PRIME REFRACTIVE MANAGEMENT, L.L.C. LOAN AGREEMENT $14,000,000.00 ADVANCING TERM LOAN BANK OF AMERICA, N.A. as Administrative Agent BANKBOSTON, N.A. as Documentation AgentLoan Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
LIMITED LIABILITY COMPANY AGREEMENT OF PRIME/BDEC ACQUISITION, L.L.C. Organized under the Delaware Limited Liability Company Act (the "Act"). ARTICLE I. NAME AND LOCATION Section 1.1. Name. The name of this limited liability company is Prime/BDEC...Limited Liability Company Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec
OFAgreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
CONTRIBUTION AGREEMENTContribution Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
FOURTH AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF FAYETTEVILLE LITHOTRIPTERS LIMITED PARTNERSHIP - SOUTH CAROLINA II THIS AMENDMENT, effective as of the 1st day of April, 1999, is entered into by and among Lithotripters, Inc., a North Carolina...Prime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
SECOND AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF TEXAS LITHOTRIPSY LIMITED PARTNERSHIP VII, L.P.Prime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
Copyright Security Agreement GUARANTOR COPYRIGHT SECURITY AGREEMENT THIS GUARANTOR COPYRIGHT SECURITY AGREEMENT (the "Agreement") dated as of January 31, 2000, is executed by LITHOTRIPTERS, INC., a North Carolina corporation (the "Debtor"), for the...Security Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec
ARTICLE IPledge and Security Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
GUARANTY AGREEMENT WHEREAS, PRIME REFRACTIVE MANAGEMENT, L.L.C., a Delaware limited liability company ("Borrower"), has entered into a Loan Agreement of even date herewith with certain banks and other lending institutions which are or may from time to...Guaranty Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
NON-COMPETITION AGREEMENT This Non-Competition Agreement (this "Agreement") is entered into as of the 1st day of September, 1999 (the "Effective Date"), by Scott A. Perkins, M.D. (the "Equity Holder"), who is an equity owner of Barnet Dulaney Eye...Non-Competition Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
By:/s/ Joseph Jenkins, M.D. --------------------------- Joseph Jenkins, M.D. Attorney-in-Fact* -------- *Pursuant to a Power of Attorney given by the Limited Partners in the Agreement.Prime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec
NOTE $6,450,000.00 Dallas, Texas January 31, 2000 FOR VALUE RECEIVED, the undersigned, PRIME MEDICAL SERVICES, INC., a Delaware corporation ("Maker"), hereby promises to pay to the order of GUARANTY FEDERAL BANK, F.S.B. ("Payee"), at the offices of...Prime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
This Note has been executed and delivered by Maker pursuant to the terms of that certain Fourth Amended and Restated Loan Agreement of even date herewith among Maker, Payee, the Administrative Agent, BankBoston, N.A., as Documentation Agent, and each of the other Lenders which is or may become a party thereto or any successor or assignee thereof (as the same may be amended, supplemented or modified from time to time, the "Agreement") and is one of the Notes described therein. Capitalized terms used and not otherwise defined herein shall have the same meanings as set forth in the Agreement.
NOTE $4,725,000.00 Dallas, Texas January 31, 2000 FOR VALUE RECEIVED, the undersigned, PRIME REFRACTIVE MANAGEMENT, L.L.C., a Delaware limited liability company ("Maker"), hereby promises to pay to the order of BANK OF AMERICA, N.A. ("Payee"), at the...Prime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
This Note has been executed and delivered by Maker pursuant to the terms of that certain Loan Agreement of even date herewith among Maker, Payee, the Administrative Agent, BankBoston, N.A., as Documentation Agent, and each of the other Lenders which is or may become a party thereto or any successor or assignee thereof (as the same may be amended, supplemented or modified from time to time, the "Agreement") and is one of the Notes described therein. Capitalized terms used and not otherwise defined herein shall have the same meanings as set forth in the Agreement.
NOTEPrime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
This Note has been executed and delivered by Maker pursuant to the terms of that certain Fourth Amended and Restated Loan Agreement of even date herewith among Maker, Payee, the Administrative Agent, BankBoston, N.A., as Documentation Agent, and each of the other Lenders which is or may become a party thereto or any successor or assignee thereof (as the same may be amended, supplemented or modified from time to time, the "Agreement") and is one of the Notes described therein. Capitalized terms used and not otherwise defined herein shall have the same meanings as set forth in the Agreement.
NOTE $8,600,000.00 Dallas, Texas January 31, 2000 FOR VALUE RECEIVED, the undersigned, PRIME MEDICAL SERVICES, INC., a Delaware corporation ("Maker"), hereby promises to pay to the order of LASALLE BANK, NATIONAL ASSOCIATION ("Payee"), at the offices...Prime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
This Note has been executed and delivered by Maker pursuant to the terms of that certain Fourth Amended and Restated Loan Agreement of even date herewith among Maker, Payee, the Administrative Agent, BankBoston, N.A., as Documentation Agent, and each of the other Lenders which is or may become a party thereto or any successor or assignee thereof (as the same may be amended, supplemented or modified from time to time, the "Agreement") and is one of the Notes described therein. Capitalized terms used and not otherwise defined herein shall have the same meanings as set forth in the Agreement.
ARTICLE IStock Purchase Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
OFAgreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec
ASSIGNMENT AND SECURITY AGREEMENTAssignment and Security Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
FOURTH AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF SAN DIEGO LITHOTRIPTERS LIMITED PARTNERSHIP THIS AMENDMENT, effective as of the 15TH day of February, 1999, is entered into by and among Lithotripters, Inc., a North Carolina corporation and the...Prime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
ARTICLE IGuarantor Security Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
ARTICLE IBorrower Security Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
LOAN AGREEMENT This Loan Agreement (this "Agreement") is entered into as of the 31st day of January, 2000, by and between Prime Refractive Management, L.L.C., a Delaware limited liability company, and Prime Refractive, L.L.C., a Delaware limited...Loan Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
1.5 Payments and Computations. Borrower shall make each payment hereunder and under the Working Capital Note on the day when due in lawful money of the United States of America to Lender at Lender's Address for Payment in same day funds. All...Loan Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
ALL THE LIMITED PARTNERS OF THE PARTNERSHIP WHOSE NAMES APPEARED ON SCHEDULE A-5 By:/s/ Joseph Jenkins, M.D. --------------------------- Joseph Jenkins, M.D. Attorney-in-Fact* -------- *Pursuant to a Power of Attorney given by the Limited Partners in...Prime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
ANDCollocation Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
NOTEPrime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
This Note has been executed and delivered by Maker pursuant to the terms of that certain Loan Agreement of even date herewith among Maker, Payee, the Administrative Agent, BankBoston, N.A., as Documentation Agent, and each of the other Lenders which is or may become a party thereto or any successor or assignee thereof (as the same may be amended, supplemented or modified from time to time, the "Agreement") and is one of the Notes described therein. Capitalized terms used and not otherwise defined herein shall have the same meanings as set forth in the Agreement.
ARTICLE IMembership Interest • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
NOTEPrime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
This Note has been executed and delivered by Maker pursuant to the terms of that certain Loan Agreement of even date herewith among Maker, Payee, the Administrative Agent, BankBoston, N.A., as Documentation Agent, and each of the other Lenders which is or may become a party thereto or any successor or assignee thereof (as the same may be amended, supplemented or modified from time to time, the "Agreement") and is one of the Notes described therein. Capitalized terms used and not otherwise defined herein shall have the same meanings as set forth in the Agreement.
FOURTH AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF LOUISIANA LITHOTRIPSY INVESTMENT LIMITED PARTNERSHIP THIS AMENDMENT, effective as of the 1st day of April, 1999, is entered into by and among Lithotripters, Inc., a North Carolina corporation and...Prime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
RECITALS:Exclusive Use Agreement • March 30th, 2000 • Prime Medical Services Inc /Tx/ • Services-misc health & allied services, nec • Texas
NOTE $5,375,000.00 Dallas, Texas January 31, 2000 FOR VALUE RECEIVED, the undersigned, PRIME MEDICAL SERVICES, INC., a Delaware corporation ("Maker"), hereby promises to pay to the order of FLEET NATIONAL BANK ("Payee"), at the offices of Bank of...Prime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
This Note has been executed and delivered by Maker pursuant to the terms of that certain Fourth Amended and Restated Loan Agreement of even date herewith among Maker, Payee, the Administrative Agent, BankBoston, N.A., as Documentation Agent, and each of the other Lenders which is or may become a party thereto or any successor or assignee thereof (as the same may be amended, supplemented or modified from time to time, the "Agreement") and is one of the Notes described therein. Capitalized terms used and not otherwise defined herein shall have the same meanings as set forth in the Agreement.
AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF FAYETTEVILLE LITHOTRIPTERS LIMITED PARTNERSHIP - VIRGINIA I THIS AMENDMENT, effective as of the 1st day of March, 1999, is entered into by and among Lithotripters, Inc., a North Carolina corporation and...Prime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF FAYETTEVILLE LITHOTRIPTERS LIMITED PARTNERSHIP - UTAH I THIS AMENDMENT, effective as of the 1st day of June, 1999, is entered into by and among Lithotripters, Inc., a North Carolina corporation and the...Prime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
RECITALS: --------Prime Medical Services Inc /Tx/ • March 30th, 2000 • Services-misc health & allied services, nec
