING AGREEMENTJoint Filing Agreement • May 9th, 2008 • New Mountain Partners Lp • Services-prepackaged software
The undersigned, New Mountain GP, LLC, New Mountain Investments, L.P., New Mountain Partners, L.P., New Mountain Affiliated Investors, L.P., Steven B. Klinsky and New Mountain Capital, L.L.C., hereby agree and acknowledge that the information required by this Schedule 13G, to which this Agreement is attached as an exhibit, is filed on behalf of each of them. The undersigned further agree that any further amendments or supplements thereto shall also be filed on behalf of each of them.
