Lumexa Imaging Holdings, Inc. Sample Contracts
EMPLOYMENT AGREEMENTEmployment Agreement • November 17th, 2025 • Lumexa Imaging Holdings, Inc. • Services-medical laboratories • North Carolina
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into by and between U.S. Imaging Partners, Inc., a Delaware corporation (the “Company”), and Julie Szeker (the “Executive”), effective as of January 1, 2018 (the “Effective Date”).
INCREMENTAL AMENDMENT NO. 1Incremental Amendment • December 2nd, 2025 • Lumexa Imaging Holdings, Inc. • Services-medical laboratories • New York
INCREMENTAL AMENDMENT NO. 1, dated as of December 31, 2021 (this “Amendment”), by and among US RADIOLOGY SPECIALISTS, INC., a Delaware corporation (the “USRS Borrower”), US OUTPATIENT IMAGING SPECIALISTS, INC., a Delaware corporation (the “USOIS Borrower” and together with the USRS Borrower, the “Borrowers”), US RADIOLOGY SPECIALISTS INTERMEDIATE HOLDINGS, INC., a Delaware corporation (“USRS Holdings”), US OUTPATIENT IMAGING SPECIALISTS INTERMEDIATE HOLDINGS, INC., a Delaware corporation (“USOIS Holdings” and together with USRS Holdings, the “Holding Entities”), the Lenders party hereto and Barclays Bank PLC, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”).
EXECUTIVE CHAIRMAN AGREEMENTExecutive Chairman Agreement • November 17th, 2025 • Lumexa Imaging Holdings, Inc. • Services-medical laboratories • North Carolina
THIS EXECUTIVE CHAIRMAN AGREEMENT (this “Agreement”) is made and entered into by and among US Radiology Specialists, Inc., a Delaware corporation (the “Company”), US Radiology Specialists Holdings, LLC, a Delaware limited liability company (“Parent”), and Lee Cooper (the “Executive”), dated as of December 14, 2024 and effective as of January 1, 2025 (the “Effective Date”).
LUMEXA IMAGING HOLDINGS, INC. FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • November 17th, 2025 • Lumexa Imaging Holdings, Inc. • Services-medical laboratories • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of [•], [•], and is between Lumexa Imaging Holdings, Inc., a Delaware corporation (the “Company”), and [•] (“Indemnitee”).
CREDIT AGREEMENT Dated as of December 15, 2020 among US RADIOLOGY SPECIALISTS, INC. US OUTPATIENT IMAGING SPECIALISTS, INC., as Borrowers, US RADIOLOGY SPECIALISTS INTERMEDIATE HOLDINGS, INC. US OUTPATIENT IMAGING SPECIALISTS INTERMEDIATE HOLDINGS,...Credit Agreement • December 2nd, 2025 • Lumexa Imaging Holdings, Inc. • Services-medical laboratories • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of December 15, 2020 by and among US RADIOLOGY SPECIALISTS, INC., a Delaware corporation (“USRS Borrower”), US OUTPATIENT IMAGING SPECIALISTS, INC., a Delaware corporation (the “USOIS Borrower” and together with the USRS Borrower, the “Borrowers”), US RADIOLOGY SPECIALISTS INTERMEDIATE HOLDINGS, INC., a Delaware corporation (“USRS Holdings”), US OUTPATIENT IMAGING SPECIALISTS INTERMEDIATE HOLDINGS, INC., a Delaware corporation (“USOIS Holdings” and together with USRS Holdings, the “Holding Entities”), Barclays Bank PLC, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) under the Loan Documents, as collateral agent (in such capacity, including any successor thereto, the “Collateral Agent”) under the Loan Documents, as an Issuing Bank and as Swing Line Lender, and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 17th, 2025 • Lumexa Imaging Holdings, Inc. • Services-medical laboratories • New York
REGISTRATION RIGHTS AGREEMENT, dated as of January 1, 2018 (as from time to time amended, modified or supplemented, this “Agreement”), among U.S. IMAGING PARTNERS HOLDINGS, LLC, a Delaware limited liability company (the “LLC”), and each of the entities and individuals from time to time listed on Schedule I hereto (each an “Investor” and collectively, the “Investors”).
Lumexa Imaging Holdings, Inc. 25,000,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • December 2nd, 2025 • Lumexa Imaging Holdings, Inc. • Services-medical laboratories • New York
Lumexa Imaging Holdings, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 25,000,000 shares of common stock (“Common Stock”), par value $0.001 per share, of the Company (as defined below) (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 3,750,000 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”
STOCKHOLDERS AGREEMENT by and among LUMEXA IMAGING HOLDINGS, INC. andStockholders Agreement • December 2nd, 2025 • Lumexa Imaging Holdings, Inc. • Services-medical laboratories • Delaware
This Stockholders Agreement is entered into as of December [•], 2025 by and among Lumexa Imaging Holdings, Inc., a Delaware corporation (the “Company”), and (i) Welsh, Carson, Anderson & Stowe XII Cayman, L.P., a Cayman limited partnership, (ii) Welsh, Carson, Anderson & Stowe XII Delaware II, L.P, a Delaware limited partnership, (iii) Welsh, Carson, Anderson & Stowe XII Delaware, L.P., a Delaware limited partnership, (iv) Welsh, Carson, Anderson & Stowe XII L.P., a Delaware limited partnership, (v) WCAS XII Co-Investors LLC, a Delaware limited liability company, (vi) WCAS-Co-Invest Holdco, L.P., a Delaware limited partnership, and (vii) WCAS Management Corporation, a Delaware corporation (collectively, the “Holder”).
AMENDMENT NO. 3Amendment No. 3 • December 2nd, 2025 • Lumexa Imaging Holdings, Inc. • Services-medical laboratories • New York
AMENDMENT NO. 3, dated as of July 16, 2024 (this “Amendment”), by and among US RADIOLOGY SPECIALISTS, INC., a Delaware corporation (the “USRS Borrower”), US OUTPATIENT IMAGING SPECIALISTS, INC., a Delaware corporation (the “USOIS Borrower” and together with the USRS Borrower, the “Borrowers”), US RADIOLOGY SPECIALISTS INTERMEDIATE HOLDINGS, INC., a Delaware corporation (“USRS Holdings”), US OUTPATIENT IMAGING SPECIALISTS INTERMEDIATE HOLDINGS, INC., a Delaware corporation (“USOIS Holdings” and together with USRS Holdings, the “Holding Entities”), the other Loan Parties party hereto, the Lenders party hereto and Barclays Bank PLC, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”).
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • December 2nd, 2025 • Lumexa Imaging Holdings, Inc. • Services-medical laboratories • Delaware
THIS ADMINISTRATIVE SERVICES AGREEMENT (this “Agreement”) is made as of December __, 2025 (the “Effective Date”) by and between Lumexa Imaging Equity Holdco, LLC (“Holdings”) and Lumexa Imaging Holdings, Inc. (“Lumexa”). Lumexa and Holdings shall be referred to herein individually as a “Party” and collectively as the “Parties.”
AMENDMENT NO. 2Amendment No. 2 • December 2nd, 2025 • Lumexa Imaging Holdings, Inc. • Services-medical laboratories • New York
This CREDIT AGREEMENT (as amended or otherwise modified by Incremental Amendment No. 1 and Amendment No. 2, this “Agreement”) is entered into as of December 15, 2020 by and among US RADIOLOGY SPECIALISTS, INC., a Delaware corporation (“USRS Borrower”), US OUTPATIENT IMAGING SPECIALISTS, INC., a Delaware corporation (the “USOIS Borrower” and together with the USRS Borrower, the “Borrowers”), US RADIOLOGY SPECIALISTS INTERMEDIATE HOLDINGS, INC., a Delaware corporation (“USRS Holdings”), US OUTPATIENT IMAGING SPECIALISTS INTERMEDIATE HOLDINGS, INC., a Delaware corporation (“USOIS Holdings” and together with USRS Holdings, the “Holding Entities”), Barclays Bank PLC, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) under the Loan Documents, as collateral agent (in such capacity, including any successor thereto, the “Collateral Agent”) under the Loan Documents, as an Issuing Bank and as Swing Line Lender, and each lender from time to tim
AMENDMENT NO. 4Credit Agreement • December 2nd, 2025 • Lumexa Imaging Holdings, Inc. • Services-medical laboratories • New York
AMENDMENT NO. 4, dated as of November 22, 2024 (this “Amendment”), by and among US RADIOLOGY SPECIALISTS, INC., a Delaware corporation (the “USRS Borrower”), US OUTPATIENT IMAGING SPECIALISTS, INC., a Delaware corporation (the “USOIS Borrower” and together with the USRS Borrower, the “Borrowers”), US RADIOLOGY SPECIALISTS INTERMEDIATE HOLDINGS, INC., a Delaware corporation (“USRS Holdings”), US OUTPATIENT IMAGING SPECIALISTS INTERMEDIATE HOLDINGS, INC., a Delaware corporation (“USOIS Holdings” and together with USRS Holdings, the “Holding Entities”), the other Loan Parties party hereto, the Lenders party hereto and Barclays Bank PLC, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”).