EXHIBIT 10.37
JOINDER
TO THE
EQUITY CALL AGREEMENT
As of October 27, 1997, Paribas Principal Incorporated ("PPI") is hereby
made a party to the Equity Call Agreement (the "Equity Call Agreement") dated
June 16, 1997 among Physician Health Corporation ("PHC"), Metroplex
Hematology/Oncology Associates, Weston Presidio Capital Partners L.C. ("WPC"),
and the other Investors named therein. PPI is hereby treated as, and shall enjoy
all rights and obligations of, an "Investor," as such term is defined in the
Equity Call Agreement. Exhibit 1 attached hereto shall replace Exhibit 1 to the
Equity Call Agreement.
Notwithstanding anything to the contrary contained herein or in the
Equity Call Agreement, (i) the agent under the Credit Agreement, dated as of
October 27, 1997, by and among PHC, the financial institutions from time to time
party thereto, and Banque Paribas, as agent (the "Credit Agreement"), shall have
the right to request an Equity Payment (as defined in the Equity Call Agreement)
be made pursuant to the terms of Section 1 of the Equity Call Agreement and such
request shall have the same effect as though such request was made by the Seller
(as defined in the Equity Call Agreement) or the Company (as defined in the
Equity Call Agreement); provided however, that the agent under the Credit
Agreement shall only have the right to make such a request in accordance with
and pursuant to, the terms of the Credit Agreement and (ii) the agent under the
Subordinated Loan Agreement, dated as of October 27, 1997, by and among PHC, the
financial institutions from time to time party thereto, and Paribas Capital
Funding LLC, as agent (the "Subordinated Loan Agreement"), shall have the right
to request an Equity Payment (as defined in the Equity Call Agreement) be made
pursuant to the terms of Section 1 of the Equity Call Agreement and such request
shall have the same effect as though such request was made by the Seller (as
defined in the Equity Call Agreement) or the Company (as defined in the Equity
Call Agreement); provided however, that the agent under the Subordinated Loan
Agreement shall only have the right to make such a request in accordance with
and pursuant to, the terms of the Subordinated Loan Agreement.
PHYSICIAN HEALTH CORPORATION
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By:
Title:
Signature Page
Joinder to Equity
Call Agreement
PARIBAS PRINCIPAL INCORPORATED
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By:
Title:
METROPLEX HEMATOLOGY/ONCOLOGY
ASSOCIATES, L.L.P.
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By:
Title:
WESTON PRESIDIO CAPITAL PARTNERS II, L.P.
By WESTON PRESIDIO CAPITAL II, L.P.
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By:
Title:
BANCBOSTON VENTURES, INC.
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By:
Title:
Signature Page
Joinder to Equity
Call Agreement
MERCURY ASSET MANAGEMENT plc.
on behalf of ROWAN NOMINEES LIMITED
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By:
Title:
NATWEST VENTURES INVESTMENTS LIMITED
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By:
Title:
ST. XXXX VENTURE CAPITAL IV, LLC
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By:
Title:
PARTECH U.S. PARTNERS III C.V.
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By:
Title:
U.S. GROWTH FUND PARTNERS C.V.
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By:
Title:
Signature Page
Joinder to Equity
Call Agreement
AXA U.S. GROWTH FUND LLC
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By:
Title:
DOUBLE BLACK DIAMOND II LLC
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By:
Title:
ALMANORI LIMITED
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By:
Title:
MULTINVEST LIMITED
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By:
Title:
NATIONAL CITY VENTURE CORPORATION
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By:
Title:
